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1999-08-10PLEASE TURN OFF ALL CELL PHONES & PAGERS IN THE COUNCIL CHAMBERS. AGENDA MOUND CITY COUNCIL COMMITTEE OF THE WHOLE MEETING TUESDAY, AUGUST 10, 1999 AT 7:30 P.M. MOUND CITY COUNCIL CHAMBERS *Consent Agenda: All items listed under the Consent Agenda are considered to be routine by the Council and will be enacted bva roll call vote. There will be no separate discussion of these items unless a Councilmember or Citizen so requests, in which event the item will be removed from the Consent Agenda and considered in normal sequence. 1. OPEN MEETING - PLEDGE OF ALLEGIANCE. PAGE APPROVE AGENDA. *CONSENT AGENDA *A. MOTION TO APPROVE MINUTES OF JOINT PLANNING COMMISSION/CITY COUNCIL MEETING - JULY 27, 1999 .................... 2854-2860 *B. MOTION TO APPROVE MINUTES OF THE REGULAR CITY COUNCIL MEETING JULY 27, 1999 ......... 2861-2874 *C. RESOLUTION AUTHORIZING MAYOR AND ACTING CITY MANAGER TO ENTER INTO AGREEMENT WITH LAKE MINNETONKA COMMUNICATION COMMISSION FOR LOCAL PROGRAMMING FACILITIES ............ 2875-2891 *D. *E. FINAL PAYMENT REQUEST- 1999 SEAL COAT PROJECT- $27,951.88 ................................ 2892-2896 PAYMENT REQUEST #3 - AUDITOR'S ROAD IMPROVEMENT PROJECT - $29,130.99 ...................... 2897-2901 *F. PAYMENT REQUEST #3 - NORWOOD LANE IMPROVEMENT PROJECT - $4,030.10 ....................... 2902-2903 2852 PLEASE TURN OFF ALL CELL PHONES & PAGERS IN THE COUNCIL CHAMBERS. *G. PAYMENT OF BILLS ........................ 2904-2924 '~'O~MM ENTS 4lie -'~ ~.. &;. SUGGESTIONS FROM CITIZENS PRESENT ABOUT ANY ITEM NOT ON THE AGENDA. /""PUBLIC HEARING: TO CONSIDER APPROVAL OF A 5. CONDITIONAL USE PERMIT TO ALLOW FOR THE HALSTEAD PLACE PLANNED DEVELOPMENT AREA (PDA) TO CHANGE THE CURRENT USE OF AN R-1 MOBILE HOME PARK TO AN R-1 PDA AND -F~.3J::~DA RESIDENTIAL DEVELOPMENT, LOCATED WITHIN THE R-1 SINGLE FAMILY ZONING DISTRICT, LOTS 1, 2, 3, HALSTEAD HEIGHTS, PID #22-117-24 43 0007, P & X CASE #99-28. AND PUBLIC HEARING: TO CONSIDER THE APPROVAL OF THE HALSTEAD PLACE PRELIMINARY PLAT FOR PLANNED DEVELOPMENT AREA (PDA) FOR CONSTRUCTION OF A SINGLE FAMILY ATTACHED AND DETACHED HOME DEVELOPMENT LOCATED WITHIN THE R- 1 SINGLE FAMILY ZONING DISTRICT, LOTS 1, 2, 3, HALSTEAD HEIGHTS, '..._~D #22-117-24 43 0007, P & X CASE #99-25 .......... 2925-2999 0/¢¢>~¢ {~¢d~RESOLUTION APPROVING THE TRANSFER AND -__ FRANCHISE TO MEDIA COM LLC ................... 3000-3087 8. Discussion on City Manager replacement. INFORMATION & MISCELLANEOUS July F~nce Department Report as prepared by Gino B~sinaro, Finance Director ..................... 3088 Notice from Sugar & Spice of a filming at Shirley Hills Primary School on August 23 & 24, 1999 ..... 3089 Letter from Hennepin County regarding the County Road 15 realignment ............................. 3090 2853 August 10, 1999 RESOLUTION NO. ADD ON RESOLUTION AUTHORIZING EXECUTION OF GRANT AGREEMENT WHEREAS, the State of Minnesota has been given a grant by the U.S. Department of transportation under the Hazardous Materials Emergency Preparedness (HMEP) Program; and WHEREAS, the City of Mound has applied in good faith for HMEP monies for a activities of the Lake Minnetonka Regional Emergency Preparedness Planning and Review Committee; THEREFORE, BY IT RESOLVED, that the City of Mound fully agrees to the terms of the grant, and, with the passage of this resolution, officially requests the Division of Emergency Management to enforce the contract in accordance with the applicable rules and regulations; BE IT FURTHER RESOLVED THAT, the Police Chief and City Manager be and hereby are authorized to execute the agreement and thereby assume for and on behalf of the City of Mound all of the contractual obligations contained therein. The foregoing resolution was moved by Councilmember and seconded by Councilmember. The following Councilmembers voted in the affirmative: Ahrens, Brown, Hanus, Meisel, and Weycker. The following Councilmembers voted in the none. Councilmember was absent and excused. Mayor Attest: City Clerk August 10, 1999 RESOLUTION NO. RESOLUTION REAFFIRMING AUTHORIZING CITY SPONSORSHIP OF STATE GRANT-IN-AID SNOWMOBILE TRAIL FUNDS WHEREAS, the City Council of the City of Mound, Minnesota, did on February 12, 1991., adopted Resolution No. 91-30 entitled, "Resolution Authorizing City Sponsorship in State Grant-In-Aid Snowmobile Trail Funds"; and WHEREAS, the Department of Natural Resources is requesting that the City again reaffirm its sponsorship of the State grant-in-aid snowmobile trail funds; and WHEREAS, the Southwest Trails Association have requested the City of Mound sponsor grant-in-aid snowmobile trails through the Minnesota Trails Assistance Program. NOW, THEREFORE, BE IT RESOLVED by the City Council of the City of Mound, Minnesota, is willing to act as a sponsoring unit of government in applying to the State of Minnesota for the grant-in-aid funds for snowmobile trails that will be maintained by the Southwest Trails Association. BE IT FURTHER RESOLVED, that the City Manager is authorized to apply to the Department of Natural Resources for the Minnesota Trail Assistance Program on behalf of the Southwest Trails Association; and The Mayor and City Manager are hereby authorized to execute and approve contractual agreements for this grant. CITY COUNCIL/PLANNING COMMISSION JOINT MEETING JULY 27, 1999 The City Council of the City of Mound, Hennepin County, Minnesota, met in a joint session on Tuesday, July 27, 1999, at 6:00 PM, in the Council Chambers at 5341 Maywood Road, in said City. Those present were Mayor Pat Meisel, Councilmembers: Andrea Ahrens, Bob Brown, Mark Hanus, Leah Weycker. Planning Commission Members: Geoff Michael, Frank Weiland, Bill Voss, Becky Glister, Orvin Burma, and Michael Mueller. Also in attendance were City Attorney John LeFevre, Acting City Manager Fran Clark, Building Official Jori Sutherland, and Assistant City Planner Loren Gordon Mayor Meisel opened the meeting at 6:07 p.m. and welcomed all in attendance. ORDINANCE REVISION SECTION 350:420: REPEALING OF CITY CODE SECTION 350:420, SUBDIVISION 9 & 10 PERTAINING TO NON-CONFORMING USES TO BE REPLACED BY NEW LANGUAGE The City Planner explained that the language is to allow a policy decision by staff instead of the Planning Commission and Council review of nonconforming properties when there is a variance request for a conforming structure. The policy would be changed to streamline the review process. He presented an example of a typical residential lot with a conforming three-season porch proposed to be constructed to the back or lakeside of the home. The proposed porch is conforming to all lot setbacks but the house is non conforming with a four foot side yard setback as well as a detached nonconforming garage. The City Planner explained that under current standards, this request would be considered by the Planing Commission and then the Council. If the amendment is approved, the process would allow this three-season porch addition to go through a staff review and administrative type of approval. If the construction meets all applicable Code sections, it would not go through a review process. The City Planner presented the proposed ordinance and language amendment. He reported on discussion from the last Council meeting regarding the option of changing or expanding the language. He stated he talked with the City Attorney and staff is open to that amendment since the intent would remain. Councilmember Brown stated one of the problems with this type of scenario is if the structure starts out as a conforming deck and then is added onto and becomes a three- season porch and then a complete addition to the house. He noted that with the proposed amendment, no review would be required by the Planning Commission or the Council. The City Planner stated that is true if it is conforming. CITY COUNCIL/PLANNING COMMISSION SPECIAL JOINT MEETING - JULY 27, 1999 Councilmember Hanus noted that the structure to be added would be conforming. The concern is the nonconforming structure which triggers the need for review. He noted the example of the detached garage which is nonconforming, and explained that with this scenario when the garage has deteriorated and needs repair, it still needs a building permit, staff's review, and permit issuance. The permit could not be issued in that case without a variance since the structure itself is nonconforming. Councilmember Hanus stated he is not as concerned with a proposed structure if it is conforming. Councilmember Weycker stated if the detached garage is in poor condition and if the Planning Commission review is not required, the applicant would not be asked to improve the garage condition. She stated that language could be added to include that scenario. Councilmember Brown stated if an additional garage is added that is conforming, the existing nonconforming garage can remain. He stated that with the current process, the applicant can be required to remove the nonconforming structure so the lot becomes more conforming. Councilmember Brown stated this allows the City the opportunity to clean up some nonconforming issues. Councilmember Hanus stated that while this is a valid argument, the other side of the issue is that you could get rid of the nonconforming structures. However, current and past City Councils have not shown they are willing to do that. He explained that this results in the need to write ordinance language so it is "soft" enough to allow some leniency. Councilmember Hanus asked what happens if a project is submitted and a structure is found to be in a dilapidated condition. He asked if the City can require a repair of something else. The Building Official explained the Building Code provides for adequate requirements for repair of any structure in disrepair and if nonconforming it would come before the Council for review if repairs constitute 50% of the value of the structure. Councilmember Hanus noted with the proposed language only staff review would be required so the only "trigger" to cause forced improvement or removal would be safety issues or Building Code maintenance. He noted that under the current or proposed change, the structure cannot be repaired without a variance. The Building Official explained there is no change from the current ordinance under that scenario and the ordinance modification only allows conforming structures to be constructed, which is the key. He stated this is what has been occurring by variance. The Building Official agreed there are minor extractions and things that get corrected but for the majority of the cases, the history is to approve conforming structures. He noted the ordinance proposal allows that to happen without the longer process. This results in a change of policy to allow the procedure to be consistent. Planning Commissioner Mueller stated he appreciated the opportunity for the Planning Commission to be involved in the discussion. He suggested this issue is more a sense of where the City is going in the future and if the building is in the envelope as much as possible or pushing the maximum. He stated the streamlining issue and not holding the homeowners "hostage" is a good idea but he supports a modification to address the concerns CITY COUNCIL/PLANNING COMMISSION SPECIAL JOINT MEETING - JULY 27, 1999 he has. Mueller stated he hoped the Council had the opportunity to talk about what they see the Planning Commission doing. He stated the Planning Commission would like to take over more of the review process in the downtown area, community center proposal, etc. Mueller stated his biggest concern with the proposed amendment is with the situation involving a detached garage that is quite old. He stated if they are constructed in nonconforming locations he believed it was time to get rid of them. He presented a diagram showing a nonconforming attached garage and explained that with the proposed amendment, staff would not have the opportunity to review or take action regarding it unless it was a hazardous situation. He stated he is more concerned about detached structures that are in nonconforming locations. Councilmember Ahrens stated the year before the Shoreland Ordinance became effective, a 100 square foot shed was constructed in a conforming location and now they want to build a conforming four-season porch. She stated if the garage is in good condition but easily moveable, should they be told the City has changed the law and now has Shoreland Management. She expressed concern that even though the garage was built when it was legal, the resident could not get a permit to construct a conforming four-season porch until the 100 square foot shed is moved to a conforming location the City likes. She suggested this type of situation should be grandfathered in. Planning Commissioner Mueller agreed this is a difficult situation but noted that there are laws and he does not believe it is a good situation to have two structures facing each other that provide the same function. He stated this is not the proper use of property and the zoning laws have changed to make it a nicer community. Mayor Meisel asked about the hardcover requirement. Councilmember Hanus stated it is assumed the new structure would not bring the property over the allowable hardcover requirement. Councilmember Weycker asked if language could be included to address that situation so it can be reviewed by staff. Councilmember Hanus stated if staff is doing a site inspection and finds a nonconforming structure, staffwould not have the opportunity to review the nonconforming structure unless it is a hazard. He asked if this is the case. The Building Official explained the Building Code allows staff to look at any building involving a maintenance issue, however, the City is not very aggressive about that issue. Planning Commissioner Mueller stated under the new ordinance, if the proposed structure is conforming, staff would not have the opportunity to consider the nonconforming structure since they would not visit the site. The Building Official stated this is correct unless a site visit is done to assure the drawing is correct. The Building Official commented that an option is to have better enforcement and, perhaps, a housing program. CITY COUNCIL/PLANNING COMMISSION SPECI_/IL JOINT MEETING - JULY 27, 1999 Planning Commission Chair Geoff Michael stated the cities of Richfield and West St. Paul told business owners that they no longer liked pylon signs and allowed them a period of 10 years to bring them into conformance. This also occurred with rooftop signs. He agreed that business owners may not have liked it but it was still done. Councilmember Ahrens stated that is a different situation and' she does not like the philosophy of not allowing a conforming structure unless a nonconforming structure is removed. Planning Commissioner Mueller stated they have had at least six situations such as the diagram he presented. He stated in one case the applicant was allowed three years to remove the nonconforming structure. He stated if all live by the same rules it is better but it is not always enforced uniformly. Planning Commissioner Mueller stated he has a concern with garages or detached sheds on the street side because they are very visible. He stated to beautify the City, the buildings need to be in a conforming situation, which all residents prefer. He stated it is hoped to arrive at that level over a period of time. He stated he believed it was not a "big deal" to require a shed or garage to be removed if the resident was building a new one, especially if they are given a time period of three years to remove it. Planning Commissioner Mueller noted that one of the agenda items tonight involves such a case and the applicant has agreed to remove the existing garage. Councilmember Hanus stated the number of nonconforming structures will be removed over time anyway. He stated he had a nonconforming garage and was given a period of time for removal but it would have been removed anyway. Councilmember Ahrens asked what the community feeling would be if an ordinance was adopted to require removal of all nonconforming garages within a period of ten years. Councilmember Brown noted that some properties are too small to construct a conforming garage in a conforming location. He explained that the intent is to streamline the process. He noted that sometimes the action of the Planning Commission is a unanimous vote and, perhaps, the Planning Commission should be allowed to end the process when it is a "cut and dried" consideration and recommended by a unanimous vote. He stated that would streamline a month off the process plus it would allow the Planning Commission to review the request. If it were a split vote, then Council review could be required. Councilmember Hanus stated that process would be better than what has stood in the past. He agreed the proposal by Councilmember Brown would reduce the process by several weeks to one month. However, the only staff time reduced is attending a Council meeting since a staff report and presentation to the Planning Commission is still required as well as filing documentation with the County, and certifications from the City Clerk. He noted the suggestion by Councilmember Brown would not reduce any of those processes. He explained that his intent with the proposed language was to allow cases that are conforming to be under staff review rather than including the Planning Commission and Council processes. CITY COUNCIL/PLANNING COMMISSION SPECIAL JOINT MEETING - JULY 27, 1999 Planning Commissioner Weiland stated the Council has been elected to make those decisions. He noted the Planning Commission meets on Monday and the Council meets on Tuesday so, if it was a unanimous decision, the Council could consider it the very next night. He noted the Planning Commissioners are not voted into office and stated he believed the Council should be required to review each and every case. Councilmember Hanus stated some planning cases are considered by the Council the next night but it is difficult for staff to handle all of the paperwork in that short time frame. Also, it means the Council receives the request as a handout the very night of the meeting which makes it difficult for the Council. Planning Commissioner Weiland stated if it is already known that the planning case is a unanimous decision, then staff would also be aware of it. He urged the Council to not take the decision making process away from the elected officials of the City. He stated he believes the Planning Commission does a good job in their review and he does not see why additional staff information would be needed for the Council except to place it on the consent agenda. Councilmember Hanus explained the need for a written resolution and, perhaps, legal input from the City Attorney. He stated the issue is where to "trigger" the point of review, noting some want it more strict and others less strict. Councilmember Ahrens asked staff if they had reviewed past variances to determine the number that would not have been reviewed by the Planning Commission and of those, how many were a unanimous vote by both bodies. The Building Official stated it is a high percentage for conforming structures. The City Planner advised that since 1996 there were 49 cases which is about 35% of the total cases and all received unanimous support from both the Planning Commission and the Council. Planning Commissioner Voss asked if the Planning Commission is a final authority in most cities. He asked if staff had ever conducted a study on the time that would be saved with the new proposal. Voss stated it appeared an inordinate amount of staff time is required to review conforming variance requests and that time could be better spent on things like visiting the site and reviewing the conditions. He stated he believed there were too many variances and he would prefer to be involved in other duties as a volunteer Planning Commissioner. He stated he would prefer to be involved in other positive activities such as the downtown center, TIF, etc. He added that staff should definitely be doing something more positive with their time than to be reviewing conforming additions to property. Voss stated there has not been an addition to the City's inspection staff and yet the case loads and work loads have increased and more is being expected. He stated this is not fair to Mr. Sutherland and he believed the proposed ordinance language should be adopted. Councilmember Hanus noted that with the savings in time the amendment would result in, if a permit request is received under this scenario and nonconforming structures are noticed on the site, that permit could be delayed one day so a drive-by inspection can be conducted by staff to determine if there are violation issues involved or if the structure is solid and not CITY COUNCIL/PLANNING COMMISSION SPECIAL JOINT MEETING - JULY 27, 1999 in need of repair. He stated this could be accomplished from an internal procedural process and would address the concern expressed by Planning Commissioner Mueller. Planning Commissioner Mueller stated he is open to more streamlining and would support a compromise that if a garage (or shed) is being asked for and one~ already exists, then the variance process would be required. He stated this would deal with the use of the structure. Mueller stated when they visit sites they assure drainage is being handled correctly and look at issues beyond the request for the new structure. He stated if staff is allowed to issue a permit at City Hall, staff probably should not subjectively do a site visit. Mueller asked if there is a situation where variances are not desired, such as allowing additional hardcover when nonconforming structures already exist. He inquired regarding the direction of Mound and if the City wants things built as close as possible. Councilmember Hanus stated that the other "side" allows people to fully utilize their private property the way they see fit as much as possible without destroying the community and going backward. Planning Commissioner Mueller stated he believed the proposed amendment is "going backward" since it is not moving forward. The Building Official stated that surveys are required for some structures with review by the City Engineer to assure drainage issues are addressed. The Building Official assured the Council of staff's intent to do a better job in that regard. Mayor Meisel asked the Planning Commission what they view would be the solution to make what is being proposed work. Planning Commissioner Mueller suggested the proposed language be referred back to the Planning Commission to assure the process will work. Planning Commission Chair Michael stated the Planning Commission has already spent several meetings on this issue, as has the Council. He stated that in the future he hoped as much time was spent on an issue like a truth in housing program. He stated that he does not see that much time saved or burden placed on the Planning Commission so he supported the ordinance remaining as it exists. He asserted that very few residents have expressed serious complaints about the process. Councilmember Weycker stated her fiancee's variance case took two months to resolve. Planning Commission Chair Michael stated he would like the decision to be made by the Council and the Planning Commission to answer to the ordinance requirements. Planning Commissioner Voss stated the prefect language and ordinance will never be found but the proposed amendment is a strong, effective ordinance and he would prefer to be doing something more important and be able to deal with issues connected to the downtown area. Councilmember Ahrens agreed with the difficulty in trying to draft an ordinance to cover every possible scenario. CITY COUNCIL/PLANNING COMMISSION SPECIAL JOINT MEETING - JULY 27, 1999 Planning Commissioner Voss stated he has heard many negative complaints from the public about the City of Mound regarding this process. Councilmember Hanus noted that at the last meeting, the Council considered a case that had an error and commented that the process is now so complicated that the error got through City staff, the Planning Commission, and Council. He stated the proposed amendment would simplify the process considerably. Planning Commissioner Glister stated her support to approve the amendment and pointed out that if it is found a change is needed, the ordinance can be revised. She noted that if there is a problem structure, it will come to the attention of the City and/or staff and stated she would also prefer to deal with issues beyond garages. Mayor Meisel asked if there are any further comments to be made on this issue. Planning Commissioner Burma asked the Council to consider that the proposed process does not take into consideration, unless the Building Official is very astute, that people may submit less than current surveys that do not identify un-permitted work which may have occurred on the lot. He noted those issues are raised when the site is visited. Burma stated that the proposal by Councilmember Brown would be his choice so the Planning Commission, on a unanimous vote, would be the final word with the caveat that the Council act as the Board of Appeals so the resident has an opportunity to appeal to the Council. Burma agreed that the Council is elected while the Planning Commission is appointed but to streamline the process that would be an option that would work. He stated his willingness to work through the process, whichever is approved by the Council. Mayor Meisel thanked the Planning Commissioners for attending and providing their input. Mayor Meisel adjourned this joint meeting of the City Council and Planning Commission. The meeting adjourned at 7:16 p.m. Francene C. Clark, Acting City Manager Attest: Council Secretary MINUTES - MOUND CITY COUNCIL - JULY 27, 1999 The City Council of the City of Mound, Hennepin County, Minnesota, met in regular session on Tuesday, July 27, 1999, at 7:35 PM, in the Council Chambers at 5341 Maywood Road, in said City. Those present were: Mayor Pat Meisel, Councilmembers: Andrea Ahrens, Bob Brown, Mark Hanus, and Leah Weycker. Also in attendance were: Acting City Manager Fran Clark, City Attorney John Dean, City Engineer John Cameron, Building Official Jon Sutherland, Assistant City Planner Loren Gordon. The following interested citizens were also present: Tom and Diane Harmon, Amy Ferar, Paul Corazzo, Jeff Harty, Marlene Harry, Larry Peterson, Eric Simz, Peter Meyer, and Ed Fofliti. The Mayor opened the meeting at 7:30 p.m. and welcomed the people in attendance. She commented that the City Council and Planning Commission had met in a joint session at 6:00 P.M. The Pledge of Allegiance was recited. *Consent Agenda: All items listed under the Consent Agenda are considered to be routine by the Council and will be enacted by a roll call vote. There will be no separate discussion of these items unless a Councilmember or Citizen so requests, in which event the item will be removed from the Consent Agenda and considered in normal sequence. APPROVE AGENDA. Councilmember Hanus requested Item E1 be pulled from the Consent Agenda so he could step down and that Item E2 be pulled so he could make a language change. He also asked to add an item to the regular agenda to receive an update on Rod Plaza and damage to his property. This item will be considered as Item 5A. The Acting City Manager requested the addition of a Consent Agenda item for tree license approval. Councilmember Brown added Item 5B, Update on Remington Project, which is scheduled for presentation to the Council at the next meeting, August 10, 1999. Councilmember Weycker requested Item A and E3 be pulled from the Consent Agenda. Mayor Meisel stated she would also like Item A pulled from the Consent Agenda. MOTION made by Ahrens, seconded by Hanus, to approve the Regular Agenda and Consent Agenda, as amended above. Aroll call vote was unanimously in favor. Motion carried. MOUND CITY COUNCIL MINUTES - .JULY 27, 1999 *CONSENT AGENDA *1.0 CASE # 99-29: VARIANCE; FRONT YARD SETBACK~ TO CONSTRUCT A CONFORMING DETACHED GARAGE AT 6037 HAWTHORNE ROAD; BLOCK 9, LOTS 5 AND PART OF 6, THE HIGHLANDS; MARLENE & JEFF HARTY, 61610, PID # 23-117-24 34 0025. RESOLUTION g99-64 RESOLUTION TO APPROVE A FRONT YARD SETBACK VARIANCE TO CONSTRUCT A CONFORMING DETACHED GARAGE AT 6037 HAWTHORNE ROAD, BLOCK 9, LOTS 5 AND PART OF 6, THE HIGHLANDS, PID # 23-117-24 34 0025, P&Z CASE g99-29, 61610. Ahrens, Hanus, unanimously. *1.1 CASE # 99-14: VARIANCE; SIDE YARD SETBACK; TO CONSTRUCT A NONCONFORMING ATI'ACHED GARAGE AT 2374 CHATEAU LANE; ~ 2, LOTS PART OF 8 AND PART OF 9, JOHN S. CARLSON; LARRY AND PAMELA PETERSON, 61550, PID # 13-117-24 43 0028 RESOLUTION g99-65 RESOLUTION TO APPROVE A SIDE YARD VARIANCE TO CONSTRUCT A NONCONFORMING ATTACHED GARAGE AT 2374 CHATEAU LANE, SOUTH OF LOT 8 AND THE NORTH 50.00 FEET OF LOT 9, BLOCK 2, JOHN S. CARLSON, PID #13-117- 24 43 0028, P&Z CASE//99-14, 61550. Ahrens, Hanus, unanimously. '1.2 CASE # 98-63: VARIANCE; LAKESIDE SETBACK, STREET FRONTAGE AND HARDCOVER; TO CONSTRUCT A SCREEN PORCH OVER THE EXISTING DECK AT 4247 WILSHIRE BOULEVARD; PART OF LOTS 75, 76 & LOT B, 1sT REARR. OF PIP 1sT DIVISION; W. THOMAS & DIANE HARMON, 37890, PID # 19-117-23 13 0008 RESOLUTION #99-66 RESOLUTION TO APPROVE A STREET FRONTAGE AND HARDCOVER VARIANCES TO CONSTRUCT A CONFORMING SCREEN PORCH OVER THE EXISTING DECK AT 4347 WILSHIRE BOULEVARD, PART OF LOTS 75, 76 & LOT B, FIRST REARRANGEMENT OF PHELPS ISLAND PARK, 1.6 MOUND CITY COUNCIL MINUTES - JULY 27, 1999 FIRST DIVISION, PID # 19-117-23 13 0008, P&Z CASE #98-63, 37890. Ahrens, Hanus, unanimously. '13 RESCHEDULE START TIME FOR HRA MEETING ON AUGUST 10, 1999 TO 6:00 P.M. MOTION Ahrens, Hanus, unanimously. '1.4 PAYMENT OF BILLS. MOTION Ahrens, Hanus,unanimously. '1.5 LICENSE APPROVAL. MOTION to approve the following license contingent upon all required forms, insurance, etc., being submitted: TREE REMOVAL LICENSE Bud's Landscaping Ahrens, Hanus, unanimously. APPROVE MINUTES OF JULY 13, 1999, REGULAR MEETING. Councilmember Weycker stated she had requested tape clarification regarding a motion and amendment to the motion. Councilmember Hanus stated he did make a motion which was amended regarding Mr. Rask which is not reflected in the meeting minutes. He stated the motion was that Watson was to be contacted and to cord'mn that he is all right with a temporary agreement with Mr. Rask at that site. Councilmember Ahrens stated it also included that Mr. Rask was not necessarily guaranteed that he would have a slip at the Pembrook location for that size of boat. Councilmember Weycker stated she would like her objection also included in the meeting minutes. She suggested that the meeting tape be reviewed. MOUND CITY COUNCIL MINUTES - JULY 27, 1999 Councilmember Hanus suggested the minutes be tabled to the next meeting. Mayor Meisel requested a correction to Page 2665, 4th paragraph, to' correct the name "Dotty Netka" to "Dottie O'Brien" and the address should indicate "5053 Bartlett Boulevard." Mayor Meisel referred to the comment on Page 2673 indicating "The Mayor will contact the developer of the Remington project." She stated she did not offer to make this contact. The Council agreed to strike that sentence from the meeting minutes. It was agreed to table consideration of the meeting minutes to the next meeting. 1.7 REVIEW: PUBLIC LANDS PERMIT. 1. Mark ltanus, 4446 Denbigh Road Councilmember Hanus stepped down from this discussion and consideration. Brown moved and Ahrens seconded the following resolution: RESOLUTION g99-67 RESOLUTION TO APPROVE A CONSTRUCTION ON PUBLIC LANDS PERMIT FOR MARK HANUS AT 4446 DENBIGIt ROAD, LOT 1, BLOCK 1, AVALON, DOCK SITE # 33525 Councilmember Ahrens asked why the Council was reviewing a public lands permit for top dressing and rip rapping, noting the Council had not reviewed this type of permit before. The Building Official stated this is correct and stated that this was his opinion as well. However, since the fire ring was included, it was presented to the Council. Councilmember Ahrens stated if the Council was to start reviewing that issue, it would involve review of many permits which included top dressing. The Building Official stated this was only presented due to the inclusion of the fh'e ring. He stated that he appreciated this clarification from Council and the allowance for staff to use their discretion with these cases. The vote was unanimously in favor. Motion carried. Councilmember Hanus returned to his chair on the City Council. 4 MOUND CITY COUNCIL MINUTES - JULY 27, 1999 1.8 REVIEW: PUBLIC LANDS PERMITS. 2. Ed Gordon, 4737 Island View Drive Councilmember Hanus stated he found the fourth Whereas to be confusing for future reference and believed it may raise a question in someone's mind relating to traversable area. He requested a language clarification as follows: "Whereas, this is designated as Class C, nontraversable commons" The Building Official supported the proposed clarification. Brown moved and Hanus seconded the following resolution, as amended: RESOLUTION #99-68 RESOLUTION TO APPROVE A CONSTRUCTION ON PUBLIC LANDS PERMIT FOR ED GORDON AT 4737 ISLAND VIEW DRIVE, LOT 7, BLOCK 7, DEVON, DOCK SITE #42351. The vote was unanimously in favor. Motion carried. 1.9 REVIEW: PUBLIC LANDS PERMITS. 3. Maria Amplatz, 2845 Cambridge Lane Councilmember Weycker asked what the planting will be and requested a condition that the plantings be approved by the Building Official and City Planner. Mayor Meisel noted the list of plantings included in the Council packet. Councilmember Weycker stated she is unaware of some of the planting types or compatibility. The Building Official noted the attendance of Ann Amplatz and stated she was able to address that issue at the Dock and Commons Commission meeting and would like the opportunity to explain it to the City Council. Ann Amplatz, 2845 Cambridge Lane, applicant, stated she spent a lot of time with landscape people to look at the site, slope, existing large oak trees, and it was concluded it would be an ongoing experimental process since no one knows what plants will take root and grow quickly. She stated the list she prepared was draftedby Otten Brothers Nursery who also viewed the hill. She stated the hill faces south/southwest and is very steep with nutrient poor soils. Ms. Amplatz stated she is trying to eliminate the poison ivy and would like a 5 MOUND CITY COUNCIL MINUTES - JULY 27, 1999 natural tropical appearance with large flowers and leaves, planted in drift configuration. Ms. Amplatz explained how they will be experimenting with plantings,,to see what works best. The Building Official stated staff does not have a lot of guidance from the Council, the procedure manual, or City Code regarding plantings. He reviewed the existing plantings and explained that at the time of the staff report, Ms. Amplatz had not submitted this information. The Building Official noted that additional information has now been provided but Ms. Amplatz would not like this to be a final list so there is some flexibility. Councilmember Ahrens reviewed her experience with perennial gardening and agreed with the difficulty in finding the best planting for the soil conditions. Mayor Meisel stated she believed the list presented is very good and asked how detailed the information needs to be for Council consideration. She asked when staff should be given credibility to know their jobs and noted that residents are investing to improve the property and will want the best conditions possible. Councilmember Hanus stated he does not care what type of plants are used as long as they grow and look nice. Councilmember Weycker stated this is a steep slope and if the plantings do not work, erosion will occur. She stated that since she does not know if these are the appropriate plantings, she would like review and approval by City staff. Councilmember Brown and Mayor Meisel commented that Otten Brothers Nursery should know what would be appropriate. Ms. Amplatz stated she does have information from Otten Brothers Nursery which identifies the plantings they believe would be best. Councilmember Ahrens stated her only concern is that the site is windy and some of the taller plantings may lay down. The Building Official suggested the applicant be directed to work with staff to assure erosion does not happen. He noted the Code section will be changed resulting in annual inspections so he will be able to assure there is no erosion. He commented that Ms. Amplatz has done a good job. Councilmember Hanus stated there is more City cost involved with this application since it would involve staff time for review. However, the Otten Brothers' landscaper has already done that review. He commented that the added security is minimal but the added City cost for review will be significant. MOUND CITY COUNCIL MINUTES - JULY 27, 1999 Councilmember Ahrens noted that Otten Brothers Nursery does not charge for their review and recommended free advise from the landscaper be used. Councilmember Hanus stated the applicant will be spending money for the plantings and he doubts she is interested in buying something that will die. Councilmember Weycker noted that City staff will review the matter from a different perspective to assure erosion is not a problem. The Building Official suggested staff be directed to monitor the issue and if he sees a problem with erosion that cannot be worked out with the applicant, additional staff or a consultant will be called in. He stated he will not expend additional funds unless it is needed. Brown moved and Hanus seconded the following resolution with the addition for staff to monitor: RESOLUTION #99-69 RESOLUTION TO APPROVE A CONSTRUCTION ON PUBLIC LANDS PERMIT FOR MARIA AMPLATZ AT 2845 CAMBRIDGE LANE, LOT 9 AND PART OF 8, BLOCK 38, WYCHWOOD, DOCK SITE #51795. The vote was unanimously in favor. Motion carried. 1.10 COMMENTS AND SUGGESTIONS FROM CITIZENS PRESENT. Ed Forliti, Remington Development Company, stated they are attempting to redevelop the trailer park and throughout this process over the last year they have come across quite a few hurdles and done some unique things with the property. He explained that one of the problems they have found is the water supply. He explained the Planing Commission is recommending approval for the Council's consideration on August 10. He reviewed the number of meetings he had attended and asked to receive direction prior to August 10 on the status of the water issue. Councilmember Brown advised that last night the Planning Commission recommended approval of the project for rezoning and to provide water service to all the properties on the upper part, 9 buildings within Mound. He explained that one of the problems is that Remington has a deadline and Minnetrista cannot furnish water until in the spring. He stated he was thinking about working with Remington to provide water through the spring so their project can proceed. Mayor Meisel stated she would have a hard time supporting that. She stated she does not object to providing water but the Council would then need to readdress the WARA development and 7 MOUND CITY COUNCIL MINUTES - JULY 27, 1999 the pipe size would also be a problem. She questioned whether Remington would have water from Minnetfista by spring. Mr. Fofliti stated his understanding that the WARA property will have private wells. He stated they have a purchase agreement on the trailer court which expires this fall. He stated that with the time invested in this project, he does not want it to die but it comes down to the water issue. He stated that many were in support of this project when first presented but now other issues including water and the composting site have come up. Mr. Forliti reviewed the aspects of the proposed project and stated they will be adding a lot of amenities into the project. Councilmember Hanus asked when the project would be completed and water needed for residents. Mr. Forliti stated it would be nice to have units sold prior to winter weather. He stated they would like to get approval from both Councils in the month of August and the relocation issues resolved right afterward so they can start construction in December for inclusion in the spring preview. Then the rest of the project can be sold next spring/summer. Councilmember Brown stated the Planning Commission talked about 1200 GPM and if a pipe is furnished they could finance the project for the piping but if a bigger pipe is installed to tie into the eight inch line, it may provide the flow and also provide a loop. He explained how this could be accomplished. Councilmember Hanus stated this cannot be addressed tonight since the plans have not been presented but if it is feasible, that would be fine. Mr. Forliti stated the actual numbers are not in but it would improve the situation. He stated that if the water "hurdle" cannot be overcome, then there is no need to clear the other "hurdles." He stated he would like to find some solution to this issue. Mayor Meisel asked if in the future the entire project would be connected to the Mound water system, or the Minnetrista water system. Mr. Forliti stated to start they want Mound to run the water system for the entire project. He stated if it is acceptable, they would like to leave it like that forever. But, if the Council does not agree, then they could use Mound water until the another source is available, and then shut off the first system. He noted the City would still receive higher water pressure, a loop system, and a road improvement. Councilmember Hanus asked Mr. Forliti to present these options at the August 10 meeting so the Council can consider them. Mayor Meisel stated with the WARA project an agreement was not made. Now, Mound is being asked to serve the Mound homes, or the whole development, or all of it for now with a change to Minnetrista when it is available. She stated that if she is to agree to provide water to these MOUND CITY COUNCIL MINUTF~ - JULY 27, 1999 lots, the Council needs to consider that they said "no" to WARA. She asked if Mr. Forliti is willing to shut off the Mound water supply when the Minnetrista water supply is available. Mr. Forliti stated they could leave the entire project supplied by Mound if that is agreeable to the Council, or they could shut off the Mound supply when the water is available from Minnetrista. Mayor Meisel stated if water is going to the Remington project, then it should be provided to the WARA project as well. Councilmember Hanus stated the Remington/Mound parcels can be differentiated from the Remington/Minnetrista parcels. Councilmember Brown stated the only difference he sees is that there is water in this area flowing into a Mound residence and two Minnetrista homes. He stated Mound would have nine houses to service either way. Councilmember Brown commented that with the WARA project, they were asking for a ten inch main to be extended all the way across. Mayor Meisel stated this is correct but WARA would pay for it, provide a loop system, and shut it off. Councilmember Hanus noted if it was shut off, the loop system would no longer be provided. Councilmember Brown agreed and noted that in the Remington case, the loop would always be provided. Councilmember Hanus stated those designs would be looked at when presented. He noted that maintenance issues may also be a concern. Councilmember Weycker asked if the project will be completed if only the nine Mound homes are supplied with water. Mr. Forliti stated they would not. Councilmember Hanus asked if one side could be completed and then the other side completed later. Mr. Forliti stated the site is too small to consider as a phased development. The Building Official asked that any proposals from the developer be presented to staff far enough in advance so a recommendation can be prepared. Mr. Forliti stated they would be looking for review of their current proposal and indication that if they provide the loop the City would not have a problem and they would agree to make it part of the contingency on the final plat to provide the loop. He stated there may be some fine tuning needed with staff which he believes can be accomplished. 9 MOUND CITY COUNCIL MINUTES - JULY 27, 1999 Amy Ferar, 4638 Manchester Road, introduced her husband Paul Comzzo and stated they have problems with speeding traffic on Manchester Road. She advised that last night they were taking a walk and witnessed someone almost being run over by a speeding track. Ms. Ferar stated the Police Chief suggested she present a petition from all on her street to get a speed control mechanism in place She stated she does not want to be targeted since she believed a lot of the speeders were teenagers from Mound. She stated she owned a business and does not want to be perceived as a troublemaker. Ms. Ferar stated she does not know what the options are to slow the speed of traffic (speed bumps, stop signs). She requested advice on options that are viable. The Acting City Manager suggested Ms. Ferar talk with the Police Chief to see what can be worked out to address the speeding problem. 1.11 PUBLIC HEARING: ORDINANCE REVISION SECTION 350:420: REPEALING OF CITY CODE SECTION 350:420, SUBDIVISION 9 & 10 PERTAINING TO NON- CONFORMING USES TO BE REPLACED BY NEW LANGUAGE. The City Planner reviewed the proposed language to repeal Sections 9 and 10 and add language. He stated this language is a change in the City's policy on how to address nonconforming structures and the ability for a property owner to place a conforming addition onto a house without having to go through the current process of Planning Commission and Council review. He advised the intent is to follow the practices which staff has had over at least three to four years in its review, consistent with the voting of the Planning Commission and Council on these specific issues. He noted the following language change: "350:420 Subd. 9 Nonconforming principal and accessory structures may be expanded, enlarged, or modified, or conforming structures could be added provided that the use of the parcel is conforming to district regulations, and provided that the expansion, enlargement, or modification meets the current zoning regulations and no other nonconformities are created. In the event that a nonconforming structure is removed, razed, or demolished, all newly proposed construction must meet current zoning regulations. Mayor Meisel opened the public hearing at 8:24 p.m. There being no input, Mayor Meisel closed the public hearing at 8:24 p.m. Brown moved and Hanus seconded the following ordinance: 10 MOUND CITY COUNCIL MINUTES - JULY 27, 1999 ORDINANCE NO. 103-1999 AN ORDINANCE ESTABLISHING NONCONFORMING USE CRITERIA BY AMENDING SECTION 350:420 OF THE' MOUND CODE OF ORDINANCES. Discussion occurred regarding the proposed language and possible need for clarification with the following amendment being offered: "350:420 Subd. 9 Nonconforming principal and accessory structures may be expanded, enlarged, or modified, provided that the use of the parcel is conforming to district regulations, and provided that the expanded, enlarge_.d.,d or modification o_xr conforming structure could be added, provided that the use meets the current zoning regulations and no other nonconformities are created. In the event that a nonconforming structure is removed, razed, or demolished, all newly proposed construction must meet current zoning regulations. Brown and Hanus accepted the friendly amendment. Mayor Meisel asked if site inspection should be required. Hanus agreed staff would need to be cognizant that the survey may not include all structures and also whether it includes a nonconforming structure and obvious opportunity to correct it. The Building Official stated staff can do more presite inspections for each building permit and stiffen the submittal requirements for a building permit. He noted that a resident may object to a survey submittal requirement and resulting cost but that may be necessary. Mayor Meisel agreed it would be a concern if the survey cost is close to the project construction cost. Councilmember Ahrens noted the City has had a case where a survey was submitted for a proposed building but a new survey was not submitted. The Building Official stated if you can find the lot pins, the survey is considered suitable. He pledged staff's effort to review a greater percentage of sites and stated that he endeavors to catch all drainage issues due to concerns that have been expressed. Councilmember Hanus stated this ordinance change will streamline the process and take those variance cases that historically pass very easily through the variance process and make it easier for the public, staff, the Planning Commission, and Council. The vote was unanimously in favor. Motion carried. 11 MOUND CITY COUNCIL MINUTES - JULY 27, 1999 1.12 UPDATE REGARDING PROPERTY DAMAGE - ROD PLAZA. Councilmember Hanus stated he received a letter from Mr. Plaza confirming that what he said is true and explaining his action. He explained the issue has to do with last year's super storm and extensive damage to trees in front of Plaza's property. In order for the City to dean the trees, they had to have access through Mr. Plaza's property. Mr. Plaza gave permission for access but then claimed damage to his property and dock. Also, it is claimed the contractor damaged his neighbor's patio furniture. This claim was submitted to the City's insurance carrier but they claimed the City did not have coverage for that type of damage. Councilmember Hanus stated the City resubmitted the claim to the insurance carrier for a second opinion and he questions why the claim was not submitted to the contractor who is insured. Councilmember Hanus stated Mr. Plaza sent another letter saying he has made repairs of over $7,000 and is still claiming the City is obligated to do something. Councilmember Hanus asked if the City would pursue resolution or tell Mr. Plaza to seek legal action. The Acting City Manager stated she was unaware of this matter and requested the opportunity to work with Mr. Plaza to attempt resolution. Councilmember Ahrens asked what the $7,000 was spent on. Councilmember Hanus stated Mr. Plaza submitted cost estimates for the work and asked the correction to be made but when it was not done, he went ahead and made the corrections himself. Councilmember Weycker stated it was her understanding that Mr. Plaza was asked to submit the claim to the insurance companies of the contractors who did the damage.. Councilmember Hanus noted the resident is giving until August 13 or he will seek legal action. Mayor Meisel requested the Council be updated on the Acting City Manager's progress at the next COW meeting. 1.13 UPDATE ON REMINGTON DEVELOPMENT CORPORATION PROJECT. See Comments & Suggestions from Citizens Present on Items not on the Agenda. INFORMATION/MISCELLANEOUS A. Quarterly report from Len Harrell, Police Chief. 12 MOUND CITY COUNCIL MINUTES - JULY 27, 1999 B. Letter from Orono on a meeting to review updated information regarding the Dakota Rail line. This is scheduled for Wednesday, July 28, 1999, at 8:00 A.M. in the Orono City Council Chambers. C. DCAC Minutes - July 15, 1999. D. Planning Commission Minutes - July 12, 1999 E. Memorandum from Tom McCaffrey, Dock Inspector, to Jim Fackler, Park Director, ~dated July 27, 1999, regarding Pembroke Multiple Dock indicating Faclder is happy with the dock situation to date. F. Internet e-mail from Bob Johnson to Fleisinger dated July 21, 1999, regarding ISD 277 property. G. Letter from MCWD dated July 23, 1999, including a brochure on water quality grades. H. Memorandum from Police Chief Harrell regarding radar survey results. Brown thanked the Police Reserves for good job during Mound City Days I. LMCD Ordinance Amendment scheduled for July 28, 1999, meeting. Mayor Meisel noted the upcoming LMCD discussion regarding an ordinance amendment and asked Councilmember Ahrens how she will vote. Councilmember Ahrens stated she does not support the amendment of allowing only one slip per 100 feet of shoreline. Mayor Meisel stated she also does not support the amendment. Councilmember Ahrens stated this idea was discussed because of the problem with outlots on the lake where a dozen homes share an outlot that abuts the lake. She stated if you want to be in the lake community to have an outlot, you should be able to have a boat. However, this would make that situation very difficult by limiting the number of slips allowed. Mayor Meisel commented there are 14 cities on this lake and they make up the LMCD. She stated the City needs to become more active and express their comments so they can be voiced by our representative, Councilmember Ahrens. Councilmember Brown, Weycker, and Hanus indicated they opposed the amendment. Mayor Meisel asked Councilmember Ahrens to relay that Mound favors staying with the 13 MOUND CITY COUNCIL MINUTES - JULY 27, 1999 1/50 at the LMCD meeting and to remind the membership of the LMCD that they are appointed to represent the direction of their City. Councilmember Hanus asked what would happen if two 40 foot lots were purchased and combined. Councilmember Ahrens stated this regulation applies to something more than a single family home. J. Staff Appreciation Picnic. It was determined that only fulltime staff (which is estimated at 30) were to be invited, not volunteers. REMINDERS A. City Council sponsored employee recognition lunch - Friday, July 30, 1999 - 11:00 A.M. - 1:00 P.M., City Hall. B. HRA/Committee of the Whole Meeting - August 3, 1999, 7:30 P.M. MOTION made by Brown, seconded by Weycker, to adjourn at 9:06 P.M. The vote was unanimously in favor. Motion carried. Francene C. Clark, Acting City Manager Attest: Council Secretary 14 Ju~-30-gB 12:26pm From-~S$ & BARNETT +49G0 T-1Z~ P.~Z/I1 F-$T6 MOSS & BARNETT A P~torm~szo.~.~. AssOc'l~'POe: 4500 NO~w~sr C~'r~R M~N~O~. M~NNE~TR 55402-4129 F.~{~ 1612) 339-6696 June 30, 1999 VI^ F^CgIMll Ms. Francene Clazk-Leisinger City Clerk 5341 Maywood Road Mound, MN 55364-1687 Re.- Draft Agreement between the City of Motmd, Minnesota and Lake Minaetonka Communications Commission with respect to PEG Access Programming Dear £ran: Pursuant to our telephone conversations and face-to-face meeting, enclosed hcre~vith please find a draf~ agreement for your review and consideration. This agreement concerns the provision of PlUG access programming services by the Lake Minnetonka Communications Commission ("LMCC") in return for payment by the City of Mound of $.84 per subscriber per month as remitted by Triax. After you have had a chance to review the enclosed agreement, please contact me to discuss any proposed revisions or amendments you believe necessary. Thereafter, we can forward the document on to Sally Koenecke at the LMCC for their review and consideration. If you should have any immediate questions or ifI can provide any additional information or assistance, please feel free to contact me. Very truly yours, Brian T. Grogan BTG/tlh Enclosures 2673~4/t Jun-30-g8 12:Z6pm From-~$$ & BARNETT +4gO0 T-lZg P.03/11 F-676 DRAFT - June 30, 1999 LOC.~L PROGRAMMING FACILITIES AGREEMENT This Local Programming Facilities A~eement ("Agreement") is entered into this ~ day of ,1999, between the City of Mound, Minnesota ("City") and the Lake Minnetonka Communications Commission CLMCC"). R~CITAI,$: WHEREAS, both LMCC and City have, through separate documents, granted to Triax Midw est Associates, L.P, CTri ax") fifteen (15 ) year non-exclusive c able television franchl scs; and WHEREAS, each franchise requires Tnax to remit to both LMCC and the City a five percent (5%) franchise fee on Tfiax's Gross Revenues; and WHEREAS, each franchise further requires Triax to remit a separate public, educational, and governmental CPEG") access fee to LMCC and the C~ry in support of PEG pro.staining; and WHEREAS, each franchise requires Triax to only provide the PInG access fee and dedicated channel capacity in support of PEG access programming, and Tnax has no thnher PEG access responsibilities; and WHEREAS, the City collects a $.84 PEG access fee, while LMCC collects a $.50 PEG access fee, per subscriber, per billing perio~ which is paid by Triax on a quarterly basis; and WHEKEAS, LMCC operates a 5.000 square foot equipped PEG access studio facility ("Studio"), which it pays for with its PEG access fee and with portions of its five percent (5%) franchise fee; and WHEREAS, the City has available PEG access eqmpmem, outlined in Exhibit A ("City Equipment"), which it desires to locate at The Studio for PEG access use; and WHEREAS, the City desires the use of the Studio as well as the professional assistance which LMCC PEG access staff can provide; and WHEREAS, LMCC desires the City's PEG access fee to help offset the costs associated with the operation of the Studio. NOW THEREFOR.E, in consideration of the mutual covenants and agreements set forth herein, and other good and valuable consideration, the receipt and sufficiency of which are hereby acknowledged, thc parties agree as follows: 26~867/1 Jun-3Hg 12:26pm From-~S$ a BARNETT +4g00 T-12g P.04/11 F-876 A. LMCC Obligations. functions: SCOPE OF SEP, V~CES This Agreement obligates LMCC to perform the following 1. Manage, operate, and maintain the Studio and audio/video production equipment and facilities located at , available for use by the City and its residents, Maintain and repmr, at LMCC's expense, the City Equipment; 3. Provide outreach and promote activities and opportunities relating to PEG access programming to City residents under the same terms, conditions, and standards adopted for LMCC residents; 4. Provide the necessary personnel TO vjdeotape each City council meeting of City throughout the term of this Agreement for cableca~t on Channel 20; 5. Arrange for playback and live c~lccasfing of video, audio, and text programming to the City and its residents under the same terms, conditions, and standards adopted for LMCC residents; 6. Assist the public, religious organizations, public libraries, educational institutions, and other groups and organizations of the City in the facilitation of PEG access programming efforts under the same terms, conditions, and standards adopted for LMCC residents; 7. Provide all PEG access programming for the City and its residents on cable Channel 20; and 8. Respond to questions and requests of City residents that pertain to PEG access programming and related facilities and equipment. B. CiL~ Obhganons. This Agreement obligates the City to perform or provide the following functions: 1. Provide LMCC with the appropriate PEG access fee, in accordance with Section ti herein, as well as the City Equipment, in accordance with Section II1 herein; 2. Cooperate with LMCC in the effective implementation and administration of the requirements and responsibilities outlined within this Agreement; and 3. Maintain sole responsibility for responding to quesfiom and requests from City residents regarding which do not pertain to PEG access programming, related facilmes and equipment regarding regulatory or franchise enforcement proceedings. 264867/1 2 2.g77 Jun-30-gg 12:Z?pm From-MOSS & BARNETT +4god T-12g P.05/11 F-6?B SECTION PROVISION OF pEO ACCESS F]~]~ A. pEG A. ccess Fee to Be ?rid ~o LMC. C. The current franchisee in the City, Triax, collects a PEG access fee in the amount ors.g4 per subscriber per billing period. Triax provides the PEG access fee to the City on a quarterly basis, which the City has agreed to use to pay for PEO access programming. Thc City hereby agrees to furnish LMCC with the PEG access fee it receives from Tnax within thirty (30) days of receipt from Triax, and LMCC hereby agrees to use said fees exclusively for support of PEG access obligations required hereunder. City's first payment to LMCC shah be calculated beginning on the effective date of this Agreement through the end of the calendar quarter. B. Right to Renegotiate P]::G Access Fee. If, at any time, LMCC chooses to retum a portion of its franchise fee paid by Triax to LMCC to any LMCC municipality, or reduce the $.50 per subscriber PEt3 access fee collected by LMCC, the City has, in its sole discretion, the option to renegotiate the amount of the PEG access fee to be supplied to LMCC. If an agreement cannot be reached, this Agreement shall terminate upon thirty (30) days advance written notice. SECTION III GR ANT OF CITY EQUIPMI:~NT A. General Grant. Upon the effective date of this Agreement, the City shall provide LMCC with use of the City Equipment. LMCC shall not, by use of the City Equipment, have any further nghts therein. In the event this A~eement is terminated or expires, LMCC shall renma to the City the City Equipment in its entirety and in the same condition as when first supplied to LMCC, absent normal wear and tear. B. Use t~fCiW ~qui~rnent. The City Equipment shall be used by LMCC exclusively for the development, construction, operation, maintenance, and other limcnons relating to the PEG access operanons set forth in this Agreement. LMCC shall exercise reasonable care in maintaining and repairing the City Equipment. Upon fa,lure to do so, the City may hire a contractor to perform the maintenance and repair and seek reimbursement from LMCC for the expenses resulting therefrom. Any use of the C~ty Equipment by LMCC That is not specified in this Agreement shall require the prior written consent or'the City. C. Condition ofCi~ E~d~ment. LMCC acknowledges that it has examtned the City Equipment and that said City Equipment is now in good and satisfactory condition for LMCC's purposes. LMCC agrees to return the City Equipment to the City at the termination or expiration of this Agreement in the same condnion as when inkially examined and used, absent normal wear and tear. The City r~presents to LMCC that it is not aware of any substantial defecm m the City Eqmpment that would not have been observable to LMCC. 2~$67~ ~ 3 Jun-~O-gg 1Z:ZTpm From-MOSS & BARNETT +4900 T-129 P.06/11 D. Inventory of City ]~quipment. LMCC shall, at all times, maintain an inventory of the Czty Equipment, which shall be available for the City's review upon the City providing ten (10) days notice to LMCC. 15. Insurance. LMCC shall, in accordance with applicable laws, maintain ail reasonable and necessary insurance for thc City Equipment so long as the City Equipment remains on the property of or in the possession of LMCC. Such insurance shall be comparable to that carried for PEG access equipment owned by LMCC, and it shall list the City as an addition',d insured on any and all policies covenng the City Equipment. .~ECTION IV O! ]TRF.^CI-I/PROMOTION .aND pROGRAMMING A. Outreach arid ?romotio0. The City desires to provide PEG access programming that will meet the needs of its residents. LMCC recognizes that community awareness and understanding Is essential to accomplish ti'tis goal. As such, LMCC agrees that it shall provide outreach and promotion to City residents under the same terms, conditions, and standards adopted for LMCC residents. B. ?rogramrrdng. LMCC shall maintain a liaison with educational institutions, public libraries, and religious organizations. LMCC shall assist these groups in their programming efforts. This includes the coordination of program sources through tape exchange and technical consultation services, as available and practicable. SFCTION v RF. COR~3S ,aND REPORTS A. Maintenance of Records and Reports. LMCC shall make available to the City, upon request, any requested financial information regarding the PEG access Studio and facilities. LMCC shall also maintain records and prepare an annual report stating the name of each City residem who has used the local programming facilities and City Eqthpment, the name and description of each program produced, and the duration of each program produced (measured in minutes and seconds) ("Report"). B. Inspection of Records. The City shall have the right to inspect LMCC's records during regularly scheduled business hours or at such other times as mutually agreed to between LMCC and the City. ^nnual R~on. LMCC shall subm/t the annual Report to the City on or before __ __ of each year. Jun-;O-gQ 1Z:Zgpm From-~$S & BARNETT +4900 T-1Z8 SF:CTION vi ]'NDFMNIFICATION LMCC and the City ~hall each indemnify and forever hold harmless the other, r. he:r respective affiliates, officers, directors, employees, agents, and parmers from and against any and all liabilities, claims, losses or damages, costs and expenses (including r~asonable attorneys' fees) arising out of any breach of any obligation, representation or warranty hereunder made by any party to r.b. is Agreement which gives rise to any claim by any person or entity; provided, that in any case in which indemnification is sought, the party seeking indemnification ("Indemnified Party") shall 1) promptly notify the party from whom such indemnification is sought ("Indemnifying Party"); 2) afford the Indemnifying Party the opportunity of defending such claim; and 3) the Indemnified Party ihall fully coopera~e in connection with such defense, lmgation, settlement, or disposition and shall hav'¢ the right, bur not the obligation, to join in and be represented by its own counsel at its own cost and expense. LMCC shall indemnify and forever hold harmless the City, its respective officers, directors, employees, agents, and partners from and against any and all habihties, claims, losses or damages, costs and expenses arising out ofpro~amming errors or omissions over ,,vhich LMCC has responsibility, including copyright infringement, misappropriation of literary propcrt% or of pro.am format, defamation, invasion of privacy, due to or arising out of programming cablecasted on a PEG access channel. This indemnity shall be subject to the procedural requirements including notice and opportunity to defend as set forth above. SECTION vii T~gM OF AGREeMeNT This Agreement shall be effective as of the date hereof and shall expire on December 31, 2000. However, this Agreement shall automatically be renewed for additional one (1) year terms unless the objecting party supplies the other with ninety (90) days written notice of termination. Such notice of termination may be submitted at any time, by either party, following December 3 I, 2000. SI~O-TION viii MISCELLANIEOUS PROVISIONS A. Supersedes Prior Agreements. LMCC and the City agree that this Agreement shall supersede any and all fights and obligations of LMCC and the City under any prior agreements. B. Binding on Succe.qsor~_. This Agreement shall be binding upon and shall inure to the benefit of LMCC and the City and their respective successors and assigns. Jun-30-g9 1Z:ZBpm From-I~SS & BARNETT +4000 T-12g P.OS/11 F-676 C. Force Ma3eur¢. if, by reason of Force Majeure, LMCC or the City are unable m whole or in part to carry out their obligations hereunder, neither party shall be deemed in violation or default during :he continuance of such inability. 1. If any law, ordinance or regulation shall require or permit any party to this Agreement to perform any service or shall prohibit any party from performing any service which may be in conflict with the terms of this Agreement, as soon as possible following knowledge thereof, said party shall gi~,e notice to the other part), of the point of conflict believed to exist between such ]aw, ordinance or regulation. 2. If any section, sentence, paragraph, term or provision of d~J.s Agreement is determined to be illegal, invalid, or unconsr/tudonal by any court of competent jurisdiction or by any state or federal regulatory agency having jur/s&ction thereof, such determination shall have no effect on the validity of any other section, sentence, pa~'agraph, term or provision hereof. 3. In the event such decision, law, rule or regulation is subsequently reversed, repealed, rescinded, amended, or otherwise changed, so that the section, sentence, paragraph, term or provision hereof which had been mvahd or modified is no longer in conflict with the decisions, law, roles and regulations, said section, sentence, paragraph, term or provision shall thereupon re~um to full force and effect and sh~,lt thereafter be b~nding or~ all parties, provided that the parry relying on the section, semence, paragraph, form or provision shall give the other party or panics thirty (30) days written nouce of such change before requiring comphance with said pro~,ision. 4. In the event state or federal law changes so as to substantially affect the authority of local governments over cable television franchising, This Agreement shall be reopened for negotiauon. E. Ct:q)tions. The captions throuo~hout this Agreement are intended solely to facilitate reading and merely reference the sections and provisions of this Agreement. Such captions shall not afI~ct the meaning or interpretation of this Agreement. ¥. lnterT~retation. This Agreement has be~ arrived at by negotiation and shall not be construed against any party. G. Gavemint~ Llw. This Agreement shall be interpreted in accordance with Minnesota law. H. Notice.~. Unless otherwise provided for herein, all notices, reports or demands required to be ~ven in writing under this Agreement shall be deemed to be given when delivered personally to the persons designated below, or when three (3) business days have elapsed after it is deposited in the United States mail in a sealed envelope, with registered or certified mail postage prepaid thereon, or on the next addressed bus~ness day if sent by express mail or overnigh~ air courier addressed to The party to which nouce is being given, as follows: 3un-3O-gg 1Z:Zgpm From-NqOS$ & EkRHETT +4900 T-12g P.Og/11 F-G?$ if To LMCC: L',ake Minnetonka Communications Commission 540 Second Street P.O. Box 473 Excelsior, M'N 55331-0473 Arm: Ms. Sally Koenecke with copy to: Bemock and Lffson, P.A. 5500 Wayzata Boulevard Golden Valley, MN 55416 .a. tm: Thomas Creighton, Esq. if to the City: City of Mound 5341 Maywood Road Mound, MN 55364-1687 Aunt Ms. Francene Clark. Leisinger with copy to: Moss & Barneu A Professional Association 90 South 7th Street 4800 Norwest Center Minneapolis, MN 55402-4129 Arm: Brian T. Grogan, Esq. Such addresses and phone numbers may be changed by either party upon notice to the other party given as provided in this Section. I. Entire Agreement. Tbas Agreement constitutes the entire agreement and anderstanding between LMCC and the City. No oral modifications or addinons hereto unless specifically reI~rcnced herein shall be binding. No verbal or written statements of either LMCC or the City shall be considered a modification of this Agreement except by written documents signed by both parties expressly stating that n is modifying tlns Agreement. J. No Joint Venture. Nothing in T.h~s Agreement shall create a joint venture or principal- agent relationship between LMCC and the C~ty. Neither LMCC nor the City is authorized to act towards third parties or the public in any manner Much would indicate such a relationship with the other. K_ No Waiver. The failure of either LMCC or ~he City to strictly enforce any provision of this Agreement shall not be construed as a waiver or as excusing the other party from future performance. 2~.~867/1 Jun-3Oqg 1Z:29pm From-~S$ & BARNETT +4900 T-12g P.10/11 F-6T6 L. ^ssign~enI~. This Agreemem shall no~ be assigned or performance of the duties hereunder delegated withoat the express prior written consent of the parties to do so. Any consent of assignmen! shall not be unreasonably withheld. This Agreement is hereby accepted and we agree to be bound by all of its terms and conditions. LAKE MINNETONKA COMMLrNICATIONS COMMISSION By: Its: Dated: ,1999 CITY OF MOUND, MINNESOTA By: Its: Dated: ,1999 STATE OF MINNESOTA COUNTY OF HENNEPIN $$. The foregoing ~nstrumen! was acknowledged before me this day of ,1999, by , the of the Lake Minnetonka Communications Commissmn, on behalf of the Commission. Notary Public STATE OF MINNESOTA ) ) COUNTY OF HEN'N~P1N ) SS. The foregoing instrument was acknowledged before me this day of ,1999, by , the of the City of Mound, Minnesota, on behalf of the City. Notary Public 26,e867/1 8 Jun-~O-gg 1Z:3Opm From-~$S & BARNETT +4gO0 T-12g P.11/11 F-8?6 E.KHIBIT A CITY EQUIPMENT 264867/1 0 '0 ~.- ' ~jvc special Effects ~perato~KM-8OOO~q~'l~eSlSl~=~ ~ ~JVC Monitors ¢colorX.D~__ ~ m-RSU ~/&~SOi~~it~SOiS69~ JVC Camera Control Unit~/~~ RS-19oq~ [in rack, could ~ '~ sec ial~ · _ ~,. . Studio Cameras and Accessori : ~, JVC Viewfinders . Portable Camera and Accessocies: 'ZZ p.J. ~s)~ L~bl~ 'uwpewrlt=r ~/~lack file cabinet /~,~esk chair (red) ~ hole p~ch~~~6~a ~ oL Mound Westonka School £ouioment ~2¢~ffplauback ~orage cabinet~~~ ~,o~ ~' red chairs- ~ ~t~,,~ 8 t, 0/ gra~ chairs ~,1 ~cl,, ~8~ound tables )~¢¢ w¢l~.,~. ~f~ngle tablesi ~l~;,~i ~1. ~4fircher Intercom ~ room d , d.rs ,/~'~ffic~ phone - ~¢ Z~',~echnicom Phone ~4 ~ fl'u'. ,(eL ~ CBCT16-18~83-TE-E /~TT Telephone/remot~¢~ P ~ PTE-SLT 2500 /~'~'~ITT Desk Phones~~¢'¢' ~ ASB600-15195-T-E-T ¢~X~eal istic 'Audis~ix~~ ~E/Y Realistic Wireless .Hics~/( 6i~u of ~ound Eoui~men~: ~B.83MH' ~,~ulk Disks. ~l~eluxe Paint II Program'~ ~wltc~er Components: ~"~I~,/~VC Special EffecJ~s~Generat~KM'l~OOU ~l~7/ffViktng Carrwlng Case ' ~ellaneous: ~l~?"Electrovotce Mlc~ ¢2/~ n , P~ ic R~tteru P~¢ks ¢~/,'E~n~(v~ Shotgun ~tc MT00675~ XMlll611 383S~266 CA100276S 270061205085 OS2SSOSSB 06203752 ~ulpment: (donated) VBB~i ~Atlas table top st~qds~~DS-5 ,~,,~i~ophone cables h~/ ~¥/J~e~ex Headsets ~,-~ / '~-'~CS_81~~5~ ~ ~. ~$~'>Earphone for portable deck ~~~h~,~n~ ~ ~~/ ~l~'~.phone (for moni~F TM-ESV) .i/i~/~anasonic Auto. TurF.~bl~ J.~ILJ~//~)<A I Cassette Deck ~ ~ J~~A~'' ~7' ~ KAI Stet eo Rece t ve~~~ .'' T~1-~od~ ~nd Accessories: '~o~en Oolleu~ ~ ~. ;~ Metal chains for tr~ds~~) x~VC Manual Focus Un~ ,?'~JVC Zwu,,, Corvo Unit ~ SL-N15 HX-1 AA-Ri BEP302 DA3503825~D~ 81020-15211 80520-17E00 3081 3081 HZZS12U HZZS12U HZZSIOU 15107~ MO012-- 3 3 3 2 12 18 S 1 2 1 2 2 2 1 1 1 ~-pin power cable~I~ JVC Studio Cam (orange) JVC Studio Cam (black) Dub cable~ screw on coax cable bric cables push on coax cable phone to monitor 3ack~ phono to phone "7 XLR to mini double phono to single phono\ single phono to phono~ single wire audio cable double wire audio mir/line adapters B 'input extension cord 3 input extension cord single input extension c VCS13U~i VCSll7 ~'~ LioP, t~ and Accessories: Ok~ '~- control cable ~or~~C 1 Lo~sl Light ~i~~P f~, ;l~~' ~ st~s ~ gel "~ P ~la back Sustem- ~ ~ ci/~tlanta Set Top ~m~.no~z}~ ~. Scientific Modulatod~~ ~330 ~l~Comprebensiv~ S~itche~ ~ ~on Kogboord -~l~i/{{Bretford Video~L'~rt/pow~r_ ~F~.~_~ ~/l~/{Tennsco Storage Cabi.ne~7~m) ~1 / Editing Stand/v~ck~~,-~ C],~i~/black ~ct~l ~ : } D~k Top Drg~nize= (blask) Mi$cel 1 aneous: ~~anasonic ~ held remote~ontrol~er VS~085 ~7~JVC hand remote contro~~ RM-P51~ ~ 8~]~(JvC Antennae Sel~rs~ VSOO05~ I~VHF Matching Box~ , ,1>~ ~Metal Patch ~Angle Plug'~ ~ ~Mlc input plugs ~ ~ · 1~ ~po~er ootlet l~crimp on bric connector~ Ecuipment belonGinG to Sallu Koenecke: J~'~'3 Et. ,ape storage cablnet~, , Triax Inventory since 1987 _ 990.~_~ 1 995 .~/~ 2 2 2 ~2 ~5 ~5 TrUax provided of Mound Purchased ~~ ~os~ serial WVD 5000 Panason~CCD Camer~J 1375.00 84AOO356 WVD SOSO ENG Ki~sg~J ~ 935.00 81A08162 -Batteries AGBP2~2 [10.00 .-_ Battery charg~~~ ~~-~,~,~,~~20.0~) ~0~,~1~ Adapter cabl~lJ /_ ~,-n~--60.00 WV-Ad36 Genl~C~ Adapt~r~_~ 199.95 83Z003~2 WV-cc28 Carrying Case[~-- ~£, _-~ 143.00 Bogen tripod portable '~140 3~['[C~u~\~20.00 Electrosonic Wireless Mic~~ ~T~45.00 00268 .Light Kit Battery operated~/~ 262.00 Viewfinder(part of ENG kit~ _ ~ 81A08162 discount $1423.50 ~d~_/.~~_.~ ~ SVHS Portable VCR AG7400 ~o A~ ~,,~& anason=c =- 00 =me ase orrec r O0. _ Panasonic AG-7500 SVHS Editing Dec~~7-_-' D8TC001~ ~ Panasonic AG 7510 SVHS Playe~Q--~o ,-T'% 3076.90~~ L9TC00076 .Panasonic AG ~Controller~ ~6~_~/.~3593 0 ~ ~Panasonic lA81 Interface Board ~9~/~5~~998 00 JVC KY19UCH 3-CCD~ 8198.00 0.~502~ 11~9~04~ JVC Camera Adapte~s~ KA27U /~ 1860.00 ~ ~ Camera Control Unitsq~P200~ 2320.00 4" studio viewfinders~/_VFP400 ~ 1190.00 ~05 07053 ENG fiewfinder VFPll5 ~~$(~ 549.!~853529 JVC Servo Zoom HDZS713~.6~ ~- 1040 JVC Focus Control HZ-FMI~ 940 Cable JVC VCP-112U (20m~ 605 Cable JVC VCP-113U (50m ..~ ,-~ 1089 0~'~S~ ~_ JVC Battery Charger AA-P'2~0U 0~~ 690 00F g-fO53392~07053383 T-e~L~w PH1 Hcad~t ~ntar~om~~~.~' ~ 495.00 Telex Beltpack BP 1000[/~ 840.00 Portabrace Carrying Case~..,~ 516.00 ' ' 1 %miy~ uom~uter 2StS .~'~ 3~3 ~.~1 Xerox Memorywriter Typg~r~iter 601 ~]~61 Room Divider/desk ~~) ~ ~DCR Digital Cable Rad[~playback)~O~d~&-)~'~% ~Electrovoice Microphone 635 A ~'~ (~avel~microphone Sony ECM 44B .'~_,~,~ ~ ~ 1 Loves~at ~ ~ portable r iser~ Backdrops (plywood for set~ ~ ~1 handicap ramp ~1 zoction m~~[~ [] J J J I ~Jll I ~ I J~JJj~l Ill Engineering · Planning · Surveying August 2, 1999 Ms. Fran Clark, Acting City Manager City of Mound 5341 Maywood Road Mound, Minnesota 55364 SUBJECT: City of Mound 1999 Seal Coat Program Final Payment Request MFRA #6173 Dear Fran: Enclosed is Allied Blacktop's Final Payment Request in the amount of $27,951.88 for the 1999 Seal Coat Program. The contract price for the project was $26,850. Because this work is fully completed, we do not recommend that any amount be retained. We have reviewed this project with Greg Skinner, your Street Superintendent, and find that the work was completed in general accordance with the plans and specifications. It is our recommendation that the Contract be paid in full for this project. Very truly yours, McCOMBS FRANK ROOS ASSOCIATES, INC. John Cameron, City Engineer JC:pry Enclosure cc: Greg Skinner, Street Superintendent, City of Mound s:kraain:\6173\clarkS-2 15050 23rd Avenue North · Plymouth, Minnesota · 55447 phone 612,,'476-6010 · fax 612/476-8532 e-mail: mfra~mfra.com i.,JO tom 0 o z_o ,9, m:r ->, 0 O' O0 o ~ 0o. Z 0 TO Letter of Transmittal Engineering · Planning · Surveying 15050 23rd Avenue North · Plymouth, Minnesota · 55447 phone 612/476-6010 · fax 612/476-8532 e-mail: mfra@mfra.com WE ARE SENDING YOU D Shop Drawings [] Copy of letter ,~ Attached [] Messenger [] Prints [] Plans [] Under separate cover via I-1 FedEx [] Mail [] UPS the following items: D Change Order [] Samples [] Specifications D COPIES TRESE ARE TRANSMITTED aS checked below: [] For approval [] For your use El As requested E! For review and comment · El Approved as submitted El Resubmit El Approved as noted El Submit B Returned for corrections'' B Return' El PRINTS RETURNED ~R LOAN'TO U"~'-' El FOR BIDS DUE copies for approval copies for distribution corrected prints REMARKS COPY TO SIGNED: .,~0 ~'~ k '~ FA. rd ¢: ~q,¢ lfenclosuresarenotasnoted, kindlynotifyusatonce~ Department of Revenue Withholding Affidavit for Contractors Minnesota or any of its subdivisions can make final payment to contractors. lC- 134 Please ~pe or print clearly. This will be your m¢iling lobe! for returning the completed form. ~C~-m=~'ny name ~ Day~ime phone "'--=,-[ ALLIED BLACKTOP COMPANY I 1612) 425-0575 I~, [ Address I Totai contract amount L · [ JO503-89TH AVENUE NORTH [ $ 26,850.00 ~,, [~'- City State Zip Code [ Amount still due ~- x. MAPLE GROVE MN 55369 ./ $ 26,850.00 Minnesota withholding tax ID number 86 -06 -387 Month/year work began 07/99 Month/year work ended 07/99 ~ Pr¢[ec; number I Project Ioc=tian ..= 99']9 (MFRA //6173)i VARIOUS STREETS AND ROADS ,~ :~ Proiectowner McCOOMBSddF~ANK ROOS ASSOCIATES, INC. '~'o CITY OF MOUND 15050-23RD AVFNUF NF)RTH PIYMOIITH MN :..= Did yin. ~cve empJoyees work on this project? Wes ~ No If no, who did the work2 Ci~ 55447 ATTN' S~c~e Zip code ~OHN CAMERON Cna,.< ~he box that describes your mvcivement /n the,~r°jec~. and fill in cfi informcticn r~qu_s~ ~ t=_a. Sole contractor Subcontractor Name of contractor who hired you Prime contractor-If you subcontracted out any work on this proiect, all o~ your subcontractors must File their own IC-134 affidavits and have them certified by the Deportment of Revenue before you can file your affidavit. For ecc~ cer,ined IC-134. [f you sz, bcontrcctor you had, fill in the informction beJow and cnach a copy of each subcontr=ctor's need more space, affcch a separate sheet. :~siness name Ad~ress ©',,,'net/'O~icer S~ock No. 5000134 ~Rev 1 I eec!are :hot c~ll informohon I hcve nlled m on th~s form ~s true and ~.amplete to the aest or my ~:naw~e~ge and mehef. I authorize the Der, ortmen. ~ Revenue ~c di~cfose ~e~inent information reJ~ting to ~hi~ project, inc.uding sending copies of this form, to the prime contractor if I am a subc~nrr==~r, and rc =ny subcontr~c~or~ if I ~m a prime contractor, one to the contracting ~ency. ~=il to: MN Dep~.~ Revenue Wi~oiding Division ~oil 5~mion 66!0, D. PouI, ~N 55l~-6610 Certificate of Compliance Based on records oF the Minnesota Department oF Revenue, I certify that the contractor who has signed this certificate has fuifiJ[ed a!l :he requirements of Minnesota Statutes 290.92 and 290.97 concerning the withholding of Minnesota income tax from wages paid to employees relating to contract services with the state of Minnesota and/or its subdivisions. Deportment cf Revenue approval Date JUL 71999 Printed or: rec./c!ed ~=per wHh 10% post-consumer waste using soy-based ;nk Aug, 4, 1999 9: 20AM ..... MCCOMBS FRANK DOS .......... - --'No, 4087--I Engineering · Planning · Surveying August 4, 1999 Ms. Fran Clark, Acting City Manager City of Mound 5341 Maywood Road Mound, Minnesota 55364 SUBJECT: City of Mound Auditors Road Street Improvements SAP 145-10g-02 MFKA #9965 Enclosed is Kusske Construction's Payment Request No. 3 for work completed through July 31, 1999 on the subject project The amount of this payment request is $29,130.99. We have reviewed the payment request, find k to be in order and recommend payment in the above amount to the Contractor. If you have any questions or need add/tional information, please contact us. Very truly yours, McCOMBS FRANK ROOS ASSOCIATES, INC. John Cameron, City Engineer JC:pry Enclosure 15050 2$r~t Avenue North . Plymouth. Minnesota . 55447 phone 612/47~-$010 · fax 612/476.8532 e-mail: mfra@mfra. Au~. 4, 1999 '9:21AM MCCOMBS FRANK ROOS No. 4087 P, 3/6 MCCOMBS FRANK ROOS No, 4087 P, 4/6 O~ Aug. 4, 1999 9'21AM MCCOMBS FRANK ROOS No, 4uu'/ ; Au¢, 4. 1999 9'22AM MCCOMBS FRANK ROOS No. 4087 P. 6/6 / I [] IIIII- I ~ Engineering ° Planning · Surveying August 4, 1999 Ms. Fran Clark, Acting City Manager City of Mound 5341 Maywood Road Mound, Minnesota 55364 SUBJECT: City of Mound Norwood Lane Street and Utility Improvements Partial Payment MFRA #8614 Dear Fran: Enclosed is Machtemes' Payment Request No. 3 for work completed through July 31, 1999 on the subject project. The amount of this payment request is $4,030.10. This project is complete, except for the bituminous wear course, which will be applied next year. Please note we are recommending reducing the retainage from five percent to two percent. We have reviewed this request, f'md it in order, and recommend payment in the above amount to the Contractor. If you have any questions or need additional information, please contact me. Very truly yours, McCOMBS FRANK ROOS ASSOCIATES, INC. John Cameron, City Engineer JC:pry Enclosure c:kmain:\8614\clark84 15050 23rd Avenue North · Plymouth. Minnesota · 55447 phone 612/476-6010 · fax 612/476-8532 e-mail: mfra@mfra, com (,.) BILLS August 10, 1999 Batch 9071 188,014.45 Batch 9072 165,959.05 TOTAL BILLS $$ 353,973.50 ',.D ! ZZ ,,< I:1. I~J U I.- ._J ! ! g g g ? ? Z I--. ~.1 % o~, Z 0 Z ',,.D ! Z ZZ 4,,: ? ? 0 o Z I oo :~ oo oo ~ oo I I I I I .,.J Z _J "'3 tJJ'~ t~ 's"- t 3:; z Z Z Z ::3 O '"0 Z~, Z I ~Z Z'CC 4 O' 0 :3: U 3[: I ,,.~ ~,..~ 0 I n Z --,CZ: ,m zt Z ? t O, 0 0', 0 u3 0 0 Z o Z 0 >- O_ z ..J Z ? n~ Z Z x t-~z Z ~'~ 0 ~t rY UJ Z Z 0 Z W~ _JL~J o Z Li.I O~ % Z .J Z 0 .J 0 0 ! '~ I CZ: Z II !l ii L, "' , ! Z 0 L I 0 (:3 o, I zz Z 0 (5 0 n~_~ ~Z L o oo 0,. Z hi 0" hi 00000000~ Z ? j . I Z Lu Z :si '4 ~i~; ~iHIc;I:~taIDJ~IS, S, In"~I~;_I~I?I~ ",'lSl~i:; ?,'la[~lf,~!:l:;l:r:i::Pr;,!,zk;l~'. ~l.-ti:.¢~ / 'o '~'' 'o' RESOLUTION #99- A RESOLUTION OF THE CITY COUNCIL OF THE CITY OF MOUND GRANTING PRELIMINARY PLAT APPROVAL, FOR A PLANNED DEVELOPMENT AREA BY CONDITIONAL USE PERMIT, LOT AND STREET DESIGN VARIANCES FOR HALSTED PLACE RESIDENTIAL DEVELOPMENT WHEREAS, the applicant has submitted a Conditional Use Permit application for a single family development called Halsted Place in the manner required for platting of land under the City of Mound Ordinance Code, Section 330:00 and under Chapter 462 of the Minnesota State Statue and all proceedings have been duly conducted thereunder, and WHEREAS, the Planning Commission and City Council have studied the practicability of the preliminary plat, the planned development area, and the variances, taking into consideration the requirements of the City, giving particular attention to the arrangement and location of the street, their relation to topography, water supply, sewage disposal, drainage, lot size and arrangement, the present and future development of adjoining lands and the requirements of the Zoning Ordinance and other official controls, and WHEREAS, the City Council, on April 14, 1998, held a public hearing pursuant to Section 330:00 of the Mound City Code of Ordinances, to consider the approval of the Halsted Place Subdivision located on property described as follows and shown on the attachment: Lots 1, 2 and 3, Halsted Heights, PID 19-177-24 43 0007 WHEREAS, the Mound City Code allows the establishment of Planned Development Areas "to provide a method by which parcels of land in the Residential Use Districts having unusual building characteristics due to subsoil conditions, topographic conditions, elevation of water table, unique environmental considerations, or because of the parcel's unusual shape or location in relationship to lakes, trees or other natural resources requires a more unique and controlled platting technique to protect and promote the quality of life in the City", and WHEREAS, the Zoning Code requires a minimum of 2 acres of land area for Planned Development Areas. The net site area of Halsted Place is 1.6 acres necessitating a variance of .4 acres in order to process the request as a PDA. Because of the physical conditions of the site, processing this request as a PDA gives the City the ability to add appropriate conditions to the approval. The proposed density with the applicable bonus is less than the maximum density allowed under the shoreland ordinance, and WHEREAS, the development is located in the R-1 and R-3 Zoning Districts. The R-1 District requires, a minimum of 10,000 sq. ft. lot area, a minimum lot width of 60', a front yard setback of 30', side yard setbacks of 10', a 15' rear yard setback and a 50' setback to the lakeshore and a minimum building floor area requirement of 840 square feet. The R-3 District requires a minimum of 5000 sq. ft. lot area for 3 unit structures and 7000 sq. ft. for twinhomes, a minimum lot width of 40', a front yard setback of 30' for twinhomes and 20' for 3 unit structures, sideyard setbacks of 0' and 10', rear yard setbacks of 15' and a 50' setback to the lakeshore, and WHEREAS, the physical characteristics of the site are suitable for the type and density of development contemplated subject to the conditions imposed herein, and the proposed subdivision as conditioned is consistent with the Comprehensive Plan and the existing land use in the area, and WHEREAS, adequate utilities, access roads, drainage and other necessary facilities as required by the City subdivision regulations are being provided, and WHEREAS, the variances requested are the minimum variances necessary to alleviate the practical difficulty created by the topography of the site and to facilitate the preservation of existing vegetation, and the granting of variances will would not be detrimental to the purposes of the Zoning Ordinance or to property in the same zone, and WHEREAS, said plat is in all respects consistent with the City plan and the regulations and the requirements of the laws of the State of Minnesota and the City Code of Ordinances of the City of Mound, and WHEREAS, at the Planning Commission has voted 4 to 3 for approval of the plan, and NOW THEREFORE, BE IT RESOLVED by the City Council of the City of Mound, Minnesota: Approves the issuance of a Conditional Use Permit to Preliminary Plat, establish a Planned Development Area including the establishment of a private drive and the following variances: Right-of-Way width Cul-de-sac right-of-way radius Improved cul-de-sac radius Improved street width PDA Site Area Lots: Lot 1 - Lot Area Front Yard Setback Required Proposed Variance 50' 35' 15' 50'r 40'r 10'r 40'r 35'r 5'r 28' 24' 4'r 2 acres 1.6 acres .4 acres Required Proposed Variance 7000 sf 4600 sf 2400 sf 20' 18' 2' Lot 2 - Lot Area 7000 sf 3500 sf 3500 sf Lot Width 40' 26' 14' Front Yard Setback 20' 18' 2' Side Yard Setback 10' 7.5' 2.5' Lot 3 - Lot Area 5000 sf 3000 sf 2000 sf Lot Width 40' 26' 14' Front Yard Setback 30' 18' 12' Side Yard Setback 20' 7.5' 12.5' Rear Yard Setback 20' 15' 5' Lot 4 - Lot Area 5000 sf 3200 sf 1800 sf Lot Width 40' 31' 9' Front Yard Setback 30' 18' 12' Rear Yard Setback 20' 15' 5' Lot 5 - Lot Area 5000 sf 2400 2600 sf Lot Width 40' 0' 40' Front Yard Setback 30' 18' 12' Side Yard Setback 20' 7.5' 12.5' Rear Yard Setback 20' 15' 5' Lot 6 - Lot Width 40' 0' 40' Front Yard Setback 30' 18' 12' Side Yard Setback 20' 15' 5' Lot 7 - Lot Width 40' 0' 40' Front Yard Setback 30' 18' 12' Lot 8 - Lot Area 5000 sf 3800 1200 sf Lot Width 40' 0' 40' Front Yard Setback 30' 18' 12' Side Yard Setback 20' 0' 20' Rear Yard Setback 20' 15' 5' Impervious Cover 30% % % The above variances are hereby granted subject to compliance with the following requirements and those found within the City Engineer's memo dated July 8 and July 21, 1999: 1. The preliminary plat to include proper platting of the public street to delineate street and park areas. 2. The preliminary plat include proper platting of the access easement area. 3. The preliminary plat redesignate the 8 feet ROW to "Roadway and Utility Easement." 4. Maintain a 30 feet building setback from all bluff areas. 5. Provide a conservation easement for all bluff areas and other slopes with vegetation. 6. Establish hardcover calculations for the development and maximums for each individual lot. 7. Pay park land dedication fees prior to final approval. 8. Storm water facility approval by the Minnehaha Creek Watershed District (MCWD). 9. Provide a copy of the covenants with final plan submittal. 10. Pay delinquent water fees prior to final plat approval. 11. Secure water and sewer service agreements between cities. 12. Approval fire and access issues by the Fire Chief. 13. Include all recommendations from the City Engineer's report. 14. Conditional approval of the preliminary plat and rezoning on plan approval by the City of Minnetrista. 15. The applicant shall bring final documents for Planning Commission review and consideration and recommendation to the City Council. 16. Approval of the Conditional Use Permit is subject to Final Plat approval. BE IT FURTHER RESOLVED that such execution of the certificate upon said plat by the Mayor and City Manager shall be conclusive showing of proper compliance therewith by the subdivider and City Officials and shall entitle such plat to be placed on record forthwith without further formality, all in compliance with Minnesota Statute Chapter 462 and the City of Mound Code of Ordinances. The foregoing resolution was moved by Councilmember by Councilmember and seconded The following Councilmembers voted in the negative: Mayor Attest: City Clerk MINUTES MOUND ADVISORY PLANNING COMMISSION MONDAY, JULY 26, 1999 Those present: Chair Geoff Michael, Commissioners: Orr Burma, Becky Glister, Cklair Hasse, Michael Mueller, Frank Weiland, and Council Liaison: Bob Brown. Absent and excused were Jerry Clapsaddle and Bill Voss. Staff present: City Planner Loren Gordon, Building Official Jon Sutherland, and Secretaries Carla Wirth and Sue McCulloch. The following public were present: Cindy Palm, Jim Funk, Tom Reese, B.J. Johnson, Bruce Thompson, Steve Coddon, Klm Reinhart, Rita Hughes, Jerry Hughes, Jami Burke, and Dorothea Helmen. Chair Geoff Michael called the meeting to order at 7:38 p.m. BOARD OF APPEALS: PUBLIC HEARING: CASE # 99-25; PRELIMINARY PLAT; TO CONSIDER THE APPROVAL OF THE HALSTEAD PLACE PRELIMINARY PLAT FOR A PLANNED DEVELOPMENT AREA (PDA) FOR CONSTRUCTION OF A SINGLE FAMILY ATTACHED AND DETACHED HOME DEVELOPMENT LOCATED WITHIN THE R-1 SINGLE FAMILY ZONING DISTRICT, LOTS 1-2-3, HALSTEAD HEIGHTS, PID # 22- 117-24 43 0007. Gordon presented this case. Remington Development Corporation has a purchase agreement with the Myrna Coddon Estate for the Minnetonka Highland Mobile Home Park. The developer would like to redevelop the existing mobile home park and vacant adjacent land into a single-family home development. The site is located both in Mound and Minnetrista and is going through the appropriate review processes in each community. Because the property is located in both communities, approval of the entire project is dependent on favorable approval from each Council. There are two areas of review for this development plan: Preliminary Plat, Planned Development Area (PDA), Conditional Use Permit (CUP) for R-1 and R-3 zoning areas and variances. The preliminary plat for the entire project proposes a total of 22 single-family homes on 5.67 acres. This equates to an overall density of 3.9 units per acre. The plan is further divided into a single family detached home area on the "lower" level and a single family attached home area on the "upper" level. As proposed there are 7 platted lots for detached units, and 15 platted lots for attached units in 2 and 3 unit building arrangements. The Mound portion of the plat proposes 8 attached units and 1 15o Mound Planning Commission Minutes July 26, 1999 detached single family unit on approximately 1.6 acres for a density of 5.6 units per acre. This is within the Iow-density residential category. Gordon noted the chart detailing the types of variances needed for the proposed lots. Lots 1 and 2 would be developed for twinhomes, which have a 7,000 square foot lot size minimum. Variances to lot area and width are needed. Lots 3-5 and 6-8 would be constructed as 3 unit townhomes with 5,000 square foot minimum lot size. Single family detached Lot 22 exceeds the R-1 minimum for both area and width, 10,000 square feet and 80 feet respectively. The developer is proposing a public street for the access to the townhomes. It would have a one-way circulation pattern in a counter-clockwise fashion. Lots 1-5 have direct access to the street. Lots 6-8 are proposed to be served by a private driveway. An access easement is platted across the front of each lot to secure access to each lot. The public street would be both within Mound and Minnetrista as proposed. Pavement width is 24 feet; typical road width in Mound is 28 feet. A variance is needed for width. With a one-way pattern, this width would appear to be adequate. Eight parking spaces at 9 feet by 20 feet configuration are also shown in the area platted as Outlot A. Although the street is indicated to be public, the preliminary plat does not delineate a platted area for it. If the street is to be public the preliminary plat needs to differentiate between the park and street rather than calling all of it Outlot A. If the street is private, the platting as shown is acceptable if utility and access easements are provided. The land shown as access easement needs to be platted to show what lots will have title ownership. This may be portions of Lots 5-8 or some combination thereof. These issues need to be resolved prior to final plat submittal. The public street serving the townhomes is not much more problematic than the previous submittal. The street crosses into both cities, which complicates ownership and maintenance issues. Redesignating it as a private street would alleviate future road issues. Public utilities will be provided in any case and if the street were private, utility easements should secure the ability to access them. The problem with a private street, however, is public access to the park which would be cut-off. There are no trails or sidewalks along Bartlett connecting to the park. Vehicle parking on Bartlett would be dangerous if even allowed. Given the design of the development, the park does not present itself as a welcoming public space to people living outside the development. Minnetrista does want a City Park site at this location, so the issue may be more design related. On the lower level, Halstead Avenue would serve Lot 22. The entire street will be brought up to standard with pavement, curb, and gutter improvements. A new cul-de- sac will be built at its terminus. Right-of-way would continue to the east line of the plat in the event access is needed to one or more lakefront parcels east of the site. Like the upper roadway, Halstead is entirely within Minnetrista except for those portions adjacent to Lots 20, 21, and 22. An additional 8 feet of right-of-way is shown on Lots 2 Mound Planning Commission Minutes July 26, 1999 19, 20, and 21 in Minnetrista This 8 foot area should be redesigned as a roadway and utility easement to prevent jurisdictional issues. Further comments on roadway issues are detailed in the City Engineer's report and in the City of Minnetrista staff reports. The bluff area separates the upper and lower levels of the development adjacent to the upper Lots 6-9. Under the requirements of Shoreland Management, structures on newly platted lands must maintain a 30 foot setback from the top of the bluff. The 990 foot contour on the west half of Lot 6 is the top of the bluff. It then veers straight east to the property line. It appears that buildable footprints meet this setback except for Lot 6 which is questionable. It appears that the building could be shifted forward to keep any building out of the bluff area. There is not a request for bluff setback variances at this point. All lots are platted through the bluff and will be privately owned. A conservation easement would be a good tool to protect the slope and vegetation. Staff would suggest incorporating this into the plan. The upper portion of the site is relatively level and has pavement over much of it. There are few, if any, natural resources with the exception of a couple large trees. A vegetated steep slope divides the upper portion from the lower. The slope meets the definition of a bluff and is granted protection under the Shoreland Management Ordinance. This would include land alterations, vegetation clearing, and structure setbacks from the top of the bluff. Below the bluff, the land gradually slopes to Halstead's Bay. There are no other bluff areas on the lakeside lot. The developer is proposing to keep as many trees as possible in the development. Additional plantings of Black Hills Spruce and Basswood will be installed along Bartlett Boulevard to serve as screening and buffer. A total of 9 plantings are proposed in Mound. The Code requires a minimum of 6 trees. The rear yards of Lots 1-6 need additional treatment with buffer planting screens because the lots will abut an R-1 District. Plans should be submitted as part of the CUP approval and installed prior to a Certificate of Occupancy. Provisions for utilities and infrastructure are covered by the City Engineer's report as well as drainage and grading. Staff has requested that the developer rezone the upper Lots 1-8 to an R-3 PDA which would be guided through a CUP. The current R-1 zoning does not allow attached twinhomes or three unit townhomes. The R-3 district would adopt the twinhome provisions in the R-2 district. The lower level would remain as currently zoned R-l, Lot 22 would be designated as R-1 PDA. A Conditional Use Permit will regulate both the R-1 and R-3 areas of the development. He noted the bulk regulations for development as contained in the Code. Gordon stated the hardcover calculations will be done for each lot individually with a per lot cap of how much. A percentage of the entire development would be established which could not be exceeded. This would be done to assure that each lot is not over Mound Planning Commission Minutes July 26, 1999 built and would need review prior to final plat and CUP approvals. Gordon recommends a standard of 30% be established for total hardcover of the entire site. Gordon recommended the City's review costs be recouped prior to permitting. He noted the need to address how this site would be served with water. Staff recommends the Planning Commission recommend Council approval of the preliminary plat, rezoning, and conditional use permits with the following conditions: 1. The preliminary plat to include proper platting of the public street to delineate street and park areas. 2. The preliminary plat includes proper platting of the access easement area. 3. The preliminary plat redesignates the 8 feet ROW to "Roadway and Utility Easement. 4. Maintain a 30-foot building setback from all bluff areas. 5. Establish hardcover calculations for the development and maximums for each individual lot. 6. Establish hardcover calculations for the development and maximums for each individual lot. 7. Pay Park land dedication fees prior to final approval. 8. Storm water facility approval by MCWD. 9. Provide a copy of the covenants with final plat submittal. 10. Pay delinquent water fees prior to final plat approval. 11. Secure water and sewer service agreements between cities. 12. Approval of fire and access issues by Fire Chief. 13. Include all recommendations from the City Engineer's report. 14. Conditional approval of the preliminary plat, rezoning, and boundary adjustment on plan approval by the City of Minnetrista. Weiland asked if the recommended action would qualify as "spot zoning." Gordon stated he did not believe so since the type of development being proposed is in compliance with the Iow density residential identified in the Comprehensive Plan. Mueller recalled action on property within 1,000 feet of the lake at Pelican Point, which involved a complicated formula about tiered density requirements. Gordon stated that calculation has been made with this project as well. He explained the Shoreland Management Act established a density calculation for property within 1,000 feet of the shoreline. He stated this results in "waves of development lines" and contains criteria on the number of housing units that can be contained within each tier. He presented a Mound Planning Commission Minutes July 26, 1999 diagram identifying the four tiers identified with this project and explained that within each there is an allowable density. Within the first tier a 20,000 square foot lot is required and outside of the first tier a 10,000 square foot lot is required. He explained how those requirements could be swapped and noted that in this case there is a total of 22 lots being planned. When laid out on this tier basis, 35 lots could be allowed. Gordon stated the proposal being considered is below that standard and not as dense as it could be. Mueller asked about the underlying zoning and stated his impression that any PDA could not exceed the underlining zoning. Gordon explained the proposal is to change the total area from R-1 to an R-3 PDA and R-1 PDA. He stated the variance information presented in the staff report is in accordance with those standards. Hasse asked if a 4,000 square foot home could be placed on a 5,000 square foot lot. He suggested the size of the home be considered. Gordon stated that is why he is recommending a "cap" be placed on the hardcover allowed. Council Liaison Brown asked if Lots 3-5, which exceed hardcover, would use up the entire project allowance. Gordon stated that is correct since the hardcover would be established on the entire project. Chair Michael asked if that was acceptable. Gordon stated he is comfortable as long as the entire project is being reviewed and the City has control on the hardcover allowed on each individual lot to prevent exceeding 30% on the entire project. Hasse stated that may be true if the property were to remain under one ownership. Gordon stated that is a good point. Weiland asked what the Planning Commission would do after this project is completed if Lot 2 wants a building addition resulting in additional hardcover. Gordon stated the property owner would be made aware of the covenants. Weiland asked if this criteria would be written to allow one lot to use remaining hardcover, if any is available. Gordon stated that will have to be looked at further and the only way to avoid that problem is to establish a hardcover cap on each lot. Mueller stated his concern about allowing a total hardcover since the City does not require permits to pave driveways, which would increase hardcover. Council Liaison Brown stated once this project is built and under individual ownership, the only hardcover the City can deal with is that contained within the boundaries of Mound. He noted that the City would be well over hardcover under this plan. Ed Forliti, Remington Development Corporation, stated a prohibition from adding hardcover can be included in the homeowners association. Mound Planning Commission Minutes July 26, 1999 Gordon reviewed the storm sewer system and estimated the Mound area will be over the 30% hardcover criteria. He stated it was known previously that Mound would have to consider this since it would be impossible for this project to meet all of the City's requirements. He agreed this is a unique project. Mueller read a portion of the Minnetrista information noting they are not looking at it from Mound's perspective. He agreed that it needs to be understood that Mound has no control over the Minnetrista portion and vice versa. John Cameron, City Engineer, explained the storm sewer and how the catch basins connect to the pond prior to draining to the lake. He advised this plan would need to receive Watershed District approval. He recommended two of the catch basins be allowed to drain as they currently do which would greatly reduce the amount of drainage. Cameron stated a few things have changed since he wrote his report. He advised that the WARA plat is not considering using the Mound water or sewer system and will install wells until they get their own water system in place. This means Mound cannot rely on the ten inch main that was to be installed and provide a loop to the existing eight-inch main. He stated they looked at the fire flows with the conditions that presently exist and if they were to connect and draw 1250 gallons per minute, it would result in negative pressure to the homes on County Road 110. He stated that at 1000 gallons per minute there would not be enough pressure in some of the homes. Cameron stated a number of issues needed to be resolved. He stated all of the mobile homes are on private weltS so this project would add nine units onto the Mound system. He explained the water system is adequate to serve these units but may not be adequate to provide fire protection. He presented a proposed watermain alignment which would provide a loop within itself. Cameron stated he would recommend that as a bare minimum. Cameron stated another issue is who would be responsible for the sanitary sewer system. He noted the sewage from this area goes to a lift station in Halstead which presently serves 23 Mound homes plus the trailer park. An agreement from 1974 indicated Minnetrista was to maintain the lift station and they had paid for the capacity in the Mound gravity system to the old treatment plant and this area. He indicated he believed this area falls into that previous agreement. He stated the ownership of the sanitary sewer lines would need to be determined. He noted the location of two lines he would recommend be under the ownership of Mound with the rest being under the ownership and maintenance responsibility of Minnetrista. Cameron noted Lot 21 which fronts on Halstead Avenue in Minnetrista but has a Mound watermain. He explained an agreement would be needed for that parcel. He reviewed the depth of the storm sewer system and stated those concerns can be resolved in the final plat stage. Mound Planning Commission Minutes July 26, 1999 Mueller asked if there are a limited number of sewer accesses available to Mound. Cameron stated he asked Minnetrista if they had a limit on the number of connections but they did not know. He suggested that be verified. Mueller asked if Minnetrista properties will be asking to connect to the Mound sewer system. Cameron stated any units in Minnetrista would come from their quota, if there is a quota. Mueller asked if there can be an unlimited number of water connections. Cameron stated the concern is with the City's own system and if it can handle the capacity and storage requirements. Mueller asked if Mound would benefit from supplying water. Cameron stated he was originally concerned due to the WARA plat across the street and the surrounding areas but, at this point, Mound and Minnetrista cannot come to an agreement with the water supply so he anticipates this will only add nine units to the City's water system. Mueller asked about this project providing its own water through private wells until an agreement is reached. Cameron stated that would be possible if viewed as an entire plat and if an agreement can be worked out on a temporary basis. He stated he has attended numerous meetings and does not foresee an agreement on the water issue any time soon. Council Liaison Brown stated the only property Mound will serve with water is Lots 1-8 and Lot 22. Cameron stated that is correct. Brown asked if a watermain currently exists on Halstead. Cameron stated it does and reviewed its alignment and how an extension could provide a loop. Council Liaison Brown asked if the other lots would be the responsibility of Mound for fire protection. Cameron stated Lots 9-15 would be in Minnetrista and a valve would be installed to disconnect the main between the two cities. He stated Minnetrista just ordered a study and he is unaware of their plans. Mueller noted the comment that the grading is not up to typical standards within the development. Cameron stated he had asked for additional elevation information on the existing buildings since the slope appears to be 40% which is steeper than recommended. He stated this would be looked at when the final grading plan is done. Mueller asked if the pond would be acceptable. Gordon stated that the Watershed District must approve the facility and the pond is actually within Minnetrista. He stated he spoke with Cameron about how the sewer lines would have to be installed. Gordon stated it appeared the grading is very steep but there may be ways to address the aesthetics, perhaps by lengthening it into Lot 21. Gordon stated this will have to be looked into additionally. Mound Planning Commission Minutes July 26, 1999 Mueller stated it appears the pond is not a Mound issue even though it provides for storm water management for Mound. Gordon stated that is correct. Mueller noted the amount of area that may be required on Lot 22 to handle a storm sewer outlet deep and large enough so an easement requirement does not make the lot unbuildable. He asked if the depth had been determined. Cameron stated it appeared the outlot needed to be 12 to 13 feet deep but Lot 22 is over width so a sufficient easement could be granted. Mueller asked about the total amount of storm sewer drainage of 53 acres, noting it will be going through one storm sewer pipe in the City of Mound. Cameron explained that agreement would need to be worked out between the cities and/or the developer regarding the maintenance of the sewer line. Mueller asked if there are ever problems with a storm sewer system failure where the City would be liable. Cameron suggested the developer's engineer be asked to address emergency situations involving the pond. Mueller asked if there are large engineering issues that remain to be answered. Cameron stated the larger engineering issues involve the utilities and agreements that would be needed. Mueller asked if other projects have been passed onto the Council without these types of issues being involved. Cameron stated that he is not aware of any in the City of Mound. Weiland asked if an eight-inch or ten-inch watermain line would handle the project. Cameron stated they are proposing a six-inch watermain line. He noted the location where the eight-inch watermain line ends. Weiland asked if it would behoove the City, as long as a trench would be in place, to install an eight-inch rather than a six-inch watermain. Cameron noted a six-inch line feeds this area from both ends so an eight-inch line may not be beneficial. Michael Gair, representing Remington Development Corporation, stated that this may be the first project for Mound that involves multi-jurisdictional issues and he senses this project is caught in the midst of bureaucracy. He stated he has had experience with other multi-jurisdictional projects that were much larger, involved shared utilities and park systems, and they got done. He stated he is frustrated with the progress of this project since it is trying to anticipate every nuisance of jurisdictional review. Mr. Gair noted the staff report and Condition 14 that the above recommendations are conditioned on preliminary plat and rezoning by the City of Minnetrista. He noted this is a PDA and the idea is that the jurisdictional body approves a preliminary plan, final design, and plat, and the engineering items prior to development. However, the PDA sets forth the housing types, basic configuration, and set of covenants and association documents to provide for implementation of the plat as approved by this body and Council in a form that cannot be changed without being processed through the jurisdictional body. He stated they will present footprints and elevations of each Mound Planning Commission Minutes July 26, 1999 building and association documents that provide a high level of confidence that the project will get built. Chair Michael stated it had already been pointed out that the Planning Commission asks a lot of questions since they don't have the opportunity to review the final plat. Mr. Gair stated he has already indicated their willingness to present a final plat. He suggested Condition 14 be left as written and the addition of Condition 15 as follows: 15.The applicant shall bring final documents for Planning Commission review and consideration and recommendation to the City Council. Mr. Gair addressed Condition 1 and suggested creating separate distinction for the road and park area. He stated in the preliminary plat they (road and park area) are incorporated into Outlot A but they would prepare documents to delineate the street as an easement, a separate outlet, or right-of-way so there will be two distinct descriptions. With regard to Condition 2, Mr. Gair noted the location of the cross access easement, which is not within a lot. He recommended the lot lines be extended so the easement area becomes part of the three lots with a cross access easement over it. With regard to Condition 3, Mr. Gair stated they will provide an easement as opposed to a right-of-way. He stated the bluff easement will be accommodated in the plan and they will encumber the slope with a conservation easement to provide protection of the slope area. Mr. Gair stated the overall hard surface coverage has been calculated at just under 30% taking into consideration certain assumptions on the footprints of the single-family home sites. He stated maximum hardcover caps will be established for each individual lots which will become part of the plat and included in the covenants. Mr. Gair stated Conditions 7-14 are agreed to and, again, they would recommended the addition of Condition 15 regarding consideration of the final plat by the Planning Commission. Mr. Gair restated this is a PDA and he has a high level of confidence this plan will be completed. He reviewed the number of proposed units and commented on their effort to deal with the issues including the multi-jurisdictional issue. He asked the Planning Commission's support to move this project onto the next level of review. Council Liaison Brown asked Mr. Gair if he had talked with Minnetrista about an exchange of water for a compost site. He stated Mound is willing to provide water if there is some movement on the Minnetrista side. Mr. Gair stated that what he believes needs to be done is to advance this project to the Council where those serious discussions between communities can occur. He stated this developer cannot afford to be the fulcrum between the two cities on this issue. Council Liaison Brown noted the developer is asking for water from Mound to serve the nine homes within Mound. Mr. Gair stated that is correct and he believed there were Mound Planning Commission Minutes July 26, 1999 technical solutions to engineering problems including the grades. He stated he believed those issues could be resolved. Mueller asked Mr. Gair if they are not asking for Mound to service water to any property within Minnetrista. Mr. Gair stated that is correct. Chair Michael opened the public hearing at 9:20 p.m. B. J. Johnson, 6655 Halstead Avenue, stated his dissatisfaction that many documents are being referred to but the residents being impacted do not have copies of them. He stated he was told to come to City Hall to request copies, which they did and were told to come back on Thursday to pick up the documents but their money ($20) was returned on that date with the indication that someone told staff the drawings contained proprietary information and could not be released to the public. Sutherland stated he was unaware of this situation and agreed that any information contained in the meeting packet was public information. He apologized for that misinformation and offered to provide copies at no charge. Mr. Johnson stated the issue is access to information, not the cost. He asked about the holding pond and height of it compared to the existing grade. Mr. Johnson stated the developer indicated at the last meeting that the pond would be at grade. He presented a photocopy of a drawing that included the holding pond and identified an elevation that is eight feet higher than the street level. The Remington Development Corporation engineer explained the pond will be cut down and a berm constructed. Mr. Johnson stated he does not understand the advantage to Mound to rezone from R- 1 to R-3. He stated it is clear that one person who will benefit is the person selling the land to the developers since it would be more valuable as multi-family. He stated if this profit were not allowed, a completely different plan would have to be presented. Mr. Johnson raised the water issue, noting the recent newspaper articles indicating that Minnetrista has to completely rethink the issue. He expressed concern that if approval is given, more will be asked in the future. Council Liaison Brown stated Mound cannot do anything about what Minnetrista does and the Mound Mayor and Council have attempted to work with them but nothing has been resolved. Sutherland provided Mr. Johnson with a copy of the meeting packet and staff reports. Chair Michael advised that all 15 conditions would need to be met. 10 Mound Planning Commission Minutes July 26, 1999 Mr. Johnson stated he objects to the characterization that this is a wonderful project that reclaims some horrible situation. He stated it has been his experience that the residents of the trailer park have been good neighbors and he has a problem with the indication that someone is trying to "save them" from something. Mr. Gair stated he had never suggested this development is "saving" anyone from harm or pending disaster. He stated this is a reclamation of land but is not solving any problem that is causing anyone a particular hardship. Terry Hughes, 6641 Halstead Avenue, stated he lives next to Lot 22 and has a strong concern about the storm water pipe being brought up grade into Lot 22. He asked that this issue be addressed and stated his belief that there must be a better plan. Mueller stated he had asked about the width of the easement and depth of the pipe. He asked if a natural or better drainage plan would be below Mr. Hughes' property. Mr. Hughes stated that would make more sense -- to bring it into the lake at that point. Mr. Forliti reviewed the process he has had to follow to redevelop the trailer park. He clarified they have never said the trailer park is bad or good but he believed this project would be easier with regard to police and fire protection. He stated that throughout this process, they, as developers, have looked to the Planning Commission for direction and made revisions to their plans based on those requests. He stated that now at the preliminary plat stage it appears there are thousands of additional issues. He stated that it appears one of those issues is density. Mueller stated that density was talked about at the first meeting and was an issue from the start. Mr. Forliti asked that the Planning Commission take direction one way or the other. Chair Michael asked if it had been discussed that some of the lots would have zero hardcover and noted that Mound has no control over the Minnetrista portion. Mr. Forliti stated the issue of hardcover was not an issue previously but he understands the concern. He noted that hardcover can be addressed if runoff is addressed. Chair Michael stated the other issue of concern is rezoning with the number of variances. He stated that at the previous meeting being referred to, there was an indication about a possible need to rezone, but nothing about R-3 and density. Glister concurred and reviewed her meeting notes that indicated the same. Mueller asked if there is another site of this size in Mound where this level of density and hardcover would be considered. He noted there are many 1.5-acre parcels in Mound Planning Commission Minutes July 26, 1999 Mound and stated he does not believe the Planning Commission was being shortsighted in its detailed review. Mr. Forliti noted the original staff report did indicate the need to rezone, which is what they were directed toward. He stated if rezoning is an issue, it should have been so indicated at the eadier meetings. Gordon explained that when they reviewed the concept in March, the plan was on the upper twinhome portion to have 16 lots, all in twinhome configuration. So, an R-3 was needed to accommodate that proposal. Mr. Forliti explained the project layout was changed to accommodate the slope and site constraints. Glister stated that at the concept meeting she thought there was more land. She indicated that she has a problem with this small site and high density and hardcover being requested. Chair Michael noted the 15 conditions being recommended for approval. Mr. Johnson stated the issue of density has been raised and the developer has noted the new proposal is less dense than currently exists. He stated he counted 18 units existing today and noted the application for the CUP indicates it is the redevelopment of a 13-15-unit trailer home, which means the density is being increased from 13-15 to 22 units. Mr. Forliti presented a drawing of the current trailers and their location. He counted that there are currently 15 located in the City of Mound. Sutherland clarified there are currently vacant spots where a trailer could be installed. Steve Coddon, owner of the trailer court, stated he has had the park for 14 years and there have always been 15 residential units which he has paid utilities for. He stated that he has rearranged the units but since 1984 there has always been 15 units. Mr. Forliti stated the proposed Mound and Minnetrista density was 4.14 before one unit was eliminated. By the lake it is 3.37 units per acre. He stated they are proposing 4.05 units per acre in the total development. Mueller asked what the units per acre is in Mound. Gordon stated his calculation is a total of 1.6 acres, including the Halstead Lane easement, or 5.6 units per acre. Mueller noted that is higher than the current zoning for the property. Sutherland explained when staff looked at hardcover they address the site as a whole. He stated the portion in Minnetrista is treating the high percentage of impervious Mound Planning Commission Minutes July 26, 1999 surface in Mound. He explained this is covered by a deed restriction. Sutherland stated staff believed the density was a little high but looked at the project as a whole. Chair Michael noted the minutes from the last meeting indicated a density of 4 units per acre. He stated the minutes did not indicate the proposal for Mound is 5.6 units per acre and it has always been portrayed as being less density than currently exists. Mr. Gair clarified that if you are making a comparison on only the Mound acreage, there are currently 15 living units versus 9 units being proposed on the same acreage. This is a decrease in density. Council Liaison Brown noted the density is being cut in half. Chair Michael closed the public hearing at 9:57 p.m. Mueller stated he goes back to the question about whether the Commission would consider this proposal With any other 1.5-acre parcels in Mound. He noted there are many other parcels of this size and asked why it would not be approved in those cases. In response to Glister, Council Liaison Brown noted the parcel approved on Shoreline for townhomes. He noted the density is similar and that was approved. Mueller noted the underlying zoning was different and the site abutted an R-2 district that had townhomes. He noted that this site is !00% surrounded by single family. Mueller asked if any other 1.5-acre parcel can have twin or tri-homes. Council Liaison Brown stated this is a 1.5-acre site in Mound but the entire picture indicates it is a larger parcel of land. Sutherland stated that each case is based on its own merits and when you look at the whole project that may or not be the case with another project. MOTION by Brown, seconded by Burma, to recommend approval of the Planned Unit Development and Conditional Use Permit and Preliminary Plat subject to 15 conditions as indicated above. DISCUSSION Gordon explained the different types of housing styles that are allowed in R-3 zoning. He explained that staff viewed the proposed units as being similar to R-1 housing and this type of structure being consistent with Iow-density single-family living. He advised the Lynmore project had six lots and almost met square footage standards with 7.5 units per acre with an attached twinhome unit. Gordon stated he believes this project is consistent with what the Zoning Code expects with a single-family product. Mound Planning Commission Minutes July 26, 1999 Mueller stated he believed a tri-unit structure to be different than a single-family product. He noted the size of the structure compared to the size of the lot (40' x 60') and expressed concern that it does not allow enough space for a yard or parking. He stated the Comprehensive Plan may have indicated that size is adequate but that Plan will be reviewed and, perhaps, that preface found to be wrong. Mueller stated he believed this was too dense in any single-family area and indicated he will vote against the motion. He restated that by approving this request, the Commission cannot deny any other request for rezoning on a 1.5-acre parcel. Burma stated the explanation is as Council Liaison Brown pointed out and Condition 15 gives the Commission ample opportunity to revisit those issues. He noted the applicant is anxious to move forward but the questions and soul searching has become more intense since the first meeting. He stated he shares some of Mueller's concerns and hopes those will be pursued. However, at this point, he believed the Commission owed the applicant the courtesy of moving this request forward. Mueller asked if he is comfortable with the rezoning and lot sizes and just wants the engineering work to be completed. Burma stated that he has no problem with the rezoning. Chair Michael stated he also supports moving the application on but believes 15 conditions are a lot to resolve. He stated he is not totally convinced but is willing to move the application forward to the Council. MOTION CARRIED: 4 ayes (Burma, Brown, Michael and Weiland) - 3 nays (Hasse, Glister and Mueller). PUBLIC HEARING: CASE # 99-28; CONDITIONAL USE PERMIT (CUP); TO CONSIDER THE APPROVAL OF A CONDITIONAL USE PERMIT TO ALLOW FOR THE HALSTEAD PLACE PLANNED DEVELOPMENT AREA (PDA) TO CHANGE THE CURRENT USE OF AN R-1 MOBILE HOME PARK TO AN R-1 PDA AND R-3 PDA RESIDENTIAL DEVELOPMENT LOCATED WITHIN THE R-1 SINGLE FAMILY ZONING DISTRICT; LOCATED WITHIN THE R-1 SINGLE FAMILY ZONING DISTRICT; LOTS 1-2-3, HALSTEAD HEIGHTS, PID # 22-117-24 43 0007. See above case. Chair Michael declared a recess at 10:10 p.m. The meeting was reconvened at 10:27 Chair Michael at 10:34 p.m adjourned the meeting. ]4 CITY OF MOUND 5341 MAYWOOD ROAD MOUND, MINNESOTA 55364-1687 (612) 472-0600 FAX (612) 472-0620 PUBLIC HEARING NOTICE CITY OF MOUND MOUND, MINNESOTA CASE #99-28 NOTICE OF A PUBLIC HEARING TO CONSIDER THE APPROVAL OF A CONDITIONAL USE PERMIT TO ALLOW FOR THE HALSTEAD PLACE PLANNED DEVELOPMENT AREA (PDA) TO CHANGE THE CURRENT USE OF AN R-1 MOBILE HOME PARK TO AN R-1 PDA AND R-3 PDA RESIDENTIAL DEVELOPMENT, LOCATED WITHIN THE R-1 SINGLE FAMILY ZONING DISTRICT, LOTS 1-2-3, HALSTEAD HEIGHTS PID # 22-117-24 43 0007 P & Z 99-28 NOTICE IS HEREBY GIVEN, that the City Council of the City of Mound, Minnesota, will meet in the Council Chambers, 5341 Maywood Road, at 7:30 p.m. on Tuesday, August 10, 1999 to consider the approval of a Conditional Use Permit to allow for the ' Halstead Place Planned Development Area (PDA) to change the current use of an R-1 Mobile Home Park to an R-1 PDA and R-3 PDA residential development located within the R-1 Single Family Zoning District. All persons appearing at said hearing with reference to th,~above will be given the opportunity to be heard at this meeting. ~ .~//. ~ , ~ing Secretary Mailed to property owners within 350 feet of affected property on July 28, 1999. (.../ Published in the Laker, July 31, 1999. printed on recycled paper CITY OF MOUND PUBLIC HEARING NOTICE CITY OF MOUND MOUND, MINNESOTA 5341 MAYWOOD ROAD MOUND, MINNESOTA 55364-1687 (612) 472-0600 FAX (612) 472-0620 CASE #99-25 NOTICE OF A PUBLIC HEARING TO CONSIDER THE APPROVAL OF THE HALSTEAD PLACE PRELIMINARY PLAT FOR A PLANNED DEVELOPMENT AREA (PDA) FOR CONSTRUCTION OF A SINGLE FAMILY ATTACHED AND DETACHED HOME DEVELOPMENT LOCATED WITHIN THE R-1 SINGLE FAMILY ZONING DISTRICT, LOTS 1-2-3, HALSTEAD HEIGHTS, PID # 22-117-24 43 0007, P & Z CASE 99-25 NOTICE IS HEREBY GIVEN, that the City Council of the City of Mound, Minnesota, will meet in the Council Chambers, 5341 Maywood Road, at 7:30 p.m. on Tuesday, August 10, 1999 to consider the approval of the Halstead Place Preliminary Plat for a planned development area for construction of a Single Family attached and detached home development located within the R-1 Single Family Zoning District. ~,~ ?"~1~..;J_~ ~ to~.the a~iwith reference All persons appearing at said hearing II be given the opportunity to be heard at this meeting. ~~,~,/,/ "~ /, Secretary Mailed to prope~y owners within 350 feet of affected prope~y on July 28, 1999 Published in the Laker, July 31, 1999 r~I printed on recycled paper Orv Burma 3011 Island View Drive, Mound, MN 55364 Madam Mayor and Council Members- I regret that a conflict of schedules makes it necessary to write this letter rather than attend the Council meeting tonight. Please accept this input into your deliberations on the subject. This letter is in regards to my vote on the Planning Commission regarding the trailer park redevelopment case. I was the second to the motion to pass the item to the City Council with recommendation for approval. I have since had serious reservations. These reservations are as follows: One of my points which I made in the minutes of the meeting was the statement by the applicant that the issue would come back to the Planning Commission for further review and deliberation. In thinking the process through, however, this cannot happen, If you approve the rezoning and the initial plat, the only revisitation by the Planning Commission would be a "This is what we are going to do" type of presentation. We would have no further input on some of the issues which still bother many of the Commissioners, including me. This leaves me with serious concerns regarding the density in the Mound area of the project. Granted, the density would be reduced somewhat from current conditions, but my opinion is that unless the density is spread throughout the entire project equally, the project will not be in the best interest of Mound. I would rather see the area eventually revert back to the density befitting an R-1 zone. This leads to my second concern The rezoning proposed could well be viewed as spot zoning for economic reasons. This is against every precedent set since my appointment to the Commission, and sets a very precarious standard for us in the future. Because of these and other considerations of somewhat lesser concern, if the vote were taken today, I would vote for denial of the proposal as presented. Sincerely, Orv Burma Planning Commission p. 2 Halsted Place Preliminary Plat and Rezoning review duly 26, 1999 Lots The Mound portion of the plan proposes 8 attached units and 1 detached single family unit on approximately 1.6 acres for a density of 5.6 units per acre. This is within the low density residential category. Lot sizes are as follows: 1 4600 sf 2400 sf 50 ~ 2 3500 3500 26 3 3000 2000 26 4 3200 1800 31 5 2400 2600 0 6 10,100 0 7 8500 0 8 3800 ' 1200 40 22 13,500 80+ 14 ft 14 9 40 40 40 Lots 1 and 2 would be developed for twinhomes which have a 7000 square feet lot size minimum. Variances to lot area and width are needed as shown above. Lots 3-5 and 6-8 would be constructed as 3 unit townhomes with 5000 square feet minimum lot size. Single family detached lot 22 exceeds the R-1 minimum for both area and width, 10,000 sf and 80 feet respectively. Roadways and Access The developer is proposing a public street for the access to the townhomes. It would have a one- way circulation pattern in a counter clockwise fashion. Lots 1-5 have direct access to the street. Lots 6-8 are proposed to be served by a private driveway. An access easement is platted across the front of each lot to secure access to each lot. The public street would be both within Mound and Minnetrista as proposed. Pavement width is 24 feet, typical road width in Mound is 28 feet. A variance is needed for width. With a one-way pattern, this width would appear to be adequate. Eight parking spaces at 9 feet by 20 feet configuration are also shown in the area platted as Outlot A. Although the street is indicated to be public, the preliminary plat does not delineate a platted area for it. If the street is to be public, the preliminary plat needs to differentiate between the park and street rather than calling all of it Outlot A. If the street is private, the platting as shown is acceptable if utility and access easements are provided. The land shown as access easement needs to be platted to show what lots will have title ownership. This may be portions of lots 5-8 or some combination thereof. These issues need to be cleared up prior to final plat submittal The public street serving the townhomes is now much more problematic than the previous submittal. The street crosses into both Cities which complicates ownership and maintenance 123 North Third Street, Suite 100, Minneapolis, Minnesota 55401 (612) 338-0800 Fax (612) 338-6838 p. 3 Halsted Place Preliminary Plat and Rezoning review July 26, 1999 issues. Redesignating it as a private street would alleviate future road issues. Public utilities will be provided in any case and if the street were private, utility easements should secure the ability to access them. The problem with a private street however, is public access to the park which would be cut-off. There are no trails or sidewalks along Bartlett connecting to the park. Vehicle parking on Bartlett would be dangerous if even allowed. Given the design of the development, the park does not present itself as a welcoming public space to people living outside the development. Mirmetrista does want a City parksite at this location, so the issue may be more design related. On the lower level, lot 22 would be served by Halstead Avenue. The entire street will be brought up to standard with pavement, curb, and gutter improvements. A new cul-de-sac will be built at its terminus. Right-of-way would continue to the east line of the plat in the event access is needed to one or more lakefront parcels east of the site. Like the upper roadway, Halstead is entirely within Minnetrista except for those portions adjacent to lots 20, 21, and 22. An additional 8 feet of ROW is shown on lots 19, 20, and 21 in Minnetrista. This 8 feet area should be redesignated as a roadway and utility easement to prevent jurisdictional issues. Further comments on roadway issues are detailed in the City Engineers report and in the City of Minnetrista Staff reports. BluffArea A bluff area separates the upper and lower levels of the development adjacent to the upper lots 6- 9. Under the requirements of Shoreland Management structures on newly platted lands must maintain a 30 setback from the top of the bluff. The 990 feet contour on the west half of lot 6 is the top of the bluff. It then veers straight east to the property line. It appears that buildable footprints meet this setback except for lot 6 which is questionable. It appears that the building could be shifted forward to keep any building out of the bluff area. There is not a request for bluff setback variances as this point. All lots are platted through the bluff and will be privately owned. A conservation easement would be a good tool to use to protect the slope and vegetation. Staff would suggest incorporating this into the plan. Natural Features The upper portion of the site is relatively level and has pavement over much of it. There are few if any natural resources with the exception of a couple large trees. A vegetated steep slope divides the upper portion from the lower. The slope meets the definition of a bluff and is granted protection under the Shoreland Management Ordinance. This would include land alteration, vegetation clearing, and structure setbacks from the top of bluff. Below the bluff the land gradually slopes to Halsted's Bay. There are no other bluff areas on the lakeside lot. Landscaping The developer is proposing to keep as many trees as possible in the development. Additional plantings of Black Hills Spruce and Basswood will be installed along Bartlett Blvd. to serve as screening and buffer. A total of 9 plantings are proposed in Motmd. The Code requires a 123 North Third Street, Suite 100, Minneapolis, Minnesota 55401 (612) 338-0800 Fax (612) 338-6838 p. 4 Halsted Place Preliminary Plat and Rezoning review duly 26, 1999 minimum of 6 trees. The rear yards of lots 1-6 need additional treatment with buffer planting screens because the lots will abut an R-1 District. Plans should be submitted as part of the CLIP approval and installed prior to a Certificate of Occupancy. Utilities and Infrastructure Covered in the City Engineer's report Drainage and Grading The City Engineers report covers drainage issues as they relate to stormwater infrastructure. An item that needs attention is the grading along the back of lots 1-5 and side of 6. The proposed grading shows a 40% slope which exceeds the 3 to 1 slope maximum for grading work. The grading needs to meet this standard which could alter the proposed floor elevations. A retaining wall could solve the problem but would not be a preferred solution. The MCWD has approval authority for the stormwater plan. It does not appear however, that portions of it would be acceptable based on treatment rules. The catchbasins on the east-west leg of Halsted would direct storm water directly to the lake without treatment. It would seem that all catchbasins will have to be diverted to a pond for treatment. This would require major modification of the existing facility and stormsewer pipes. The grading on the pond itself is steep at 40% and wouldn't meet the 3 to 1 grading requirement if located in Mound. Aesthetically, the stormwater pond may not be an attractive feature as designed. The grading will rise about 6 feet above the street elevation. This will pose a barrier along the north side of Halsted. Additional landscaping treatment could help soften its appearance. Rezoning Staff has requested that the developer rezone the upper lots 1-8 to an R-3 PDA which would be guided through a CLIP. The current R-1 zoning does not allow attached twinhomes or three unit townhomes. The R-3 district would adopt the twinhome provisions in the R-2 district. The lower level would remain as currently zoned R-1. Lot 22 would be designated as R-1 PDA. PDA Conditional Use Permit A Conditional Use Permit will regulate both the R-1 and R-3 areas of the development. As part of the CLIP is the establishment of bulk regulations for the development. They are as follows: Bulk regulations for building setbacks ~ ,--. ~ ..... ~:~ ~ ........... 1 18ft 20ft 2ft Oft 10&0ft 15ft 15ft - 2 18 20 2 7.5 10 & 0 2.5 ft 15 15 - 3 18 30 12 7.5 20 & 0 12.5 15 20 5 ft 4 18 30 12 0 0 15 20 5 123 North Third Street, Suite 100, Minneapolis, Minnesota 55401 (612) 338-0800 Fax (612) 338-6838 FROM : COFFIN & GRONBERG FRX NO. : 612 473 4435 BALSTED PLACE REMINGTON DEVELOPMENT HARDCOVER CALCULATIONS July 26, 1999 47~-4141 RECEIVED o 9 1999 & Ciw of Mound Parcel A. Lot area excluding road R.O.W. = 59,350 -~ sq. ~. Proposed townhouses 5 units ~ 1428 a- sq. ff. = 7,140 a- sq. ft. 2 units ~ 1560 ~- sq. ft. = 3,120 a: sq. ff. 1 unit ~ 2122 a. sq. ff. = 2,122 ~= sq. fi. Proposed house 1 unit ~ 3500 ~- sq. ft. = 3,500 ~- sq. ft. 15,882 ~- sq. ff. C. Upper drives & parking areas = 5,700 ~- sq. ff. D, Single family (Lot 22) drive = 1,000 ~- sq. ii. E. Sidewalks -- 1,200 a- sq. fl. TOTAL PROPOSED HARDCOVER 23,782 + sq. fl:. = 40.07% City of Minnctrista Parcel A. Lot area excluding road R.O.W. = 163,300 -~ sq. ft. Proposed townhouses 7 units ~ 1428 & sq. fl:. Proposed houses 6 units ~ 3400 ~- sq. ft. 9,996 ± sq. fl:. 20,400 a= sq. :ff. · 30,396 ~: sq. ff. C. Upper drives & parking areas -- 4,300 a- sq. ii. D. Single family drives = 7,000 -~ sq. ft, E. Sidewalks= 1,200 a: sq. fl:. TOTAL PROPOSED HARDCOVER = 42, 896 a- sq. ff. = 26.27% Overall Project Proposed hardcover = Total lot area = 66,678 ~: sq. ft. = 29.95% 222,650 * sq. ff. Note: For lot area computations a proposed 30 foot wide right-of-way was assumed for a public road in Outlot A. This right-of-way along with all other public rights-of-way were excluded from the total lot area. p.$ Halsted Place Preliminary Plat and Rezoning review July 26, 1999 5 18 30 12 7.5 20 & 0 12.5 15 20 5 6 18 30 12 15 20 & 0 5 120 20 7 18 30 12 0 0 135 20 8 18 30 12 0 20 20 15 20 5 22 30 30 10 10 50 50 Hardcover calculations for each individual lot are not indicated and it would be staff's suggestion to establish a hardcover percentage for the entire project with a cap established for each individual lot. This cap would be included as part of the CUP to ensure each lot is not overbuilt. This will need to be further reviewed prior to final plat and CUP approvals. Other comments: The trailer park is currently delinquent on sewer bills. Any approval should be conditioned on full payment of these charges. RECOMMENDATION: This submittal relieves many of the concerns stated at the previous meeting and is generally a better plan from a design and jurisdictional standpoint. There are still lingering water service issues that will ultimately determine if the development will be built. These issues really don't affect the ability of the developer to proceed with the review process. Any water service issue will be made as a condition to final approval. Staff recommends the Planning Commission recommend Council approval of the preliminary plat, rezoning, and conditional use permit with the following conditions: 1. The preliminary plat to include proper platting of the public street to delineate street and park areas. 2. The preliminary plat include proper platting of the access easement area. 3. The preliminary plat redesignate the 8 feet ROW to "Roadway and Utility Easement." 4. Maintain a 30 feet building setback from all bluff areas. 5. Provide a conservation easement for all bluff areas and other slopes with vegetation. 6. Establish hardcover calculations for the development and maximums for each individual lot. 7. Pay park land dedication fees prior to final approval. 8. Storm water facility approval by the MCWD. 9. Provide a copy of the covenants with final plan submittal. 10. Pay delinquent water fees prior to final plat approval. 11. Secure water and sewer service agreements between cities. 12. Approval fire and access issues by the Fire Chief. 13. Include all recommendations from the City Engineer's report. 14. Conditional approval of the preliminary plat and rezoning on plan approval by the City of Minnetrista. 123 North Third Street, Suite 100, Minneapolis, Minnesota 55401 (612) 338-0800 Fax (612) 338-6838 Jul, 21,1999 I:45PM MCCOMBS FRANKROOS' Engineering ' "No. 2745':~?, 2/2 · Planning · Surveying AECEtVED ,~ U L 2 I ~g99 MOUND PLANNING & I~ MEMORANDUM DATE: TO: FROM: SUBJECT: July 21, 1999 Jon Sutherland, Planning and Zoning John Cameron, City Engineer City of Mound Halsted Place, Preliminary Plat MFRA #12417 I have reviewed the revised plans for subject project and have the following comments, which supplement my report dated July 8, 1999: The revision leaves the cooperate boundary between Mound and Minnetrista in its present location. Recent developments regarding shared utilities between the two cities may require additional modifications to the final utility plans. We are recommending the proposed watermain be looped from the hydrant shown north of Lot 6, southerly along the plat boundary to the existing watermain in Halstecl Avenue, This will allow separation of the two city systems and not. create a dead end main serving Lots i through 8. We are assuming that the two sanitary sewer mains from Manhole 3 to Manholes 5 and 6 would belong to the City of Mound and the remaining lines would fall under the jurisdiction of Minnetrista. 4. Lot 21, which is now shown in Minnetrista, would need to obtain water from the Cit7 of Mound and may require a separate agreement. e:~m~in:\l ~ 17~-uthcdtndT.21 15050 23rd ,4venue North · Plymouth, Minnesota · 55447 ~hon= 612/476-6010 · fax 61Z/476.8532 e-mail: mfra@rnfra, com I III III I I III IIII Ill'l-- Engineering · Planning · Surveying FRA July 20, 1999 Mr. Loran Gordon, AICP Hoisington Koegler Group, Inc. 123 North Third Street, Suite 100 Minneapolis, Minnesota 55401-1659 SUBJECT: Remington Development Corporation Halsted Place MFRA #12318 Dear Mr. Gordon: With this letter we are providing revised plan sheets for the reference project. The effects of the proposed revisions are the following: The elimination of any need to adjust or modify the current Mound/Minnetrista corporate boundary. 2. The accommodation of bluffiine setback. 3. The result of the above two items is a loss of one townhome unit and, 4. Reconfiguration of the plat and grading plans and townhome site placement. These changes will result in a project less complicated by the formerly anticipated municipal boundary modifications. Mark Gronberg, project engineer, has incorporated elements of the City engineer's review and comments in the revised plan sheets. The Remington Development Corporation's proposed reuse of the property is an appropriate land use. The site plan considers adjoining existing conditions including County Highway 110, single family to the east, reconstruction of roadways on the south and the adjoining south single family as well as reconstruction of Halsted on the west boundary. The plan anticipates properly designed site drainage, sanitary sewer, water supply and roadway improvements. At the conclusion and at the full implementation of this development proposal, the property will have then reclaimed for a very appropriate use to include 15 highly desirable single family attached dwelling units and seven single family detached home sites. The project will be a source of pride for both Minnetrista and Mound. 15050 23rd Avenue North · Plymouth. Minnesota · 55447 phone 612/476-6010 · fax 612/476-8532 e-mail: mfra@mfra.com July 20, 1999 Page 2 We sincerely appreciate your thoughtful review and consideration of this request and continued progress through preliminary and final plat review. Kindest regards, McCOMBS FRANK ROOS ASSOCIATES, INC. Michael J. Gair, ASLA Vice President MJG:aam cc: Remington Development Corporation Kris Linquist, City of Mound e:~nain:\12318:\gordon7-19 1999]]1 12 No. 2889 P, 3/8 tll" Jul, 22, 1999 ~.~.12'57PM MCCOMB$ FRANK ROOS ~h i' [ lNo, 2889 P, 5/8 - '--- ] ...... Jul. 22, 1999 12'58PMMCCOMBS FRANK RoOs No. 2889 P. 6/8 \ Jul, 22, 1999 12:58PM MCCOMBS FRANK. ROOS ~. ~,~ ...~....., _No,.. 2889 MINUTES MOUND ADVISORY PLANNING COMMISSION MONDAY, JULY 12, 1999 Those present: Chair Geoff Michael, Commissioners: Jerry Clapsaddle, Becky Glister, Cklair Hasse, Michael Mueller, Bill Voss (7:42 p.m.), Frank Weiland. Council Liaison: Bob Brown. Staff present: City Planner Loren Gordon, Building Official Jon Sutherland, and Secretary Deb Hawkinson. Absent and excused: Commissioner Orv Burma. The following public were present: Tom and Diane Harmon (4347 Wilshire Blvd), Steve Codden (3615 Lyric Ave, Orono), Bruce Thompson (6639 Bartlett Bird), Scot McKenzie (5251 Bartlett BIvd), Carla Wirth (1736 212 Ln NE, East Bethel), Melody Olsen (4873 Cumberland Rd), John and Kristin Beise (6643 Bartlett BIvd), Ken Evans (6635 Bartlett BIvd), Larry Peterson (2374 Chateau Ln), Jeff Harty (6037 Hawthorne Rd), Dorthea Helmen (6669 Halstead Ave), Mike Gair (15050 23rd Ave, Plymouth), Ed Forliti (7101 10th Street North, Suite 119, Oakdale), Jeff Sowada (34 Peninsula Rd, Dellwood), B J Johnson (6655 Halstead Ave), Merry Peterson (6619 Bartlett BIvd), Jerry and Rita Hughes (6641 Halstead Avenue), Bill Meyer (6601 Bartlett BIvd), Cindy Palm (2695 Westedge BIvd), Deb Funk (2695 Oaklawn Ln), Gary Nachreiner (6056 Cherrywood Rd). Chair Geoff Michael called the meeting to order at 7:37 p.m. BOARD OF APPEALS: PUBLIC HEARING: CASE # 99-25; PRELIMINARY PLAT; TO CONSIDER THE APPROVAL OF THE HALSTEAD PLACE PRELIMINARY PLAT FOR A PLANNED DEVELOPMENT AREA (PDA) FOR CONSTRUCTION OF A SINGLE FAMILY ATTACHED AND DETACHED HOME DEVELOPMENT LOCATED WITHIN THE R-1 SINGLE FAMILY ZONING DISTRICT, LOTS 1-2-3, HALSTEAD HEIGHTS, PID # 22-117-24 43 0007. Gordon presented this case. Remington Development Corporation has a purchase agreement with the Myrna Codden Estate for the Minnetonka Highland Mobile Home Park. The developer would like to redevelop the existing mobile home park and vacant adjacent land into a single- family home development. The site is located both in Mound and Minnetrista and is going through the appropriate review processes in each community. Because the property is located in both communities, approval of the entire project is dependent on favorable approval from each Council. There are three areas of review for this development plan: Preliminary Plat; Planned Development Area, CUP for R-1 and R-3 zoning areas and variances; corporate boundary adjustment called an attachment/detachment. The Preliminary Plat proposes a total of 23 single-family homes on 5.67 acres, or a density of 4 units per acre. The plan is further divided into a single family detached home area on the "lower" level and a single family attached home area on the "upper" level. There are seven platted lots for detached units, and sixteen platted lots for attached units in 2 and 4 unit building arrangements. The Mound portion of the plat is for 10 attached units and 2 detached single Mound Planning Commission Minutes July 12, 1999 family homes. This is the "upper" end of the Iow-density residential category. Lots 1 through 6 are proposed for twin homes and will require variances to lot area and width. Roadway access to the townhomes is provided by a public street that proposes a one-way circulation pattern. This will service lots 1-6 and 10. Lots 7-9 are proposed to be serviced by a private driveway. The public road would be entirely within Minnetrista as proposed by the corporate boundary adjustment. Lots 22 and 23 on the "lower" level would be served by Halstead Avenue. The entire street will be brought up to standard with pavement, curb and gutter improvements. A new cul-de-sac will be built at its terminus. The majority of Halstead Avenue is also located in Minnetrista. The upper portion of the site is relatively level and has pavement over much of it. There are few natural resources on this portion. A vegetated slope divides the upper portion from the lower. The slope meets the definition of a bluff and is granted protection under the Shoreline Management Ordinance. This would include land alteration, vegetation clearing, and structure setbacks from the top of the bluff. Below the bluff the land slopes to Halstead's Bay gradually. The bluff area separates the upper and lower levels of the development adjacent to lots 7-10 and 22. Under the requirements of Shoreline Management structures on the newly platted lands must maintain a 30 foot setback from the top of the bluff. It appears that buildable footprints do not reflect this provision. Staff recommends a conservation easement to protect the slope and vegetation. Provisions for utilities and infrastructure are covered by the City Engineer's report. Staff has requested that the developer rezone the upper lots 1-6 and 7-10 to an R-3 PDA which would be guided through a CUP. The current R-1 zoning does not allow for twin homes or four unit townhomes. The lower level would remain as currently zoned R-1. A CUP will regulate both the R-1 and R-3 areas of the development. As part of the CUP, staff has recommended the following bulk minimum requirements for the attached units: lot areas - 3100-7100 square feet, 28-50 feet of lot width, 18 feet of front yard, 7.5 feet to the lot line on the sides and 15 feet minimum rear lot. For the detached units staff suggests the following minimums: lot width and area, the same, 35 feet of front yard, 10 feet on each side yard, and 15 feet in the rear. Hardcover calculations will be done for each lot individually with a per lot cap. A percentage of the entire development would be established which could not be exceeded. This would be done to assure that each lot is not overbuilt. This would need review prior to final plat and CUP approvals. Staff has suggested some boundary adjustments to keep the upper roadway in one jurisdiction and avoid splitting properties. This would be done by an attachment/detachment process that would require approval by both cities. Staff recommends the Planning Commission recommend Council approval of the preliminary plat, rezoning, and conditional use permits with the following conditions: Mound Planning Commission Minutes July 12, 1999 1. Maintain a 30 feet-building setback from all bluff areas. 2. Establish hardcover calculations for the development and maximums for each individual lot. 3. Pay park land dedications fees prior to final approval. 4. Agreement by both Mound and Minnetrista City Councils on the boundary adjustment. 5. Storm water facility approval by MCWD. 6. Provide a copy of the covenants with final plat submittal. 7. Pay delinquent water fees prior to final plat approval. 8. Secure water and sewer service agreements between both Cities. 9. Approval of fire and access issues by Fire Chief. 10. Include all recommendations from the City Engineer's report. 11. Conditional approval of the preliminary plat, rezoning, and boundary adjustment on plan approval by the City of Minnetrista. The utilities in the project would be provided by the Cities of Mound and Minnnetrista. Details on how they are provided are supplied and outlined in the Engineer's report. The Developer has supplied a tree inventory of what exists on the property today and what plantings are proposed. Weiland asked how the process of changing the residency location from Mound to Minnetrista and vice versa worked for existing residents. Gordon stated there was a procedure in place that has recently been put under the auspices of the Minnesota State Planning Agency. They may need to review the issues at hand once both the cities have approved the PDA. Weiland stated that only a few people would be impacted at this point. Brown has a concern over the capacity of the water main to provide sufficient flow for this development once it traverses the proposed development to the North (Saunders Lake). He asked Gordon if the developer had contingency plans should Saunder's Lake not go as planned. Gordon is not aware of any contingency plans. Regarding the hardcover, Gordon stated that it needs a thorough review and that the conditional use permit should be contingent upon certain limits being met for hardcover. He suggested that the hardcover percentage for the entire development be determined and that a maximum be set for the individual lots. To apply the hardcover limitations lot by lot would not be practical. Mueller asked Gordon to define single family attached versus detached and asked if these were new planning terms for townhomes and twinhomes. Gordon stated that they were. Mueller further asked if the drainage plan had been determined and outlined, in particular, the upper versus the lower "level" of this development. He also asked how the neighboring properties would be impacted by this proposed development. Finally, he asked should there be Mound Planning Commission Minutes July 12, 1999 an issue with storm water run off or drainage and properties are damaged, who had the responsibility to fix the problem and who would bare the consequences of such an issue. Gordon stated there was a storm water plan that has been reviewed by the engineers. The storm water pipes from both communities will be impacted. The plan will improve some current problems where the storm water is allowed to drain following natural slopes and grading. Arrangements will have to be worked out between the cities. Mueller asked if the preliminary plat approval assumed future water and sewer agreements between Mound and Minnetrista. Further, if there are agreements, will we tie our own hands and not have sufficient water and sewer services for our own residents. Who is responsible should there be future issues with these services, Mound, Minnetrista, the development, the landowner or just who. Gordon stated that many issues still remain on the water and sewer agreements with Minnetrista and Mound. The water issues are external to this project, however. Public road would serve all properties except lots 7-9. There would be an easement for private roadway between these property owners. Brown raised a concern over where the water flows just west of lot 23 and flowing onto lots 16 and 17. Gordon indicated that the storm water flow plans will reroute this and the run off will be directed to culverts and pipes rather than its natural flow as it is now. Both Mueller and Brown raised questions regarding fire equipment access particularly along the area where there is no public road. At the same time, Clapsaddle asked how long the private road was. It is projected to be 40 feet back from the public roadway. Voss raised some questions on the attachment/detachment process, which were explained by Gordon. Voss stated that while he understood this was a fairly simple process, at the same time it presented some complicated issues. He asked why annexation wasn't being considered. It seems more economical to him for Mound to give the 1.8 acres Minnetrista to avoid the land use issues. Gordon stated that initially the Cities would work out the agreements and then the private issues would be considered. He stated that there was a tax base question about just giving up the land. Voss asked if the taxes garnered on this property would pay for the process/infrastructure, etc. of the boundary change. Gordon stated he was made aware today that the developers had a new plan to present which would eliminate the boundary issue altogether. Chair Michael stated that he wanted to hear the public first and that he had issues listening to a new plan that did not have staff's review and comments first. Clapsaddle stated that the public should be heard from first. Michael opened the public hearing at 8:27 p.m. Kenneth Evans of 6635 Bartlett Blvd stated that an additional problem was all the people that live in the trailer home today. They are at the "mercy of Remington." He feels the people living there have no say. Mound Planning Commission Minutes July 12, 1999 Terry Hughes of 6641 Halstead stated support for the development from the beginning. His concern was about the water run off and where it will go. He further stated that he has lived there for over 13 years and wanted to thank the trailer park occupants. He stated that he has not ever had a problem with them. Bill Meyers of 6601 Bartlett stated this was his first look at the proposed development. He feels it is very "people-dense." He stated that it was the most dense plan he had seen yet. (Mr. Meyers is a former planning commissioner.) He wanted to know where the parking was being provided and if there was enough. He asked what the center island would be along the one way road. (Park land) He asked where the snow would go, visitor parking, boats, etc. He determined that there was only 3,000 - 4,000 square feet per unit. He wanted to know where the hardship was and indicated he is not in favor of the proposal. Mueller asked Mr. Meyers if this proposal does not get recommended, does that mean that he is in favor of the trailer park. Mr. Meyers stated that he didn't feel the trailer park would last that long. The development, he feels would be there fifty to sixty years from now. B d Johnson of 6655 Halstead also raised a concern over the density and the potential run off. He is concerned over the phosphorus that will be running into the bay. He doesn't' feel it can support more. Dorthea Helmen of 6669 Halstead asked how big a pipe would be needed to carry the run off and what would happen if it failed. She also asked if it would all run to one holding pond. Gordon stated he was not totally aware of all these plans, but that they had received review by the City Engineer. The pipes will be totally sized when the water agreement is determined. Details will be filed with the final plat. Bruce Johnson of 6639 Bartlett BIvd stated that he was the manager of the trailer park and he feels this proposal is better than what he has seen previously. The density will decrease with this development. His only concern is over where the current residents will go. At this time, building and other, permits continue to receive a negative response due to non-conforming properties. He would like to see the rezoning process go through. Since 1985, he has attempted to clean up the trailer park, but he hasn't seen any help from the City. He would like to see this proposal approved. Chair Michael closed the public hearing at 8:42 p.m. Michael Gair, the site developer, introduced the others with him: Jeff Sowada and Ed Forliti from Remington Development. Mr. Gair stated that this has been a relatively complex development and that they have attempted to be sensitive regarding the issues of the current residents. They have appreciated the comments and issues that have been raised by both cities as well as the neighbors and residents. They would like to think that they have done a good job on the preliminary plat and on adjustments to correct issues as they have been raised. The new proposal is not an attempt to confuse, but to accommodate the thirty-foot setback from the bluffs. It will also leave city boundaries the same. One of the two unit buildings will be Mound Planning Commission Minutes July 12, 1999 removed to accomplish this and a third unit added to another one. This will result in a decrease of one unit from the proposal currently being looked at. In the plan Outlot A will be dedicated to park area and open space. All the engineering plans will be approved by the City Engineers. There will be a Homeowner's association and they will provide those documents. They will cover the fire plans with the cities' fire departments. Gordon stated that the developers would be asked to improve Halstead Ave and the developers indicated that they would accomplish this with concrete and asphalt. There would be curb and gutters and catch basins to handle the run off. In response to Commissioner Clapsaddle's questions, the developer stated the grade would be changed to keep it lower than the curb and gutter for run off. The pond has been designed to allow the nutrients to be taken out of the run off before outletting into the bay. The engineer designed drainage would be better than today. Guest parking is planned in the center common area. Each detached home will have an attached two-car garage and room for two more cars in the driveway. The driveways will be extended such that there will be no overhang onto the public street. Clapsaddle noted the setbacks along the sides of the property, and asked where the boats would go. It was noted that the Home Owner's Association prohibits outside storage of boats. The developer answered Clapsaddle's questions regarding water and storm water run off and the improvements along Halstead Ave. Mueller raised the concern that the Planning Commission does not approve final plats and indicated his hesitancy to approve the plan without all the details before them. He has problem with draining 56 acres through one lot and not knowing who is responsible should there be a 100-year or 500-year storm as there has been two of in the last ten years. The developer suggested that the final plat be reviewed by the Planning Commission to eliminate problems. Brown raised his concern over the rerouting of the current residents of the trailer home and process that is involved with that. Ed Forliti stated there was a process that had to be followed for that that is governed by State statutes. He is asking that the preliminary plat be approved so that they could move forward. Mueller asked if the Minnetrista Planning Commission approved the plan. The developer stated that the Planning Commission approved the plan, however, the Council tabled the plan until the water issues are worked out and the process for attachment/detachment is considered more fully. Mueller asked what plan they saw. The developer stated they saw the first one considered tonight by the Planning Commission. The new plan was drawn that morning. Gordon stated that it appears many of Staff's issues had been addressed in the new plan. He was not comfortable with a recommendation until there was time to review the plans. Mueller asked if they shouldn't table the decision until the new plan is reviewed by staff. Mr. Gair indicated he would rather have approval with conditions so that they could move ahead. Mound Planning Commission Minutes July 12, 1999 Chair Michael indicated that would probably not happen. The developer stated that having to go before four bodies with an ever-changing plan was a tough process. Brown stated that one of the more important questions is how the two cities deal with the water issue and that isn't resolved yet. MOTION by Mueller, seconded by Brown to continue the Public Hearing on the planning unit development and conditional use permit and preliminary plat until staff reviews the newly submitted changes and provides comments. DISCUSSION Voss feels they could rule on the preliminary plat first and come back for the other issues. Gordon expressed some concern about the process since Minnetrista would have to review the new changes. The vote was 5-2 with Michael and Voss voting against. MOTION CARRIED. Chair Michael stated this would come back to the Planning Commission on the 26th of the month and to the City Council on the 27th of July. Clapsaddle was excused. PUBLIC HEARING: CASE # 99-28; CONDITIONAL USE PERMIT (CUP); TO CONSIDER THE APPROVAL OF A CONDITIONAL USE PERMIT TO ALLOW FOR THE HALSTEAD PLACE PLANNED DEVELOPMENT AREA (PDA) TO CHANGE THE CURRENT USE OF AN R-1 MOBILE HOME PARK TO AN R-1 PDA AND R-3 PDA RESIDENTIAL DEVELOPMENT LOCATED WITHIN THE R-1 SINGLE FAMILY ZONING DISTRICT; LOCATED WITHIN THE R-1 SINGLE FAMILY ZONING DISTRICT, LOTS 1-2-3, HALSTEAD HEIGHTS, PID'# 22-117- 24 43 0007. See above case. CITY OF MOUND 5341 MAYWOOD ROAD MOUND, MINNESOTA 55364-1687 (612) 472-0600 FAX (612) 472-0620 PUBLIC HEARING NOTICE CITY OF MOUND MOUND, MINNESOTA CASE #99-25 NOTICE OF A PUBLIC HEARING TO CONSIDER THE APPROVAL OF THE HALSTEAD PLACE PRELIMINARY PLAT FOR A PLANNED DEVELOPMENT AREA (PDA) FOR CONSTRUCTION OF A SINGLE FAMILY ATTACHED AND DETACHED HOME DEVELOPMENT LOCATED WITHIN THE R-1 SINGLE FAMILY ZONING DISTRICT, LOTS 1-2-3, HALSTEAD HEIGHTS, PID # 22-117-24 43 0007, P & Z CASE 99-25 NOTICE IS HEREBY GIVEN, that the Planning Commission of the City of Mound, Minnesota, will meet in the Council Chambers, 5341 Maywood Road, at 7:30 p.m. on Monday, July 26, 1999 to consider the approval of the Halstead Place Preliminary Plat for a planned development area for construction of a Single Family attached and detached home development located within the R-1 Single Family Zoning District. ' All persons appearing at said hearing with reference to the above will be given the oppo~unity to be heard at this meeting. ~ ~~ist~Ja~g Secretary Mailed to prope~y owners within 350 feet of affected prope~y o~uly Published in the Laker, July 1 7, 1 999 prinled on recycled paper Affidavit of Publication CITY OF MOUND NOTICE OF A PUBLIC HEARING TO CONSIDER THE APPROVAL OF THE HALSTEAD PLACE PRELIMINARY PLAT FOR A PLANNED DEVELOPMENT AREA (PDA) FOR CONSTRUCTION OF A SINGLE FAMILY ATTACHED AND DETACHED HOME DEVELOPMENT LOCATED WITHIN THE R-1 SINGLE FAMILY ZONING DISTRICT, LOTS 1-2-3, HALSTEAD HEIGHTS PlD #22-117-24 43 0007, P & Z CASE 99-25 NOTICE IS HEREBY GIVEN, that the Planning Commission of the C~ly of Mound, Minnesota, will meet m the CounciJ Chambers, 5341 Maywooa Road, at 7:30 pm. on Monday, July 26, 1999 to consider the approval of the Halstead Place Preliminary Plat for a planned development area for construction of a Single Family attached and delached home development Iocatec[ within The R-~ Single Family Zonin9 O~s~r~ct. Alt persons appearing at sa~cl hearing with rgterence to the a~3ove wd~ ~e g~ven the oppor[umty to be hearo at th~s mae[rog. K~s Linguist. Pian~g Secretary (Pubtishe0 in The La,er July ~ 7. ~ 999) State of Minnesota, County of Hennepin. Bill Holm, being duly sworn on oath, says that he is an authorized agent and employee o! the publisher · of the newspaper known as THE LAKER., Mound, Minnesota, and has full knowledge of the facts which are stated below: A.) The newspaper has complied with all the requirements constituting qualifications as a qualified newspaper, as provided by Minnesota Statute 331A.02, 331A.07, and other applicable laws, as amended. B.)The printed PDA Hals%ead Place P & Z Case 99-_25 which is attached was cut from the columns of said newspaper, and was printed and published once each week for i successive weeks: It was first published Saturday the 17~,hday of July 19 99 .., and was thereafter printed and published every Saturday, to and including Saturday, the day of 19 .; /~<th~odzed Ager~t Subscribed and sworn to me on this 17th dayof july ,19 99 By: ~ . --r-,--- "KmST! HoLMNOi~¥ Public ..... i~ie~forn~a~6ff - (1) Lowest classified rate paid by commercial users for comparable space: $12.90 per inch. (2) Maximum rate allowed by law for above matter: $12.90. (3) Rate actually chm'ged tot above matter: $7.19 per inch. Each additional successive week: $5.14. Ju]-12-99 0~=15 MinnetrJsta Planning Commission Minutes June 28, 1999 The planning commission meeting was called to order by the chair at 7:30 p.m. Present: John Korngeibel (chair), Mark Brandow, David Kirkland, Mark Heck, John Aberg, Peter Jacobson, Cheryl Fischer, council liaison, and Stephen Moore, City Planner. Preliminary Plat/PUD: Mobile Home Park Redevelopment The chair opened the public hearing regarding this application. Following public input, the chair closed the public hearing at 8:15 p.m. Hock made a motion to recommend approval, subject to conditions, of the preliminary plat submitted by Remington Development Corporation, Jacobson seconded. Yes: 5 No: I Motion carried. Sketch Plan Review/Class III Subdivision: 7011 Halstead Drive The chair opened the public hearing regarding this application, The chair closed the public hearing at 8:55 p.m. Brandow made a motion to recommend approval, subject to comments and conditions recommended by staff and the planning commission. Jacobson seconded. Yes: 5 No: 1 Motion carried. 15 Foot Right-of-Way Setback Variance: 1145 and 1155 Cove Circle The chair opened the public hearing for this request at 9:10 p.m. Following public comments, the public hearing was closed at 9:35 p.m, Aberg moved approval subject to staff conditions, with the addition that the front porch on lot 17 be 20 feet from the right-of-way. Heck seconded. Yes: 5 No: 1 Motion carried. Variance To Allow Construction Of A Lift For Lake Shore Access: 3285 Eagle Bluff Road The chair opened the public hearing; no public comment was received; the chair closed the public hearing. Heck moved approval, subject to staff conditions, Aberg seconded. Yes: 6 No: 0 Motion carried. Interim Moratorium Ordinance The planning commission discussed the proposed interim moratorium ordinance. Post-It" Fax Note 7671 Ju1-12-99 09:16 ' ~.02 Minnetrista Planning Commission Minutes June 28,1999 Page 2 Adjournment The planning commission adjourned at 10:12 p.m. Stephen S. Moore, City Planner CITY OF MOUND 5341 MAYWOOD ROAD MOUND, MINNESOTA 55364-1687 (612) 472-0600 . FAX (612) 472-0620 PUBLIC HEARING NOTICE CITY OF MOUND MOUND, MINNESOTA CASE #99-25 NOTICE OF A PUBLIC HEARING TO CONSIDER THE APPROVAL OF THE HALSTEAD PLACE PRELIMINARY PLAT FOR A PLANNED DEVELOPMENT AREA (PDA) FOR CONSTRUCTION OF A SINGLE FAMILY ATTACHED AND DETACHED HOME DEVELOPMENT LOCATED WITHIN THE R-1 SINGLE FAMILY ZONING DISTRICT, LOTS 1-2-3, HALSTEAD HEIGHTS, PID # 22-117-24 43 0007, P & Z CASE 99-25 NOTICE IS HEREBY GIVEN, that the Planning Commission of the City of Mound, Minnesota, will meet in the Council Chambers, 5341 Maywood Road, at 7:30 p.m. on Monday, July 12, 1999 to consider the approval of the Halstead Place Preliminary Plat for a planned development area for construction of a Single Family attached and detached home development located within the R-1 Single Family Zoning District. All persons appearing at said hearing with reference to the ab,,~, will be given the opportunity to be heard at this meeting. ~ ~~/ ~S~ Pl~ing ScZcretary Mailed to property owners within 350 feet of affected property on June 29, 1999 Published in the Laker, July 3, 1999 printed on recycled paper Application for MAJOR SUBDIVISION city of Mound 5341 Maywood Road, Mound, MN 55364 Phone: 472-0600, Fax: 472-0620 DISTRIBUTION CITY PLANNER CiTY ENGINEER PUBLIC WORKS DNR FIRE DEPARTMENT ASSESSING OTHER: DATE CASE NO. PAID JUN -7. Z999 CF[Y OFF, OUCh · ~cg,q TYPE OF APPLICATION SKETCH PLAN REVIEW PRELIMINARY PLAT FINAL PLAT $10/LOT OVER 2 LOTS t~y.~ CONDITIONAL USE PERMIT: PDA ESCROW DEPOSIT VARIANCE TOTAL FEE , 00 $150 $100 Please type or print the following information: PROPERTY INFORMATION EXISTING LEGAL DESCRIF'ION Subject Address Name of Proposed ~.~ 1'~_ ~} Plat Lot Subdivision Block Plat # PID# - .. 51, ZONING DISTRICT APPLICANT OWNER (if other than applicant) SURVEYOR/ ENGINEER Circle: ~ R-lA R-2 R-3 B-1 B-2 B-3 The applicant is: ~owner )~ other: Name '~--~ ~ ~ ~ '~' ~tl./~'7.- C~ ~/w-(=~,,~ ~~,'~'~-~ 4 Address ~/~ ~ ~ ~ · Name ~~ ~ Address Phone (H) Name ~1~ ~ ~ Address Phone (H) (Revised 12-30-98) Major Subdivision Application Page 2 Description of Proposed Use: EFFECTS OF THE PROPOSED USE: List impacts the proposed use will have on property in the vicinity, including, but not limited to traffic, noise, light, smoke/odor, parking, and describe the steps taken to mitigate or eliminate the impacts. If applicable, a development schedule shall be attached to this application providing reasonable guarantees for the completion of the proposed development. Estimated Development Cost of the Project: $ RESIDENTIAL DEVELOPMENTS: Number of Structures: 7 (~'_~ ?~~lumber of Dwelling Units/Structure: ~ Lot Area Per Dwelling Unit: d,~'?--l~--'~' sq. ft. Total Lot Area: "~,)~'O sq. ft. Has an application ever been made for zoning, variance, conditional use permit, or other zoning procedure for this property? ( ) yes, ( ) no. If yes, list date(s) of application, action taken, resolution number(s) and provide copies of resolutions. This application must be signed by all owners of the subject property, or an explanation given why this is not the case. Print Applicant's Name Applicant's Si'glC-~u_ re .... ,-, / / Date Print Owner s Nam~ O~ner s Signature / Date Print Owner's Name (Revised 12-30-98) Owner's Signature Date Engineering · Planning · Surveying McCombs Frank Roos Associates, Inc. July 8, 1999 Mr. Jon Suthefland Planning and Zoning City of Mound 5341 Maywood Road Mound, Minnesota 55364 SUBJECT: City of Mound Halsted Place Preliminary Plat Case//99-25 MFRA//12417 As requested, we have reviewed the technical engineering concerns of the subject preliminary plat and have the following comments and recommendations: Preliminary Plat The existing right-of-way of Halsted Avenue along the southerly boundary of the plat is only 33 feet, whereas City code requires 50 feet. We would recommend that a minimum of 8.5 additional right-of-way be dedicated along the northerly side of Halsted Avenue. The portion of Halsted Avenue along the westerly side of the proposed plat appears to have a 50-foot wide right-of-way, though it is not dimensioned. City code also requires that cul-de-sacs have a minimum 100-foot diameter right-of-way. The 80-foot diameter shown will require a variance, which we would support, as this short street serves only a limited number of homes. There are no easements shown on the preliminary plat. The final plat must include utility and drainage easements ten feet in width along all street right-of-ways and five feet wide on other lot lines. In addition, easements of sufficient width will be required where utilities are proposed to follow lot lines and for the stormwater detention pond. Typically, easements for utilities are a minimum of 20 feet wide. 15050 23rd Avenue North · Plymouth. Minnesota . 55447 phone 612/476-6010 · fax 612/476-8532 e-maih mfra@mfra.com Mr. Jon Sutherland July 8, 1999 Page 2 Grading and Drainage Elevations are not shown for the existing home and garage on the parcel easterly of the plat boundary and adjacent to proposed Lots 3 through 6. These elevations will need to be added to allow additional review and ensure that the proposed grading will not have an adverse affect on the existing buildings. 2. The steep slope running diagonally through the property should not be disturbed by the grading operation. Streets The width proposed for Halsted Avenue and cul-de-sac do not meet the City of Mound's minimum standards. The cul-de-sac radius of 35 feet to back of curb as shown will require a variance of five feet from the 40 feet required. The City's standard for street width is 28 feet back to back of curb, whereas 24 feet is shown. This will require a four- foot variance and will also prohibit any on-street parking, including the cul-de-sac. We would support both of these variances considering the circumstances involved. The interior street proposed within Outlot A is located in the portion of the plat within Minnetrista; therefore, Minnetrista standards should apply for this street as well as the section of Halsted Avenue running south from County Road 110. 3. Approval is required from Hennepin County for new street locations. Sanitary Sewer The proposed sanitary sewer all flows to a Minnetrista lift station (not shown on the plan) which discharges to a Mound ten-inch main in County Road 110. The present system and its operation are covered by an agreement between the two cities, signed in 1974, which we assume to still be in affect. The problem of ownership and maintenance of the new mains will need to be addressed, since the proposed layout presents a unique situation. Lots 1 through 10 are located in Mound, but most of the sanitary sewer main is located in Minnetrista. Also, the main between proposed Manhole No. 1 and Manhole No. 3 runs directly on the proposed new boundary line between the two cities. 2. The existing lift station is not shown. 3. Invert elevations are not shown for existing manholes and no distinction is made on drawing between existing and proposed lines. Mr. Jon Sutherland July 8, 1999 Page 3 Watermain Additional gate valves will need to be added to the proposed watermain including two, which will allow future separation of the two City's systems, if and when Minnetrista provides City water to this area. We have done a brief analysis of the proposed water system using two different circumstances. a. Situation No. 1 is with a looped system to serve this area which requires the ten-inch main through the Wara Plat north of County Road 110. With this ten-inch main in-place it appears the flows for this proposed development will be sufficient to provide fire protection as well as adequate pressure for domestic use. bo Situation No. 2 was analyzed using the assumption that the ten-inch main through the Wara Plat is not in-place. The domestic use appears to be sufficient, but there is a problem with fire protection. The recommended flow of 1250 gpm from a hydrant for- fire protection at the far end of the proposed plat would cause negative pressure in the main on County Road 110. Even using a flow of 1000 gpm, which is below the recommended fire protection, the residual pressure in the main would be below the recommended 20 PSI. The conclusion based on our brief analysis is that the ten-inch main in the Wara Plat should be in-place to provide adequate fire protection for not only the proposed plat, but also to improve the existing condition. If the ten-inch main is installed with the Wara Plat and Minnetrista provides their own system in a few years and separates the ten-inch loop, there will be a potential problem with fire protection. It is always possible to open valves in an emergency such as a fire, but this all takes time and can cause critical delays. Storm Sewer The proposed storm sewer system also presents some ownership and maintenance questions. The detention pond and storm sewer system discharging to the pond all lie within Minnetrista. Most of the discharge system from the pond to Lake Minnetonka would be located in Mound. It appears this would be a logical separation of responsibility between the two cities. The low point in the portion of Halsted Avenue along the south side of the plat does not have any catch basins. Catch basins need to be installed at this location and the Minnetrista Engineer has recommended they be connected to the pond outfall line. 3. The storm sewer plan will need to be approved by Minnehaha Creek Watershed District (MCWD). Mr. Jon Sutherland July 8, 1999 Page 4 Conclusion and Recommendations Preliminary Plat 1. Revise preliminary plat to include additional 8.5 feet of right-of-way for Halsted Avenue along Lots 20, 21, and 22. 2. Ten-foot variance required for cul-de-sac radius. 3. Addition of utility and drainage easement. Grading and Drainage Streets 1. 2. Provide additional elevations along east plat boundary adjacent to existing residence. Grading Plan to be reviewed and approved by MCWD. Ten-foot variance needed for diameter of improved cul-de-sac. Permits from HennePin County are required for the new street access points. Sanitary Sewer 1. Conceptually, the proposed plan is acceptable, but numerous ownership and operating problems need to be addressed. 2. The preliminary utility plan should be revised as per comments. Watermain 1. Approval of this system should be contingent upon installation of the ten-inch main through the Wara Plat, which would provide adequate fire protection. 2. The preliminary utility plan should be revised to show the additional gate valves. Mr. Jon Sutherland July 8, 1999 Page 5 Storm Sewer 1. Determination of ownership between the two Cities to allow adequate maintenance of the proposed system needs to be determined. 2. Add low point catch basins in Halsted Avenue and revise the preliminary utility plan. Very truly yours, McCOMBS FRANK ROOS ASSOCIATES, INC. John Cameron, City Engineer JC:pry cc: Remington Development Corp. Coffin and Gronberg, Inc. e:Xrnain:\12417\sutherlandT-7 CITY OF MOUND 5341 MAYWOOD ROAD MOUND, MINNESOTA 55364-1687 (612) 472-o600 FAX (612) 472-0620 PUBLIC HEARING NOTICE CITY OF MOUND MOUND, MINNESOTA CASE #99-28 NOTICE OF A PUBLIC HEARING TO CONSIDER THE APPROVAL OF A CONDITIONAL USE PERMIT TO ALLOW FOR THE HALSTEAD PLACE PLANNED DEVELOPMENT AREA (PDA) TO CHANGE THE CURRENT USE OF AN R-1 MOBILE HOME PARK TO AN R-1 PDA AND R-3 PDA RESIDENTIAL DEVELOPMENT, LOCATED WITHIN THE R-1 SINGLE FAMILY ZONING DISTRICT, LOTS 1-2-3, HALSTEAD HEIGHTS PID # 22-117-24 43 0007 P & Z 99-28 NOTICE IS HEREBY GIVEN, that the Planning Commission of the City of Mound, Minnesota, will meet in the Council Chambers, 5341 Maywood Road, at 7:30 p.m. on Monday, July 26, 1999 to consider the approval of a Conditional Use Permit to allow for the Halstead Place Planned Development Area (PDA) to change the current use of an R-1 Mobile Home Park to an R-1 PDA and R-3 PDA residential development located within the R-1 Single Family Zoning District. All persons appearing at said hearing with reference to the above will be given the opportunity to be heard at this meeting. ~_ Mailed to property owners within 350 feet of affected property on July 14, 1 999. Published in the Laker, July 17, 1999. printed on recycled paper CITY OF MOUND NOTICE OF A PUBLIC HEARING TO CONSIDER THE APPROVAL OF A CONDITIONAL USE PERMIT TO ALLOW FOR THE HALSTEAD PLACE PLANNED DEVELOPMENT AREA (PDA) TO CHANGE THE CURRENT USE OF AN R-1 MOBILE HOME PARK TO AN R-1 PDA AND R-3 PDA RESIDENTIAL DEVELOPMENT, LOCATED WITHIN THE R-1 SINGLE FAMILY ZONING DISTRICT, LOTS 1-2-3, HALSTEAD HEIGHTS PID # 22-117-24 43 OOO7 P & Z 99-28 NOTICE IS HEREBY GIVEN, [hat the Planning Commission of the C,ty of Mound, Minnesota, will meet m the Council Chambers, 5341 Maywood Road, at 7:30 p.m. on Monday, July 26, 1999 to consider the approval of a Conditional Use Permit to allow for the Halstead Place Planned Development Area (PDA) to change the current use of an R-1 Mobile Home Park to an R-1 PDA and R- 3 PDA residential deveiopmen', located wi[hin ~he R-1 Single Family Zoning ~,, ~ All persons appearing at smd hearing with reference [o the aOove w~Ii be g~ven the oppor~uni~ ~o be heare at ~ms meeting. Kris Linq~st. P~a~n~nG Secreta~ ' (Published in The Laker J~ty 17, 1999) Affidavit of Publication State of Minnesota, County of Hennepin. Bill Holm, being duly sworn on oath, says that he is an authorized agent and employee of the publisher · of the newspaper known as THE LAKEI~, Mound, Minnesota, and has full knowledge of the facts which are stated below: A.) The newspaper has complied with all the requirements constituting qualifications as a qualified newspaper, as provided by Minnesota Statute 331A.02, 331A.07, and other applicable laws, as amended. B.) The printed CUP Halstead Place P & Z Case 99-28 which Is attached was cut from the columns of said newspaper, and was printed and published once each week for 1 successive weeks: It was first published Saturday the 17~-.hdayof July 1999 , and was thereafter printed and published every Saturday, to and including Saturday, the day of 19 ; Authorized Agent Subscribed and sworn to me on 17th day of July ,19 99 ~'~'-- --~ - '- -----NetaJ~/~. ublic KR,S UOLU MY COMMISSION EXPIRES I -_- _.__ (1) Lowest classified rate paid by com~n-erc~al"~sers for comparable space: $12.90 per inch. (2) Maximum rate allowed by law for above matler: $12.90. (3) Rate actually charged for M~ove matter: $7.19 per inch. Each additional successive week: $5.14. Rev. 12-28-98 Application for CONDITIONAL USE PERMIT City of Mound 5341 Mayw00d Road, Mound, MN 55364 Phone: 472-0600, Fax: 472-0620 RECEIVED Planning Commission Date: '-'I- City Council Date: '--~ - ~,--~ - Case No. Conditional Use Permit Fee: $250.00 Distribution: City Planner: b~ ~"%-~'~ City Engineer: Public Works: Other: Fire Dept. Please type or print the following information: PROPERTY INFORMATION Subject Address6635/6639/6643 Barlette Blvd. (County Road 110) LEGAL DESCRIPTION APPLICANT Name of Business Lot Subdivision Block Plat # 22-I 17-24-43-0007 PID# .?~_.11 7-9A, A~_Of~09 . _ The applicant is: owner X other:. Pnrcha set Name Remington Development Co~p.- ....... "' AddreSs 7101 10th St. N. Suite 119 Oakdale, M~ 55128 OWNER (if other than ARCHITECT, SURVEYOR, OR ENGINEER ZONING DISTRICT CHANGE OF USE Phone (H) (W) (M) Name Estate of My[ma Codden Address Phone (H) (VV) (M) Name Coffin and Gronberg, Inc. Address 482 T~m~rack Avenue Long Lake, MN 55376 Phone (H) (W) 473-4141 (M) Circle: ~ R-lA R-~ R-3 ~-1 B-2 B-3 R-1 Mobile Rome Park FROM: TO: P.U.D. R-3 See Attached Exhibit A Conditional Use Permit Application Page 2 Description of Proposed Use: Dwellings. 2 Single Fmmily lots and 10 Single Fmm/ly Attached EFFECTS OF THE PROPOSED USE: List impacts the proposed use will have on property in the vicinity, including, but not limited to traffic, noise, light, smoke/odor, parking, and describe the steps taken to mitigate or eliminate the impacts. The Provosal should not demonstrate negative impacts on vicinity properties. This is the redevelopment of a 13-15 unit Hibile Home Site. If applicable, a development schedule shall be attached to this application providing reasonable guarantees for the completion of the. proposed development. Estimated Development Cost of the Project: $ Has an application ever been made for zoning, variance, conditional use permit, or other zoning procedure for this property? ( ) yes, ( ) no. If yes, list date(s) of application, action taken, resolution number(s) and provide copies of resolutions. Unaware of any proposals. This application must be signed by all owners of ~he subjecJ properly, or an explanation given why th;s is not the case. Print Applicant's Name Signature te Print Owner's Name Print Owner's Name Rev. 12-28-98 Owner's Signature Owner's Signature Date From: To: EXHIBIT A RECEIVED Zoning Request For Halsted Place Remington Development Corporation MFRA #12318 R-I Mobile Home Park PUD R-1 & PUD R-3 R-1 to include proposed lot 23 per preliminary plat (plan sheet 3/7) & Easterly portion of lot 22 Block 1 contained within existing corporate Mound boundary and or the corporate boundary may be ammended. R-3 to include proposed lots 1-10 Block or pe~ions of said lots contained within the existing corporate boundary of Mound and or as maybe amended as illustrated in plan sheet 3/7 titled Preliminary Plat. MANUFACTURED I'IOME PARK NOTICE Minnetonka Highlands Mobile Home Park is property used as a rnartufactured home par'lC'~'f.4pff ~,~ The Estate of My'rna Coddon, deceased, is the park owner. The legal description o[' the park is: ' Lots 1, 2 and 3, Halsted Heights, Hennepin County, Minnesota, and That part of Lot 2, Section 22, Township 117 North, Range 24. West of the 5th Principal Meridian, described as follows: Commencing on the West line of Government Lot 2, Section 22, Township 117, Range 24 ~t a point 325.07 feet North of the Southwest comer of said Lot; thence Southeasterly along the Westerly line of Halsted park produced 7.66.5 feet to the Northwesterly side of Halsted Avenue in said, Addition; thence Northeasterly along Halsted Avenue a distance of 520.8 Feet to the Easterly line of Koehler Street; which point is the point of beginning of the land to be described; thence continuing Northeasterly along the Northerly line of FIalsted Avenue a dislance of 329.2 feet to its intersection with ~he Easterly line of I-Ialsted Park extended; thence Northwesterly along Easterly line of Halsted Park, extended a distance of 242.5 feet to its intersection with a line parallel with and 11.2 chains East of the West line of government Lot 2: thence North along said line to the center of Counxy Road a distance of 249.86 ['cot; thence Westerly along the center line of County Road 477.0 feet to the E~st line of Kochler Street; thence Southeasterly an angle of 88 degrees 45 minutes a distance o.f 2gl feet; thence at an angle to the left of this line extended of' 18 degrees 17 minutes a distance of 164.0 feet; thence at an angle of 10 degrees 27 minutes to the left of this line extended of $9.1 feet to the point of begirming; Hennepin County, Minnesota. The Estate of Myrna Coddon has received a purchase offer to buy the manu£actured home park known as MJnnetonka Highlands Mobile Home Park from Remington Deveiopmm~t Co,option. The purchaser has notified the Estate of M~a Coddon in writing that the purch~er imends to close the manufactured home p~k m~d ~nven it to another use within one yc~ of the execution of the agreement (which w~ Decembe~ 22, 1998). ~ae closing is scheduled for April 15, 1998. ~e Estate of M)m~a Cordon will provide infon~ation on ~he cash price and temps and conditions of the purchaser's offer to residents requesting tl~at info.alton. This is a 4S-day notice starting on thc postmarked date affixed to this notice and ends 45 days after it begins. During this notice period, the owners of at least 51percent of the manufactured homes in the park, or a non-profit organization which has the written permission of the owners of at least 51 percent of the manufactured homes in the park, to represent them in tl{e acquisition of the pa~k, shall have the right to meet the cash price m~d execute an agreement to purch~e the park for the purposes of keeping the park as a manuf~,ctured housing community. You will have certain rights under Minn. Statute 327C.095, a copy of which is enclosed. Dated January I0, t999 Estate o1' Myrm~ Coddon, Deceased TO: FROM: DATE: APPLICANTS: REQUEST: ADDRESS: FILE#: CITY OF MINNETRISTA Planning Department Mayor and City Council Steve Moore, City Planner June 29,1999 -- Meeting Date July 6, 1999 Remington Development Corporation Roy O'Donnel, owner Steve Codden, owner's representative Preliminary Plat Review-Planned Unit Development Redevelopment of Mobile Home Park 6701 County Road 110 West 99-10 REQUEST Remington Development Corporation is requesting preliminary plat review of a planned unit development for redevelopment of the mobile home park property. PRELIMINARY PLAT CHARACTERISTICS The most significant change on this proposal is a change in the city boundaries of Minnetrista and Mound. The following table summarizes the proposed change and existing situation. EXISTING BOUNDARIES PRELIMINARY PLAT PROPOSAL Minnetdsta: 4.17 acres Minnetdsta: 3.81 acres Mound: 1.58 acres Mound: 1.94 acres TOTAL SITE: 5.75 acres TOTAL SITE: 5.75 acres According to this preliminary plat proposal (if approved) the City of Minnetdsta would transfer .36 of an acre to the City of Mound. The preliminary plat presents 23 home sites, of which 5 single family detached homes and 6 twin homes are located within the City of Minnetdsta. City Council - July 6, 1999 Remington P.U.D./Mobile Home Park File # 99-10 The preliminary plat shows a proposed density of 2.8 units per acre. The guided density of the 1998 comprehensive plan is up to 2.2 units per acre (10% multi-family allowance). UPDATE The subdivider presented a new proposal for the corporate 'boundaries at the Planning Commission meeting. That proposal is attached with this memo. The developer indicates this is a 'zero net change" of land between the two cities. Several public comments regarding density were made at the meeting. An update regarding density wi~ b,e provided once boundary issues are resolved and a revised preliminary plat is submitted. LOT CONFIGURATION The single family lots in Minnetrista range in size between 19,000 to 22,000 square feet. The twin home lot sizes range from 3,900 to 7,100 square feet. The setbacks are as follows: Single family detached houses: Requimd Proposed FRONT: 30' 35' REAR: 25' 50' + (except lot 20) SIDE: 10' 15' Twin homes: Required Proposed FRONT: 30' 18' REAR: 25' 15' SIDE: height of ~,tructure or zero lot line 15' Section 23-179 of the of the planned unit development ordinance states that the city council may alter setback requirements if it determines that greater or lesser setbacks are needed to protect natural features of the property, enhance the quality, variety of housing stock or feasibility of housing styles within the development. A revised preliminiary plat shall indicate all setbacks for all structures on the property. City Council - July 6, '1999 " Remington P.U.D./Mobile Home Park File # 99-10 TREE PRESERVATION Remington Development Corporation has provided a survey of significant trees on the property. The City Council approved amendments to the tree preservation ordinance on June 21, 1999. The ordinance will effective upon ordinance publication on June 26, 1999. In the planning report dated April 19, 1999, the City Planner recommended a meeting with the D.N.R. forester regarding integrating tree preservation and subdivision design. WETLANDS/FLOOD PLAIN There are no wetlands or flood plain areas located on this property. · ,~ "i~ ~ STEEP SLOPES There is a steep slope of between 52% and 55% on the property. A condition of approval should be that house construction shall not disturb these slopes. TRANSPORTATION I have provided the preliminary plat to Hennepin County for their review. With regard to Halstead Avenue, Remington Development Corporation is committing to reconstructing this road to city standards. The cost for this reconstruction will be the developer's responsibility. The interior road will be connected in this proposal, and they will be dedicated to the city as right-of-way. UTILITIES/STORM SEWER/ENGINEERING ISSUES The City Engineer has reviewed the preliminary plat, and his comments are included with this memo. PARK DEDICATION The Park Commission recommended that a combination tot lot/sitting area be created and dedicated to the city. Remington's response is out lot A on the preliminary plat. The next step is for Remington to present a detailed plan for Park Commission review at their August meeting. The PUD process requires a subdivider to dedicate 15% common open space to preserve the natural features of a particular site. Within the 15% common open space, City Council - July 6, '1999 Remington P.U.D.IMobile Home Park File # 99-10 Page 4 of 5 the city may require a percentage for public recreational purposes. The cash park dedication rate is still calculated as prescribed by Section 21-411. The required private and public open space be at least .62 acres. The assessed land value is $150,000. The city code requires that cash park dedication be based on the fair market value of the property. The-city may require an appraisal of the property. The cash dedication would maximize at 13% or $19,500. OPEN SPACE REQUIREMENT: SHORELAND DISTRICTS Section 23-159 of the Shoreland Ordinance requires planned unit developments within shoreland districts must maintain 50 percent of it's overall site acreage as open space. I have enclosed this section for Council reference. A revised preliminary plat must address this requirement. PLANNING COMMISSION RECOMMENDATION: The Planning Commission at their June 28 meeting voted 5-1 to recommend approval subject to conditions listed later in this memo. The Planning Commission did not make a recommendation regarding the original boundary change (and revised change submitted at the meeting) proposed by the developer. STAFF RECOMMENDATION I recommend, upon the resolution of outstanding issues, the developer be required to submit a revised preliminary plat proposal. The conditions in italics were added based on issues raised by the public, Planning Commissioners, and staff. 4. 5. 6. 7. 8. 9. 10. Continued coordination with the Hennepin County Highway Department with respect to County Road 110 access. Incorporate the recommendations of the City Engineer into the final plat for review and approval. Minnehaha Creek Watershed District must review the storm water/grading plans. DNR must review the steep slope information. Preparation of draft subdividers agreement (review by City Attorney) Preparation of deeds to proposed city property (review by City Attorney) Preparation of easements (review by City Attorney) Draft homeowner's association documents (review by City Attorney) Developer must provide a title opinion for all properties involved. Payment of any remaining park dedication fees, sewer assessment fees, water City Council - July 6, 1999 Remington P.U.D./Mobile Home Park File # 99-t0 11. 12. assessment fees at time of final plat review. The applicant is responsible for all fees incurred in the review of this plat. Leffer of credit for 1S0% of the cost of (he proposed project improvements and a 3% engineering escrow. 13. 14. 15. 16. 17. Outlot be created for the NURP pond. Storm sewer easements Architectural drawings for the attached homes(twin homes) be submitted. Compliance with any applicable requirements from the Hennepin Soil and Water Conservation District. Submit revised preliminary plat drawings (including Shoreland/PUD open space 50% requirement, impervious surface coverage data pertaining to total site coverage within'.. Minnetrista and individual lots). Cc: Remington Development Corporation Steve Codden Minnehaha Creek Watershed District Ceil Strauss, MN DNR Craig Anderson, Public Safety Director Hennepin County Highway Department Loren Gordon ~.~!~. of. Moun,.d, ~ ZONING § 23.159 Sec. 23-159. Planned unit developments. Altered zoning standards may be allowed as exceptions to this division for PUD's pro- 'vided preliminary plans are approved by the commissioner of natural resources p~ior to their final approval by the city, and further provided: (1) Central sewage facilities shall be installed which meet applicable standar}ls of the Minnesota Pollution Control Agency or the PUD is connected to a municipa.1 sanitary sewer; (3) Open space is preserved through the use of restrictive deed covenants, public dedica- tions, or other methods. PUD's within the shoreland district must maintain fifty (50) percent of its overall site acreage as open space; The following factors are carefully evaluated to ensure the increased density of · ~ ~ ~"~ ~ . development is consistent with the resource limitations of the protected water: a. Suitability of the site for the proposed use; b. Physical and aesthetic impact of increased density; c. Level of current development; d. Amount and ownership of undeveloped shoreland; e. Levels and types of water surface use; f. Possible effects on over-all public use. (4) Any commercial, recreational, community, or religious facility allowed as part of the PUD shall conform to all applicable federal and state regulations including, but not limited to the following: a. Licensing provisions or procedures; b. Waste disposal regulations; c. Water supply regulations; d. Building codes; e. Safety regulations; f. Regulations concerning the appropriation and use of protected waters as defined in Minnesota Statutes, section 105.37, subdivision 14; and g. Applicable regulations of the Minnesota Environmental Quality Board. (5) The final plan for a PUD shall contain no major alterations unless al~proved in writing by the developer, the city and the commissioner of the department of natural resources; (6) There are centralized shoreline recreation facilities such as beaches, docks and boat launchin.g facilities. lOrd. No. 49, § 1(49.14970), 11-6-72; Ord. No. 143, subd. 1, 5-5-$6) Supp. No. 5 149S.1 Remington Development Corporation $7 OUTCOT A 2~ 10 22 ACCESS EA~E.~T I0° ACCESS E~ S~"]d[r N T 2O NORTH 50 1 O0 200 23 Lo_cation Map CO '-IALSTEAD E RI' Remington PUD FROM: RE: FILE: DATE: MEMO Steve Moore Paul Heuer Mobile Home Park Redevelopment BRA File No. 260.gen June 21, 1999 Rosene Anderllk & Associates We have reviewed the submittal dated lune 4, 1999 and offer thc following comments rogarding engineering issues. A more detailed reviewed will be performed after construction plans and specifications are submitted. . ..i~ · Halstead Avenue will be reconstructed to city standards. · The owner should verify thc current fight-of-way widths. Additional right-of-way may nerd to be dedicated. $~nitar~ Sewer · The concept shown is acceptable. · Efforts should be made to adjust the manhole locations to allow for no less than 90 degree bends in manhole bottoms. · Invert elevations appear to be inaccuram. · Th~ lift station is not shown. · Existing and proposed sanitary sewer lines arc not distinguished. W~er ~a~ · The City of Minnetrista currently has no water main in thc area of this development. Discussions are underway that could lead to a Minnetrista water system in this area in the near future. If this occurs, then water will be available at thc west edge of the South Saunders Lake development. If this does not occur, then it is expected that the City of Mound will serve this property with water. Mound water currently exists near th~ east edltz of this property, on thc south side of CR110W. Regardless of whether this property is served by Minnetrista or Mound water, the water main will need to bo extended to the west sid~ of Halstead Avenue for futura extension, · If this property is served by Mound water, then Mound must verify that sufficient capacity and fir~ flows can be provided to this development. · Water needs to be extended to the west side of the lower portion of Halstead Avenue for future extension. Storm Stwer/Draina~e · A Iow point is shown on the lower portion of Halstead Avenue without catch basins. We recommend that catch basins be installed at this location and pipe be installed from this point to the proposed catch basins ne. ar the cul-de-sac, gtm'm sewer should also be extended to the west to gN~SOB O0~ISgNOS allow for a future storm scwcr connection. The downstream pipes should be desisned to ~cconunodetc this &~iuge. Depending on the drainage calculations, cau:h basins 3 and 4 may need to be high capacity to convey as much drainage to the water quality pond as possible. An emergency overflow swale must be designed and constructed over the storm sewer from catch basin 9 to ~he pond to convey or.land flows during large siorm events. M scelltsa o#s Charlgcs i~ corporate boundaries n~cI tO be remlved. The preliminary plat does not include permanent utility easements. Wherever sanitary sewer, water main, or storm sewer is proposed over private property, then these easements are required on the plat. Typical easement widths are 20-fe~t, unless unusual pipe depths warrant wider c~:nN cn/¢~:~lnp:oL ~/PP/9~ I-LcLo¢9Lc9 ~ ~T~aqlQN¥ qNqSO~ OOalSqNOg REMINGTON DEVELOPMENT CORPORATION 7110 - l0th Street No. Suite 119 Oakdale, MN 55128 June 14, 1999 Steve Moore, City Planner City of Mlnnestrista 7701 County Road 110 West Minnetrista, Minnesota l)eir Steve The followinE is a summary of the concerns brought to the attention of Remington Development and the rffolution of such concerns relative to the redevelopment of the Trailer l)aFk on the Mound-Minnetrista Border. The initial plan had two roads in the upper part of the development that were not connected, causing problems for emergency vehicles. The roads were connected and a one way drive was proposed, enabling access for emergency vehicles. The disposition of storm water and resolution of the existing drainage problems was discussed. Storm water has been routed through the property to s settling pond, and then out to the Lake. Based upon the hydrological calculations, the present storm water drainage problems will be mitigated, if not completely The City council wanted ltalstead Avenue to be completely reconstructed with concrete curb, without a charge to the current resident or the City of Minnetrista. Remington has a _greecl__ to reconstruct the road. A number of the residents were concerned with the placement of twin homes on Halstead Avenue. These were changed to single family homes. The city council membeFs were concerned about the issue that fi private roadway in the upper park could cause access issues for emergency vehicles and utilities. Remington plans to include the roadway in an outlot and deed that lot to the city. The city council was concerned about lots on the boundary of the city of Mound and Minnctrista. They indicated that all lots should be in one city or the other, 1/~n~n is proposing to alleviate thb concern by modify the exbting boundary between the two cities with a simultaneous ~ttachment/d~cbment. If you hive tn~.questiooJ or any of these Issues or explmnations are unclear, do not. hesitate to c°hti~t the undersigned for more detsib, Ed Forllti Remington Development Corporation 612-963-34~ Minn. Stat. § 414.061, subds. 1- 3. Minn. Stat. § 414.061, sub& 4. In re City of Brooklyn Park, 305 N.W.2d 596 (Minn. 1981). See League memo, Annexation of Land to Minnesota Cities, 390b. 1. HANDBOOK FOR MINNESOTA CH'lES After the hearing, the board must issue its order. No popular vote is necessary in any detachment proceedings. The board may grant the petition if it finds that the conditions set forth in the petition exist, that the detachment would not affect the symmetry of the detaching city, and that the land is not needed for reasonably anticipated future development of the detaching city. The board, in its order, may decrease the size of the detachment area. It may also relieve the detached area of any city indebtedness and require the assumption of town indebtedness in such proportions as it deems equitable. The detached land then becomes a part of the town in which it is located. The board may deny the detachment if it finds that the remainder of the city cannot continue to carry on the functions of government without undue hardship. Concurrent detachment and annexation Property in one city and contiguous or bordering upon another may be concurrently detached and annexed by the adjoining city. There are three ways to initiate this procedure: by the concurrent resolutions of the cities; by the Municipal Board on its own, if a neighboring city completely surrounds the area; or by a petition of all property owners in the affected area. The board must conduct a hearing and issue an order either approving the concurrent action with or without modifications, or denying the detachment and annexation of the property. The board's order is final and no subsequent elections are necessary. AnnexatiOn Annexation questions pose some of the most difficult technical and policy problems facing municipal officials. Annexations present technical difficulties because sound, realistic facts and estimates regarding the financial and service implications of a proposed annexation are necessary. Annexation involves important policy questions relating to the welfare of the entire urban community--both the city and surrounding land. The council must determine if the city as a corporate entity will grow with the surrounding economic community. The council must also decide whether the city can extend services to surrounding, developing areas and annex those areas without incurring a heavy, financial responsibility that results in increased taxes or other fees and charges. 26 SURVEY ON FILE?(¥ESt NO LOT OF RECORD? YES / NO YARD ] IIOUSE ......... FRONT FRONT SIDE SIDE REAR LAKE TOP OF BLUFF CITY OF MOUND - ZONING INFORMATION SHEET ZONING DISTRICT, LOT SIZE/WIDTH: DIRECTION ] N S E W N S E W N S E W N S E W N S E W N S E W ~ iO,O00/~O~"X~Bi ~,500/0 RZA 6,000/40 B2 20,000/80 R2 6,000/40 B3 10,000/60 R2 14,000/B0 R3 ~EE ORD. I1 30,000/100 REQUIRED [ EXISTING/PROPOSED 15' 50' 10' OR 30' EXISTING LOT SIZE: LOT WIDTIt: LOT DEPTH: VARIANCE GARAGE, SllED ..... DETACIIED BUILDINGS FRONT N S E W FRONT N S E W SIDE N S E W SIDE N S E W REAR N S E W LAKE N S E W TOP OF BLUFF 4' OR 6' 4' OR 6' 4' 50' 10' OR 30' IIARDCOVER 30% OR 40;; This Zoning Information Sheet only summarizes a portion of fl~e requirements oullincd in fl~e City of Mound Zo.ing Ordinance. For fur~er info~ation, contact ~e City of Mound Planning ~pattment at 472-06~. ~".:' ~ e · · -. '. ~ '~ ~ ' :" ~'.:''_. e '. I .... ~" ...... ~ ~ ~ ~_a - . I ~ I .:' ......~ ' ~~~.-.....7.:,,.,~,,, ;- ................ .-~ ~ ~ :_ , _-"~.t.'"~'.,,~, . ~ -,o ~ -~ - , : -: , ~ '" ' ' ' ' . . ~(~) ' ~" .0x'~ ~ . ~ u o ~ ~ o -..:. . . ~5~" ' RESOLUTION NO. APPROVING THE TRANSFER AND ASSIGNMENT OF THE CABLE TELEVISION FRANCHISE TO MEDIACOM LLC WHEREAS, on or about , the City of Mound ("City") passed and adopted Ordinance No. 99-1998 granting a Cable Television Franchise ("Franchise") currently held by Triax Midwest Associates, L.P. ("Triax"); and WHEREAS, on April 29, 1999, a certain Asset Purchase Agreement ("Agreement") was made and entered into by and among Triax and Mediacom LLC; and WHEREAS, Triax and Mediacom have requested consent by the City to transfer the Franchise and the assets comprising the Cable System to Mediacom Minnesota LLC ("Mediacom"); and WHEREAS, in compliance with the terms of the Asset Purchase Agreement, the name of grantee/franchisee under the Franchise will be changed to Mediacom; and WHEREAS, under the Franchise and applicable law, the proposed Transfer require consent from the City; and WHEREAS, the City has reviewed the proposed Transfer and the legal, technical, and financial qualifications of Mediacom and Mediacom LLC; and WHEREAS, based on information obtained and on the reports and information received by the City, including the report prepared by the City's cable television consultants, Moss & Barnett, a Professional Association, which is hereby incorporated by reference, the City has found no reason to disapprove of the proposed Transfer to Mediacom. 273977/1 NOW, THEREFORE, the City Council for the City of Mound resolves as follows: 1. Triax is the lawful holder of the Franchise. 2. The City hereby consents and approves of the proposed Transfer subject to: a. Closing of the transaction contemplated within the Asset Purchase Agreement pursuant to the terms and conditions described in information provided to the City by Triax and Mediacom LLC. b. Mediacom LLC notifying the City in writing of the completion of the Transfer within thirty (30) days of the date of closing of the Transfer. c. Mediacom, within thirty (30) days of the closing of the Transfer providing the City with a signed Acceptance of the Franchise in the form attached hereto and incorporated by reference [and a Certificate of Good Standing or Existence for Mediacom for the State of Minnesota. 3. The City hereby waives any right of first refusal which the City may have to purchase the Franchise, or the cable television system serving the City, but only as such right of first refusal applies to the request for approval of the Transfer now before the City. 4. In the event the Transfer from Triax to Mediacom contemplated by the foregoing resolutions is not completed, for any reasons, the City's consent shall not be effective. 273977/1 2 5. Mediacom may, at any time and from time to time, assign, grant, or pledge or otherwise convey one or more liens or security interests in its assets, including its rights, obligations and benefits in and to the Franchise to any lender providing financing to Mediacom. 6. To the maximum extent permitted by all applicable local, state and federal laws, this Resolution shall not be construed to in any way relieve Triax nor limit Mediacom from any liability under the Franchise. This Resolution shall take effect and continue and remain in effect from and after the date of its passage, approval, and adoption. A motion to approve the foregoing Resolution No. was made by Council Member and duly seconded by Council Member The following Council Members voted in the affirmative: The following Council Members voted in the negative: 273977/1 3 Passed and adopted by the City Council for the City of Mound this , 1999. ATTEST: CITY OF MOUND day of By: By: Its: 273977/1 4 BP.~N T. GROGAN (612) 34%0340 E-Mail: GroganB@moss-bamett.¢om LAW OFFICE5 MOSS & BARNETT A PROFESSIONAL ,~CiATION 4800 NoRw~,sT C£~R 90 SouTH SEv£r~TH STREET MINNEAPOLIS, MINNESOTA 55402-4129 T~.EPHONE (612t 347-0300 F^CSIMIL£ (612)339-6686 August 4, 1999 VIA U.S. MAIL Ms. Francene Clark-Leisinger City Clerk City of Mound 5341 Maywood Road Mound, MN 55364-1687 Moss & Barnett's Report Regarding Triax's Proposed Assignment of the City's Cable Television Franchise to Mediacom LLC Our File No.: 39962.1 Dear Fran: Enclosed herewith please find Moss & Barnett's Report regarding Triax Midwest Associates, L.P. proposed assignment of the City's Cable Television Franchise to Mediacom LLC. Although the Report is quite large, I believe that you will find that the Report is broken down into sections which will allow the reader to quickly ascertain the information they are most interested in. The Report provides an overview of the inf6rmation which both Triax and Mediacom made available to us on which our Report is based. We also review the applicable law relevant to consider in a proposed transfer as well as a description of the Asset Purchase Agreement executed by Mediacom and Triax on April 29, 1999. The Report then reviews Mediacom's legal and technical qualifications to own and operate the cable system. We also provide detailed responses of interviews we conducted with sixteen (16) different cities which Mediacom presently serves around the country to provide the City with an overview of how other similarly situated communities view Mediacom's performance. The Report contains a detailed review on Mediacom's financial qualifications based on the information which Mediacom provided to us. We also address any additional issues which the City may have under its current franchise, then provide recommendations for action by the City. Attached to the Report as Exhibits are appropriate background information regarding the transaction as well as a proposed Resolution at Exhibit D for the City council's consideration and action. The Report also contains a proposed Acceptance Agreement and Guaranty of Performance which are referenced within the Resolution. MOSS & BARNETT h PROFESSIONAL ASSOCIATION Ms. Francene Clark-Leisinger August 4, 1999 Page 2 An advanced copy of this Report was forwarded to Mediacom and Triax and they were permitted to provide input to Moss & Barnett to ensure the factual accuracy of the Report. This Report should be distributed to your City attorney and City council for their review, consideration and input. Thereafter, the City council should take action to issue its decision regarding the proposed transfer of the City's Cable Television Franchise from Triax to Mediacom. We recommend that the City utilize the proposed Resolution contained within our Report at Exhibit D for this purpose. If you should have any questions or if we can provide any additional information or assistance, please feel free to contact us. Very truly yours, BTG/tlh cc: Triax Midwest Associates, L.P Mediacom LLC c/o Jane Bremer, Esq. (via U.S. Mail w/enclosure) 273999/1 Report to the City of Mound, Minnesota Regarding Triax Midwest Associates, L.P. Proposed Assignment of the City's Cable Television Franchise to Mediacom LLC August 4, 1999 *Also licensed to practice in the State of Iowa. Prepared by: Brian T. Grogan, Esq. Timothy L. Gustin, Esq. Michael R. Nixt, Esq. Vincent J. Fahnlander, Esq.* Moss & Barnett A Professional Association 4800 Norwest Center 90 South Seventh Street Minneapolis, MN 55402-4129 (612) 347-0300 (612) 339-6686 facsimile 273977/1 Report to the City of Mound, Minnesota Regarding Triax Midwest Associates, L.P. Proposed Assignment of the City's Cable Television Franchise to Mediacom LLC August 4, 1999 Table of Contents Introduction ...................................................................................................................... 1 Applicable Law ................................................................................................................ 3 Description of Transfer and Assignment .......................................................................... 8 Legal Qualifications ......................................................................................................... 9 Technical Qualifications ................................................................................................. 10 Interviews with City Officials .......................................................................................... 13 Financial Qualifications .................................................................................................. 34 Additional Issues ........................................................................................................... 46 Recommendations ......................................................................................................... 47 Exhibits A. Transfer Questionnaire/Application Response for Triax Midwest Associates, L.P. and Mediacom LLC B. Certificates of Good Standing or Existence for Mediacom LLC C. Subscribers & Homes Passed by State D. Draft Resolution Approving Transfer E. Acceptance of a Franchise For a Cable Television System F. Guaranty of Performance G. Ownership Structure H. July 22, 1999 letter from Larkin, Hoffman 273977/1 ii 2,,007 Introduction The City of Mound, Minnesota ("City") has before it a request from Triax Midwest Associates, L.P. ("Triax'), to approve a proposed assignment of its cable television franchise to Mediacom Minnesota LLC, a wholly owned subsidiary of Mediacom LLC (hereinafter collectively referred to as "Mediacom"). Pursuant to Ordinance No. 99-1998 adopted on June 23, 1998 at Section 1.8 ("Franchise"), the proposed transfer of the Franchise from Triax to Mediacom is prohibited without written consent of the City. In light of the request by Triax and Mediacom and the procedural requirements outlined in Section 1.8 of the Franchise, Moss & Barnett, A Professional Association, has been retained by the City and was asked to provide this report ("Report"). In preparing this Report, Moss & Barnett has relied upon information submitted by Triax and Mediacom including: 1. FCC Form 394-Application for Franchise Authority Consent to Assignment or Transfer of Control of Cable Television Franchise received by the City on or about May 24, 1999. 1999. Transfer Questionnaire/Application Response for Mediacom dated June 4, 3. Asset Purchase Agreement, dated April 29, 1999, by and between Triax Midwest Associates, L.P. and Mediacom LLC, including all Schedules and Exhibits thereto, except for Schedule 1.1(h), Schedule 3.3(h), Schedule 9.3, Schedule 10.9, Exhibit F, and Exhibit G, which were withheld by Triax and/or Mediacom for reasons of confidentiality. 4. Certificates of Good Standing or Existence for Mediacom. 5. Selected financial information as described in the "Financial Qualifications" section of this Report. In preparing this Report, Moss & Barnett not only reviewed FCC Form 394 and the Asset Purchase Agreement by and between Triax and Mediacom, but also contacted sixteen (16) communities served by Mediacom to solicit input regarding Mediacom's past performance in these communities. The purpose of these telephone calls was to review the character and operational performance of Mediacom to provide the City with a picture of the management philosophy of this company. The Report has been prepared with Brian T. Grogan serving as project manager, Timothy L. Gustin assisting with due diligence and document preparation, legal assistant Ken A. Moats assisting in the telephone survey and in updating clients regarding various procedural requirements. In addition, Mr. Michael R. Nixt, who is a 273977/1 1 former CPA with Coopers & Lybrand, performed the financial review of Mediacom, and Mr. Vincent J. Fahnlander, who is an attorney licensed to practice in both Minnesota and Iowa, assisted in Report preparation for municipalities which we represent in the State of Iowa. Moss & Barnett strongly recommends that this Report be reviewed by your local City attorney. Your local City attorney has knowledge of state law and the City's code and we believe it is important to obtain the input of the City attorney before any action is taken on this Report and our recommended Resolution. 273977/1 2 Applicable Law The following provisions of federal law, state law, and the Franchise govern the actions of the City in acting on the request of Triax and Mediacom for approval of the transfer and assignment of the Franchise from Triax to Mediacom. FEDERAL LAW The Cable Communications Policy Act of 1984, as amended by the Cable Consumer Protection and Competition Act of 1992 and the Telecommunications Act of 1996 ("Cable Act"), provides at Section 617 (47 U.S.C. § 537): Sales of Cable Systems A franchising authority shall, if the franchise requires franchising authority approval cfa sale or transfer, have 120 days to act upon any request for approval of such sale or transfer that contains or is accompanied by such information as is required in accordance with Commission regulations and by the franchising authority. If the franchising authority fails to render a final decision on the request within 120 days, such request shall be deemed granted unless the requesting party and the franchising authority agree to an extension of time. The Cable Act also provides at Section 613(d) (47 U.S.C. § 533(d)) as follows: (d) Requlation of ownership bv States or franchisincl authorities Any State or franchising authority may not prohibit the ownership or control of a cable system by any person because of such person's ownership or control of any other media of mass communications or other media interests. Nothing in this section shall be construed to prevent any State or franchising authority from prohibiting the ownership or control of a cable system in a jurisdiction by any person (1) because of such person's ownership or control of any other cable system in such jurisdiction, or (2) in circumstances in which the State or franchising authority determines that the acquisition of such a cable system may eliminate or reduce competition in the defivery of cable service in such jurisdiction. Further, the Federal Communications Commission ("FCC") has promulgated regulations governing the sale of cable systems. Section 76.502 of the FCC's regulations (47 C.F.R. § 76.502) provides: 273977/1 3 47 C.F.R. § 76.502 Time Limits Applicable to Franchise Authority Consideration of Transfer Applications A franchise authority shall have 120 days from the date of submission of a completed FCC Form 394, together with all exhibits, and any additional information required by the terms of the franchise agreement or applicable state or local law to act upon an application to sell, assign, or otherwise transfer controlling ownership of a cable system. A franchise authority that questions the accuracy of the information provided under paragraph (a) must notify the cable operator within 30 days of the filing of such information, or such information shaft be deemed accepted, unless the cable operator has failed to provide any additional information reasonably requested by the franchise authority within 10 days of such request. If the franchise authority fails to act upon such transfer request within 420 days, such request shaft be deemed granted unless the franchise authority and the requesting party otherwise agree to an extension of time. STATE LAW Minnesota Statutes Section 238.083 Sale or Transfer of Franchise provides: Subd. 1. Fundamental corporate change defined. For purposes of this section, "fundamental corporate change" means the sale or transfer of a majority of a corporation's assets; merger, including a parent and its subsidiary corporation; consolidation or creation of a subsidiary corporation. Subd. 2. Written approval of franchising authority. A sale or transfer of a franchise, including a sale or transfer by means of a fundamental corporate change, requires the written approval of the franchising authority. The parties to the sale or transfer of a franchise shall make a written request to the franchising authority for its approval of the sale or transfer. The franchising authority shaft reply, in writing, within 30 days of the request and shall indicate its approval of the request or its determination that a public hearing is necessary if it determines that a sale or transfer of a franchise may adversely affect the company's subscribers. The franchising authority shall conduct a public hearing on the request within 30 days of that determination. Subd. 3. Notice of hearing. Unless otherwise already provided for by local law, notice of the headng must be given 14 days before the hearing by publishing 273977/1 4 notice of it once in a newspaper of general circulation in the area being served by the franchise. The notice must contain the date, time, and place of the hearing and must briefly state the substance of the action to be considered by the franchising authority. Subd. 4. Approval or denial of sale or transfer request. Within 30 days after the public hearing, the franchising authority shall approve or deny, in writing, the sale or transfer request. The approval must not be unreasonably withheld. Subd. 5. Sale or transfer of franchise without system. The parties to the sale or transfer of a franchise on/y, without the inclusion of a cable communications system in which at/east substantial construction has commenced, shall establish that the sale or transfer of only the franchise wi//be in the public interest. Subd. 6. Sale or transfer of stock. Sale or transfer of stock in a corporation so as to create a new controlling interest in a cable communications system is subject to the requirements of this section. The term "controlling interest", as used herein, is not fimited to majority stock ownership, but includes actual working control in whatever manner exercised. LOCAL LAW The City of Mound's Franchise at Section 1.8, provides: SECTION 1.8. FRANCHISE NON-TRANSFERABLE. 'a. Grantee shall not voluntarily or involuntarily, by operation of law or otherwise, sell, assign, transfer, lease, sublet or otherwise dispose of., in whole or in part, the Franchise and/or Cable System or any of the rights or privileges granted by the Franchise, without the prior written consent of the Council and then only upon such terms and conditions as may be prescribed by the Council with regard to the proposed transferee's legal, technical and financial qualifications, which consent shall not be unreasonably denied or delayed. Any attempt to sell, assign, transfer, lease, sublet or otherwise dispose of all or any part of the Franchise and/or Cable System or Grantee's rights therein without the prior written consent of the Council shall be null and void and shall be grounds for termination of the Franchise pursuant to Section 1.30 hereof and the applicable provisions of any Franchise Agreement. b. Without limiting the nature of the events requiring the Council's approval under this Section, the following events shall be deemed to be a sale, assignment or other transfer of the Franchise and/or Cable System requiring compliance with this Section: (i) the sale, assignment or other transfer of afl or a majority of Grantee's assets or the assets comprising the Cable System to any Person; (ii) the merger of the Grantee or any of its parents with or into another Person (including the merger of Grantee or any parent with or into any parent or subsidiary corporation or other Person); (iii) the 273977/1 5 consolidation of the Grantee or any of its parents with any other Person; (iv) the creation of a subsidiary corporation or other entity; (v) the sale, assignment or other transfer of capital stock or partnership, membership or other equity interests in Grantee or any of its parents by one or more of its existing shareholders, partners, members or other equity owners so as to create a new Controlling Interest in Grantee; (vi) the issuance of additional capital stock or partnership, membership or other equity interest by Grantee or any of its parents so as to create a new Controlling Interest in Grantee; and (vii) the entry by the Grantee into an agreement with respect to the management or operation of the Grantee, any of Grantee's parents and/or the System or the subsequent amendment thereof. The term "Controlling Interest" as used herein is not limited to majority equity ownership of the Grantee, but also includes actual working control over the Grantee, any parent of Grantee and/or the System in whatever manner exercised. c. Grantee shall notify Grantor in writing of any foreclosure or any other judicial sale of afl or a substantial part of the property and assets comprising the Cable System of the Grantee or upon the termination of any lease or interest covering all or a substantial part of said property and assets. Such notification shall be considered by Grantor as notice that a change in control or ownership of the Franchise has taken place and the provisions under this Section governing the consent of Grantor to such change in control or ownership shall apply. d. For the purpose of determining whether it shall consent to such change, transfer or acquisition of control, Grantor may inquire into the qualifications of the prospective transferee or controlling party, and Grantee shall assist Grantor in any such inquiry. In seeking Grantor's consent to any change of ownership or control, Grantee shall have the responsibility of insuring that the transferee completes an application in form and substance reasonably satisfactory to Grantor, which application shall include the information required under this Ordinance and Applicable Laws. The transferee shall be required to establish to the satisfaction of the City that it possesses the legal, technical and financial qualifications to operate and maintain the System and comply with all Franchise requirements for the remainder of the term of the Franchise. If, after considering the legal, financial, character and technical qualities of the transferee and determining that they are satisfactory, the Grantor finds that such transfer is acceptable, the Grantor shall permit such transfer and assignment of the rights and obligations of such Franchise as may be in the public interest. The consent of the Grantor to such transfer shall not be unreasonably denied. e. Any financial institution having a security interest in any and all of the property and assets of Grantee as security for any loan made to Grantee or any of its affiliates for the construction and/or operation of the Cable System must notify the Grantor that it or its designee satisfactory to the Grantor shall take control of and operate the Cable Television System, in the event of a default in the payment or performance of the debts, liabilities or obligations of Grantee or its affiliates to such financial institution. Further, said financial institution shall also submit a plan for such operation of the System within thirty (30) days of assuming such control that will insure continued service and compliance with all Franchise requirements during the term the financial institution or its designee exercises control over the System. The financial 273977/1 6 institution or its designee shall not exercise control over the System for a period exceeding one (1) year unless extended by the Grantor in its discretion and during said period of time it shall have the right to petition the Grantor to transfer the Franchise to another Grantee. f. In addition to the aforementioned requirements in this Section '1.8, the City and Grantee shall, at afl times, comply with the requirements of Minnesota Statutes Section 238. 083 regarding the sale or transfer of a franchise and with afl other Appficable Laws. SECTION 1.9. CITY'S RIGHT TO PURCHASE SYSTEM. The City shall have a right of first refusal to purchase the Cable System in the event the Grantee receives a bona fide offer to purchase the Cable System from any Person. Bona fide offer as used in th/s Section means a wr/tten offer which has been accepted by Grantee, subject to the City's rights under this Ordinance and any Franchise Agreement. The price to be paid by the City shall be the amount provided for in the bona fide offer, including the same terms and condit/ons as the bona fide offer. The City shall notify Grantee of its decision to purchase within sixty (60) days of the City's receipt from Grantee of a copy of the written bona fide offer and such other relevant and pertinent information as the City shall deem appropriate. 273977/1 7 Description of Transfer and Assignment Mediacom presently owns and operates cable systems in fourteen (14) states and in 313 franchised communities serving over 370,000 cable and Internet customers. Triax is presently operating cable systems in approximately 617 franchised communities, serving approximately 342,000 customers. The transaction contemplated will result in Mediacom expanding its scope of operations into six (6) additional states where it is not presently doing business, increasing the number of customers by nearly 100%, and increasing the number of communities served by approximately 187%. On April 29, 1999, Mediacom and Triax entered into an Asset Purchase Agreement ("Purchase Agreement") which provides for the acquisition of substantially all of the Triax cable system operations described above ("Systems"), subject to certain exclusions based upon the success of Triax in obtaining applicable governmental consent of the several hundred communities which are involved in Triax's operations. The Purchase Agreement provides that Mediacom will purchase from Triax the Systems for a stated amount of $740,000,000.00, subject to certain adjustments, both increases and decreases to the purchase price based on the occurrence of certain events occurring prior to the Closing Date of the Purchase Agreement. The current ownership structure of Mediacom consists of Mr. Rocco B. Commisso (9.7%), Morris Communications Corporation (64.5%), Chase Manhattan Corporation (9.5%), U.S. Investor, Inc. (619%), Private Market Fund, L.P. (5.3%), and BMO Financial, an affiliate of Bank of Montreal, and two undisclosed private individuals (4.1%). There are presently a number of wholly-owned subsidiaries of Mediacom. One is Mediacom Capital Corporation, which was formed primarily for the purpose of facilitating ownership of corporate indentures by entities that are restricted from owning bonds issues by limited liability companies. The remaining subsidiaries of Mediacom were formed for operating purposes on a regional basis. Mediacom has formed new operating subsidiaries, which will hold all of the Systems acquired in this transaction as well as those from another smaller transaction with Zylstra Communications Corporation. Mediacom Minnesota LLC, the proposed grantee, will hold title to the operating assets of the business and will be the operator of the Systems. Please see the flow chart on Exhibit G for a depiction of the corporate structure. 8 Legal Qualifications The legal qualifications standard relates primarily to an analysis of whether Mediacom is duly organized and authorized to own and control the cable system in the City. The applicable standard of review is that the City's consent shall not be unreasonably withheld.1 We have focused our analysis on the legal qualifications of Mediacom LLC ("Mediacom"), the proposed grantee. Mediacom, a New York limited liability company, was formed on July 17, 1995. Confirmation was obtained from the New York Secretary of State that Mediacom is in good standing and has a legal existence in the State of New York. See Exhibit B for the Certificate from the State of New York Office of the Secretary of State. Mediacom was formed for the purpose of acquiring, constructing and operating cable television properties located primarily in Alabama, Florida, Mississippi, Tennessee, Delaware, Maryland, North Carolina, Missouri, Kansas, Kentucky, Illinois, Oklahoma, California, and Arizona. As the proposed Grantee for the City's system, Mediacom Minnesota LLC must be authorized to conduct business in the State of Minnesota. Mediacom has provided Certificates of Good Standing or Existence for the State of New York, where Mediacom is organized, and the States of Arizona and Illinois. These certificates confirm the authority of Mediacom to own and operate the cable television system in the cites in those states. However, for the States of Minnesota, Iowa and Wisconsin, Mediacom plans to qualify the legal entities shortly before closing of the transaction and therefore has not provided the certificates to confirm the requisite authority. Upon providing the certificates, however, Mediacom will possess the legal qualifications to own and operate the cable television systems in the cities located in those states. These cities should condition their approval of the transfer on receipt of said certificates. See Exhibit B for the Certificate of Good Standing that have been provided. Based on our review of the legal qualifications of Mediacom, we conclude it would be unreasonable for the City to find that upon closing of the transactions contemplated under the Purchase Agreement and receipt of the requisite Certificate of Good Standing or Existence, Mediacom will not be legally qualified to own and operate the cable system in the City. See Minn. Stat. Section 238.083. 273977/1 9 Technical Qualifications The technical qualifications standard relates to Mediacom's technical expertise and experience in operating and maintaining cable television systems. In such a review, the standard is once again that the City's consent shall not be unreasonably withheld.2 Mediacom currently operates 148 cable television systems that serve over 370,000 subscribers in fourteen (14) different states. Mediacom has established four (4) operating regions to manage and operate those cable television systems. First, the Southern Region represents Mediacom's largest region and serves over 139,000 customers in the states of Alabama, Florida, Mississippi, and Tennessee. Second, the Mid-Atlantic Region serves approximately 88,000 customers in the states of Delaware, Maryland, and North Carolina. Third, the Central Region serves over 84,000 customers in Missouri, Kansas, Kentucky, Illinois, and Oklahoma. Fourth, the Western Region serves over 54,000 cable subscribers and Internet customers in California and Arizona. Mediacom plans to greatly expand its operations by venturing into jurisdictions where it does not currently serve. With approval of the transfer, Mediacom will serve approximately 725,000 subscribers in 20 states and across approximately 930 franchised communities. Since Mediacom previously served 370,000 subscribers in fourteen (14) states and across 313 franchise communities, this is a substantial undertaking in terms of technical necessity and expertise. This undertaking appears even more substantial considering the exponential growth by Mediacom in certain states, such as Illinois and Minnesota. Illinois, for example, currently has 5,046 Mediacom subscribers, or 1.4% of the Mediacom subscriber base. This number would escalate to 121,798 subscribers, or 17.5%, upon transfer approval. Similarly, in Minnesota, there are currently no Mediacom subscribers. However, with transfer approval, Mediacom would gain 106,330 subscribers to comprise 15.3% of the Mediacom subscriber base. Illinois and Minnesota would become Mediacom's top two states for subscriber count, upon transfer approval. Other states, such as Indiana, Iowa, Wisconsin, Michigan, and Ohio will also be a large part of Mediacom's surge in subscriber base. Please see Exhibit C regarding Subscribers & Homes Passed by State. Nonetheless, Mediacom has not proposed any changes to the operations or service in the City, nor has it sought any changes to the obligations under the existing Franchise. Mediacom has stated that it plans to make new technologies and new services available to its customers wherever commercially feasible, and it does have a history of upgrading cable systems to improve capacity, quality, and reliability. As well, Mediacom claims that subscribers presently served by Triax will generally see little or no disruption in existing operations, aside from the billing system which will have slight changes. See Minn. Stat. Section 238.083. 273977/1 10 Mediacom has stated that it does not anticipate any cost changes to current services resulting solely from Mediacom's acquisition of the Systems. However, historical operations suggest that an increase in the cost of basic service borne by the subscriber. Please see the section titled "Financial Qualifications" for further discussion. Mediacom will be managed by Mr. Rocco B. Commisso, who is the Manager, Chairman, and Chief Executive Officer of Mediacom. We understand that the terms of Mediacom's Operating Agreement provide Mr. Commisso with overall management and control of the business and affairs of Mediacom and its subsidiaries, with certain issues requiring approval of the Executive Committee. Also, we understand that neither the members of Mediacom nor the Executive Committee has the power to remove or replace Mr. Commisso as Manager of Mediacom except in limited circumstances. We were unable to verify the accuracy of such representations by Mediacom or determine what the limited circumstances are because a copy of the Operating Agreement was not furnished for our review due to reasons of confidentiality. However, assuming such representations to be true, Mr. Commisso does have significant experience in the cable television industry and seems well positioned to manage the new Systems, if the City approves the transfer. After the acquisition, Mr. Commisso will maintain authority over most of the management decisions, and his considerable experience should provide relative comfort to the City. In addition, it appears that Mr. Commisso will retain his current management team after the proposed transaction. His management team also has significant experience in the cable television industry. The Mediacom management team, through Mr. Rocco B. Commisso, has significant experience in the day-to-day operations of cable televisions systems throughout the country. Such management expertise should provide sufficient technical oversight to assist the proposed grantee in the day-to-day operations of its systems. Based on our review, we believe Mediacom possesses significant cable management expertise and experience in operating cable television systems. In addition, the following section regarding Interviews with City Officials demonstrates the high satisfaction among cities presently served by Mediacom. In fact, thirteen (13) of the sixteen (16) community officials we interviewed expressed great satisfaction with Mediacom's programming quality, service, and customer relations. We remain concerned, however, that the proposed transaction will more than double the size of Mediacom resulting in increased pressure on management. While we understand Mediacom will attempt to retain existing Triax personnel when possible, technical service and customer service remain concerns. 27397~ 1 1 Based on the foregoing, we conclude it would be unreasonable for the City to find that upon closing of the transaction contemplated under the Purchase Agreement, Mediacom will not be technically qualified to own and operate the cable system in the City. 12 Interviews with City Officials Mediacom owns, operates, or controls the cable communications systems serving approximately 370,000 cable and Internet subscribers. After the proposed transaction, the communities served will include the states of Illinois, Indiana, Iowa, Michigan, Minnesota, Ohio, and Wisconsin. Currently, Mediacom serves subscribers in Alabama, Florida, Mississippi, Tennessee, Delaware, Maryland, North Carolina, Missouri, Kansas, Kentucky, Illinois, Oklahoma, California, and Arizona. We attempted to contact city officials in communities representative of cable systems in each of these states. (The subscriber numbers used in this Report are approximated based on the Television & Cable Factbook and include a five percent (5%) increase from the last reported subscriber census provided therein.) We contacted a total of sixteen (16) communities in June and July 1999 with cable systems currently operated by Mediacom in order to ascertain the following: The nature and quality of the relationship between Mediacom and the community; Whether Mediacom worked well with the community in resolving cable service problems; Whether subscribers appear to be satisfied with the services they received from Mediacom; and The extent that Mediacom supports public access programming and local programming. These sixteen (16) communities were selected in order to obtain a response"f~rh communities with different characteristics. We contacted municipalities in the following states: Mississippi, Delaware, Kentucky, Alabama, Missouri, North Carolina, Florida, Kansas, and Tennesse. The number of subscribers in these cities ranged from approximately 251 subscribers in Huntland, Tennessee to 2,735 subscribers in Excel, Alabama to 23,415 in the Millsboro, Oceanview, and Bethany Beach, Delaware area. Please note that we requested from Mediacom a list of each and every community in which it operates along with appropriate contact information. Mediacom responded by providing only 44 communities. The sixteen (16) communities we contacted were taken from the list although the results may be suspect given that we worked from Mediacom's hand picked list rather than from the 316 community list we requested but never received. 273977/1 1 3 Sixteen (16) Communities Contacted in June and July 1999 An official from each community was contacted and asked the following questions with the responses summarized below. 1. How many years has Mediacom been operating the cable system? Mediacom has operated the cable systems for periods ranging from approximately two (2) years to over five (5) years. Most of the cable systems were acquired within the last two (2) to three (3) years. 2. Did Mediacom build the cable system? Mediacom has not built the systems in any of the communities interviewed. As such, it acquired the existing system from providers in all sixteen (16) communities. 3. How old is the existing system? System age ranges from approximately ten (10) years to over 25 years. Six of the communities have systems that are over 20 years old. Thirteen (13) of the communities have systems that are over fifteen (15) years old. Does Mediacom provide any high speed data services via the cable system to the city or any of its subscribers? Mediacom does not provide any high speed data services via the cable system to the interviewed communities at this time. However, in at least three (3) of the communities, Mediacom has installed fiber optic cable necessary to provide such service. What type of operational cutbacks or franchise amendments have been made since Mediacom took over? In only one (1) community of the sixteen (16) interviewed was a cutback reported. This community lost certain sports channels when Mediacom took over. In almost all of the other communities, officials noted that there have been additional channel offerings since Mediacom took over. Two (2) officials noted that Mediacom was agreeable to a franchise fee increase when it acquired the system. 6. Is there a local office for Mediacom? If not, how far is the office? Eight (8) communities had a local office. Five (5) of the other communities had a local office within 10 to 35 miles. One community had an office 45 to 50 miles away, while another had an office 100 miles away, and another had an office approximately 150 miles away. Ol273977/1 14 7. How many basic cable channels are there? 10. 11. 12. 13. Basic cable channels range from approximately 9 to 40 channels. Most officials were unsure how many basic channels were offered in their community as the "family basic package" is the more common package subscribed to. This is likely due to the limited offerings with the basic cable package, which is common in other communities with different cable television providers. The "family basic package" provides anywhere from 44 to 60 channels. Does Mediacom support public access programming? Mediacom supports public access programming in all of the interviewed communities except for one. There, the community has not requested a public access channel. Does Mediacom do any local programming? Mediacom does not do any local programming in any of the communities interviewed. Do the schools use the system? At least eleven (11) of the communities have schools that use the system. Four (4) officials did not know if the schools use the system. One (1) community does not have schools, but the franchise requires access for schools, if built. Another community recently requested installation of a line that would provide the schools with access to the system. Are most subscribers happy? Has the city received many complaints? All sixteen (16) of the sixteen (16) officials interviewed indicated that subscribers are pleased with Mediacom's service and quality in their municipality. These officials noted that their municipality has received very few complaints. Mediacom appears to be providing quality programming and good customer service. The few complaints these municipalities do receive are regarding the cable television rates. With increased channel offerings has come increased rates, in many of the communities. Does Mediacom satisfactorily resolve subscriber complaints? All sixteen (16) officials interviewed indicated that Mediacom satisfactorily resolves subscriber complaints. What are current subscriber rates? Current subscriber rates range from approximately $8.00 to $30.00 per month for a basic channel package, with most subscribers receiving family basic coverage with rates around $20.00 to $30.00 per month. 273977/1 15 15. 16. 17. 18. 19. Has Mediacom made any changes to subscriber rates? Fourteen (14) of the sixteen (16) communities have experienced rate increases upon Mediacom's acquisition of the system. Most of these communities, however, have also experienced an increase in channel offerings. How would you describe the city's relationship with Mediacom? Most of the officials described the relationship with Mediacom as good, very good, or excellent. Most responses were clearly positive. In only two (2) communities was there a more reserved description of the relationship with Mediacom, where it was described as "fair but distant" and "cordial." No officials described the relationship in a negative fashion. What types of problems has the city experienced with Mediacom? All sixteen (16) of the officials stated that the municipality has had no problems with Mediacom. Complaints about Mediacom center primarily on the rate structure and the increase in rates. What are your franchise fees? Are they paid on time? The franchise fees range from three percent (3%) to five percent (5%) of Mediacom's gross revenues. One community does not base its fee on a percentage of gross revenues, but instead receives a $25,000.00 flat franchise fee. All of the interviewed officials noted that the fees are always paid on time. One official provided one instance where a fee was not paid on time, but Mediacom seemed to be operating under a previous payment date. Upon notice to Mediacom, the franchise fee was immediately paid. What is the programming/picture quality like? The majority of responses ranged from good to very good. A few officials stated that local channels may experience sun spots or shadows at times. One official described the quality as less than desirable, another described it as fair, and another as satisfactory. Overall, the communities seemed satisfied with the programming/picture quality. Would you grant a new franchise to Mediacom? Why or why not? Fifteen (15) of the sixteen (16) officials said that the municipality would probably grant Mediacom a new franchise. The other official was unsure, but thought that a new franchise would be gra. nted. Overall, the officials indicated that the municipality and its residents were satisfied with Mediacom. This satisfaction was conditioned by six (6) of the officials on the fact that Mediacom is the only provider available in that city. It seems that many of the cities would welcome competition and an alternative provider. Five (5) of the cities indicated that their franchise was recently renewed. ,,~~ 273977/1 16 SPECIFIC RESPONSES FOR EACH OF THE SIXTEEN (16) MUNICIPALITIES The cities interviewed were from a list of 44 cities provided by Mediacom and may not be a true random sample. The responses provided may or may not be the same as for the cities that were not included on the list of cities provided by Mediacom. An official from each community was contacted and asked the following questions. 2. 3. 4. 7. 8. 9. 10. 11. 12. 13. 14. 15. 16. 17. 18. How many years has Mediacom been operating the cable system? Did Mediacom build the cable system? How old is the existing system? Does Mediacom provide any high speed data services via the cable system to the city or any of its subscribers? What type of operational cutbacks or franchise amendments have been made since Mediacom took over? Is there a local office for Mediacom? If not, how far is the office? How many basic cable channels are there? Does Mediacom support public access programming? Does Mediacom do any local programming? Do the schools use the system? Are most subscribers happy? Has the city received many complaints? Does Mediacom satisfactorily resolve subscriber complaints? What are current subscriber rates? Has Mediacom made any changes to subscriber rates? How would you describe the city's relationship with Mediacom? What types of problems has the city experienced with Mediacom? What are your franchise fees? Are they paid on time? What is the programming/picture quality like? 273977/1 17 19. Would you grant a new franchise to Mediacom? Why or why not? The following is a very short synopsis of the information that was conveyed by the city officials. As such, the following responses cannot be taken as a true reflection of the attitudes that the city officials have toward Mediacom. City: Louisville, Mississippi Contact: Andy Woods Title: Mayor 1. Two to three years. 2. No. 3. Approximately 25 years. 4. No. 5. None. 6. Yes. 7. Mr. Woods is not sure of the number of channels offered in the basic cable package. 8. Yes. 9. No. 10. Yes. 11. Yes. He has received very few complaints with regards to Mediacom. 12. Yes. 13. The average rates vary from $28.00 to $33.00. 14. The subscriber rates were increased last year. Along with the rate increases, Mediacom offered additional channels. Good. No. The city collects a 3 1/2% franchise fee which is paid quarterly and received on time. Good to very good. 15. 16. 17. 18. 273977/1 18 19. Yes. The city just renewed the franchise last year for an additional 15 years. City: Contact: Title: 1. 2. No. 3. 4. 5. 6. 7. Millsbore, Delaware Faye Lingo Town Manager Two to three years. 9. 10. 11. 12. 13. 14. 15. 16. 17. 18. 19. Over 15 years. No. Fiber optic cable was just added in October 1998. None. Yes. Ms. Lingo thought that there were ten channels offered in the basic package. There was also a family basic package but she was not sure of the number of channels. Yes. No. Yes. It appears that most subscribers are happy. She has received very few complaints. Yes. Ms. Lingo was not sure of the rate for the basic package. She believed that the family basic package was $27.00 per month. Yes. The rates were increased when the system was upgraded last year. Very good. None. Mediacom pays the city a franchise fee of 5%. Fees are paid quarterly and are paid on time. Good. Yes. The franchise was renewed just last year. 273977/1 19 City: Contact: Title: 1. 2. 3. 4. 5. 6. 7. o 9. 10. 11. 12. 13. 14. 15. 16. 17. 18. 19. Cadiz, Kentucky Jim Lancaster City Clerk Three years. NO. 20 years. No. No. No. The local office is 45 - 50 miles away. Mr. Lancaster believes the basic package has approximately nine channels. There is also a family basic package but he is not sure of the number of channels offered. Yes. No. Yes. Mr. Lancaster would say the subscribers are satisfied. He has not received many complaints. Yes. The basic package rates are $7.88 per month. The expanded basic rate it $17.37 per month and the total family total package rate is $25.25 per month. Subscriber rates were increased in March, 1999. At that time, additional channels were offered when the rates were increased. Mr. Lancaster would say the city has a good relationship with Mediacom. None. Mediacom pays the city a 3% franchisee fee on a quarterly basis. The fees are paid on time. Good. Mr. Lancaster believes the city would grant Mediacom a new franchise. The current franchise is due for renewal in 2002. He does not believe that with the 2O City: Contact: Title: 1. 2. 3. 4. o 9. 10. 11. 12. 13. 14. 15. 16. 17. size of the city a competing cable company would come in and offer a better package than Mediacom. Oak Grove, Kentucky Ron Ramage City Administrator Two years. No. 15 years. No, altiqough Mediacom has considered it. Fiber optic cable was just installed in July. No. Yes. Mr. Ramage was not sure however he thinks there are about 14 channels in the basic package. Yes. No. There are no schools in the City of Oak Grove. However, the franchise agreement does provide for this service should schools be built. Yes. The city has not received many complaints since Mediacom took over. Yes. Mr. Ramage was not sure of the current subscriber rates. They were just increased on July 1, 1999. Mediacom has increased the subscriber rates but has also increased channel offerings. Excellent. None. Mediacom pays the city a 5% franchise fee on a quarterly basis. The fees are paid on time. 273977/1 21 18. 19. Mr. Ramage's response was that he could not ask for any better programming options. The picture quality is sometimes less than desirable, but it is a problem that cannot be corrected. Yes. Based on Mediacom's present performance. City: Contact: Title: 1. 2. 3. 8. 9. 11. 12. 13. 14. 15. 16. 17. Ardmore, Alabama Stacy McCormick Town Clerk Two years. No. Ms. McCormick was not sure how old the existing system is, but believes it to be over ten years old. No. None. No. The local office is in Huntsville, Alabama which is approximately 30 miles away. Ms. McCormick was not sure of the number of channels offered. Yes. No. Yes. She has not received many complaints. She would assume most subscribers are happy. Yes. Ms. McCormick was not sure of the current subscriber rates. Mediacom just increased the subscriber rates but also increased channel offerings. Good. None. Mediacom pays the city a 3% franchise fee on a quarterly basis. The fees are paid on time. 273977/1 22 18. 19. Fair. Yes. Ms. McCormick felt that the city would look at a competing franchise if an interest was expressed. City: Excel, Alabama Contact: Gracie Guy Title: City Clerk 1. Three to four years. 2. No. 3. Over fifteen years. 4. o 9. 10. 11. 12. 13. 14. 15. 16. 17. 18. Ms. Guy did not believe that Mediacom provides any high speed data services at this time, but was not certain. None. Yes. Ms. Guy was not sure of the number of basic channels. She thought that it was 20-25. Yes. Mediacom provides a public access station. No. Yes. Yes. Ms. Guy indicated that she has not received many complaints. Yes. The basic subscriber rate is approximately $20.00. Mediacom just increased the rates recently. However, it also offered additional channels at that time. Very good. None. Mediacom pays the city a 5% franchise fee on a quarterly basis. The fees are paid on time. Good. 273977/1 23 19. Yes. The city just renewed the franchise two years ago primarily because citizens want cable television, and Mediacom has the only system available. City: Contact: Title: 1. 2. 3. 4. 5. 6. 7. 9. 10. 11. 12. 13. 14. 15. 16. 17. 18. Richmond, Missouri Ron Brohaumer City Manager Two years. No. Over ten years old. No. No. Yes. Mr. Brohaumer believes that the basic cable provides 12 channels and the family basic cable provides 44 channels. Yes. No. Mr. Brohaumer is not sure if the schools use the system or not. Mr. Brohaumer believes that subscribers are more satisfied with Mediacom than with previous providers. He indicated that the satisfaction has increased in the last six months. Yes. Mr. Brohaumer believes that the basic package is about $10.00 per month and the family basic package is about $19.95 per month. Mediacom has increased the rates within the FCC guidelines and has offered additional channels with the rate increases. Very good. None. Mediacom pays the city a 3% franchise fee on a quarterly basis. The fees are paid on time. Good. 273977/1 24 19. Yes. Mediacom responds efficiently and effectively to questions and complaints. Yet, Mediacom is the only cable television provider in the area. City: Contact: Title: 1. 2. 3. 4. 5. 6. 7. 10. 11. 12. 13. 14. 15. 16. 17. Cameron, Missouri Phillip Lammers City Manager Two years. No. Over 25 years old. No. None that he is aware of. No. The local office is approximately 30 miles away. Mr. Lammers was not sure of the number of channels offered in the basic cable package. Yes. No. The franchise with Mediacom provides that a channel will be provided, but the city would need to purchase the hardware. Mr. Lammers is not sure if the schools are using the system or not. Mr. Lammers feels that subscribers are more satisfied than previously. He receives occasional complaints with regard to unclear stations, which have decreased since Mediacom installed a new conductor and amplifiers. Yes. Mr. Lammers is not sure of the current subscriber rates. Mediacom has raised rates but has offered additional channels at the time of the rate increases. Mr. Lammers would describe the relationship as fair but distant. He has not had much contact with Mediacom. None. The city receives a 5% franchise fee and a $2.00 pole fee from Mediacom. The fees are paid on time. 273977/1 25 18. 19. Satisfactory. Yes. Mediacom has been easy to work with. City: Contact: Title: 1. 2. 3. 4. 5. 6. 7. o 9. 10. 11. 12. 13. 14. 15. 16. 17. 18. Princeton, Kentucky Howard Hurt City Clerk Two years. No. Over 20 years. Mr. Hurt is not aware of any high speed data services available at this time. None. Yes. Mr. Hurt believes that there are approximately 10 or 11 channels offered on the basic cable package. Yes. No. Yes. Mr. Hurt believes that most subscribers are happy. He has received very few complaints. Yes. Mr. Hurt was not sure of the current subscriber rates. Mediacom has increased the subscriber rates but at the same time added additional channels and options. Good. None. Mediacom pays the city a 5% franchise fee on a quarterly basis. Fees are paid on time. Good. 273977/1 26 19. Yes. The franchise was just renegotiated last year for an additional 15 years. City: Contact: Title: i. 2. 3. 4. 5. 7. 9. 10. 11. 12. 13. 14. 15. 16. 17. 18. Windsor, North Carolina David Overton Town Administrator Mr. Overton thought that Mediacom acquired the cable system 3-4 years ago. No. Mr. Overton indicated that the current system is 20+ years old. Not that he is aware of. None. No. The local office is about 20 miles away. Mr. Overton was unsure of the number of channels offered for the different packages available to subscribers. Yes. No. The schools have access to the cable but Mr. Overton was not sure to what extent the schools used the system. Mr. Over'ton indicated that he felt most people were happy. He has not had very many complaints. Yes. Mr. Overton was not sure of what the current rates were. The rates have been periodically increased, but, at the same time, more channels were offered. Good. None to speak of. Mediacom pays the city a 3% franchise fee and a pole rental feel of $4.00 per pole. The fees are paid on time by Mediacom. Excellent. 273977/1 27 19. Mr. Overton said he did not know of any reason why the city would not grant Mediacom a new franchise. The subscribers seem to be happy with the service, but Mediacom is the only operator in the area. City: Contact: Title: 1. 2. 3. 4. 5. Ocean View, Delaware Joseph P. Lobb Town Manager 7. 8. 9. 10. 11. 12. 13. 14. 15. 16. 17. 2 years. Mediacom acquired the cable system in July 1997. No. 15-16 years old. None. There were no operational cutbacks when Mediacom acquired the system. The franchise was amended to increase the franchise fee, and Mediacom was very agreeable to the amendment. No. The local office is about 10 miles from the city. Approximately 35 channels. Yes. No. The schools hav_e access to the system and do use it. Yes. Very few complaints are received. Yes. Mr. Lobb has not heard that the complaints referred to Mediacom have not been resolved. Mr. Lobb was unsure of the current subscriber rates. There was a slight increase in the subscriber rates, but additional channels were offered along with the rate increase. Very good. None. Mediacom pays a 5% franchise fee based on the gross receipts of the subscribers that are within the town limits. Fees are paid on time. 273977/1 28 18. 19. Mr. Lobb would rate the programming and picture quality as good. There have been very few outages. Yes. Based upon past experience, Mediacom has been very easy to deal with. City: Santa Rosa County, Florida Contact: Hunter Walker Title: County Manager Note: Mediacom has a franchise with Santa Rosa County. The county represents the unincorporated cities within the county. There are approximately 17,000-18,000 subscribers within the county represented by this franchise. 1. Mediacom acquired the cable system about 2 years ago from Cablevision. 2. No. 3. Over 15 years old. The system has been upgraded in the last 3, years. 4. Not yet, although there has been discussions about providing the service. 5. None. 6. There is a local office in each of the outlet communities serviced. 7. Mr. Walker thought that the basic service provided approximately 14 channels and the enhanced basic service provided 50-60 channels. 8. Yes. 9. No. 10. Yes. 11. Yes. Mr. Walker indicated that he receives few complaints. Most of the complaints center around rates and rate structure. 12. Yes. 13. Mr. Walker did not have the current subscriber rates available. 14. There has been regular increases within the FCC guidelines. Along with the rate increases, however, Mediacom usually adds channels. 15. Cordial. Mr. Walker says that he has only periodic contact with Mediacom. 16. None. 273977/1 29 17. 18. 19. The county receives a 5% franchise fee. Fees are paid on time. Mr. Walker would rate the programming quality as beyond adequate and the picture quality as very good. Yes, primarily because Mediacom is the only operator in the area. City: Contact: Title: 1. 2. 3. 4. 5. 9. 10. 11. 12. 13. 14. 15. 16. 17. Lucedale, Mississippi Kathy Johnson City Clerk Mediacom acquired the cable system about 3 years ago. No. Approximately 11-12 years old. No. There were no operational cutbacks. The franchise was amended to raise the franchise fee which Mediacom was agreeable to. No. The local office is about 2 1/2 hours away. Ms. Johnson was not sure of the number of channels offered in the basic package. Yes. No. Yes. Yes. Ms. Johnson indicated that she has received very few complaints. Yes. Ms. Johnson did not have the current subscriber rates available. None that she is aware of. She described the city's working relationship with the Mediacom representatives as very good. None. Mediacom pays the city a 5% franchise fee, which is paid on time. 273977/1 3 37 30 18. 19. Very good. Yes. The city just renewed the franchise about 2 years ago. provided good service to the city. Mediacom has City: Contact: Title: 1. 2. 3. 4. 5. 6. 7. 8. 9. 10. 11. 12. 13. 14. 15. 16; 17. Edgerton, Kansas Rita Moore City Clerk Mediacom acquired the cable system about 2 years ago. No. Over 20 years. No. None. No. The local office is about 100 miles from the city. Ms. Moore believes there are about 20 channels offered in the Basic package. There is no public access channel in the city and the city has not requested one. No. Not at this time. A line to the schools has just been requested. Yes. Ms. Moore has seen a reduction in the number of complaints. Yes. Ms. Moore was not aware of the current rates being charged by Mediacom. The rates were raised slightly but additional channels were added. Good. None. Mediacom pays the city a 5% franchise fee. The payment was late for the first quarter of this year; however, she believed that Mediacom was operating under the payment date of the old franchise. The check was immediately sent when she called Mediacom. -Good. 273977/1 31 · ~ 19. Yes. The franchise was just renewed in May 1999. City: Contact: Title: 1. 2. 3. 4. 5. 6. 8. 9. 10. 11. 12. 13. 14. 15. 16. 17. 18. 19. Huntland, Tennessee Marie Stovall City Recorder Mediacom acquired the franchise approximately 5 years ago. No. Over 15 years old. No. None. No. The local office is in Huntsville, Alabama, which is about 35 miles from the City. There are approximately 40 channels on the expanded basic package. Yes. No. Yes. Yes. The only complaints received concern the rate increases. Yes. The basic package is $10.00 per month. The expanded basic is $19.95 per month. Rates were increased last fall but additional channels were also added. Very good. None. Mediacom pays the city a 5% franchise fee. The fee has been paid on time. Good. Yes. Ms. Stovall indicated that Mediacom was easy to work with, yet she also added that Mediacom is the only operator in the area. 273977/1 32 City: Contact: Title: 1. 2. 3. 4. 5. 6. 7. 8. 9. 10. 11. 12. 13. 14. 15. 16. 17. 18. 19. Bethany Beach, Delaware Glen Hudson Town Manager 2 years. No. 12-15 years old. No. No. Yes. Approximately 21 channels. Yes. No. The schools are wired for cable access, but Mr. Hudson was not sure whether they utilized the service. Yes. Mr. Hudson has received very few complaints. The main complaint has been the discontinuance of some of the channels from Philadelphia and New Jersey. Bethany Beach is a retirement community, and when Mediacom took over, some of the sports channels from Philadelphia and New Jersey were discontinued. Yes. The basic cable rate is $29.95 per month. No. Very professional. No. Mediacom pays the city a franchise fee of $25,000.00 per year. The fees have been paid on time. Mr. Hudson would rate the picture quality good. However, many subscribers would like the channels from Philadelphia returned. Yes. Mediacom provides good service to the community. 273977/1 Financial Qualifications I. SCOPE OF REVIEW The financial qualifications relate in part to Mediacom's ability to demonstrate it has "sufficient net liquid assets on hand or available from committed resources to consummate the transaction and operate the facilities for three (3) months.''3 The standard of review is that the City's consent shall not be unreasonably withheld.4 We have reviewed selected financial information provided by Mediacom LLC, a New York limited liability company ("Mediacom") in conjunction with Mediacom's request for consent to the change in ownership of a television cable system (the "System") serving the City which is presently operated by Triax Midwest Associates, L.P., ("Triax"). The selected financial information which was provided, and to which our review has been limited, consisted solely of the following financial information (hereinafter referred to collectively as the "Financial Statements"): (a) Consolidated balance sheets of Mediacom and subsidiaries as of December 31, 1998, 1997 and 1996, and the related consolidated statements of operations, changes in members' equity and cash flows for the years ended.December 31, 1998 and 1997, and for the period from the commencement of operations (March 12, 1996) to December 31, 1996 and the statements of operations and cash flows from the period January 1, 1996 through March 11, 1996, together with the report of Independent Public Accountants, Auditor's Report and Opinion dated March 5, 1999, does not contain any material qualifications of the foregoing financial statements except with respect to Schedule II - Valuation and Qualifying Accounts, which is not part of the basic consolidated financial statements and is included for SEC reporting purposes only. All of the same is published in Mediacom's Form 10-K and the amended Form 10-K for the year ending December 31, 1998, as the same were filed with the Securities and Exchange Commission as of March 31, 1999 and May 7, 1999, respectively; and (b) Unaudited consolidated balance sheets of Mediacom and subsidiaries as of March 31, 1999 and December 31, 1998, and the related consolidated statements of operations, changes in See FCC Form 394 Section III(l). This criteria is not referenced as a "standard" but rather as one component of a ~roposed tmnsferee's financial qualifications. See Minn. Stat. Section 238.083. 273977/1 34 members' equity and cash flows for the three months ended March 31, 1999 and 1998, as the same is published in Mediacom's Form 10-Q for the quarter ending March 31, 1999, as the same was filed with the Securities and Exchange Commission as of May 17, 1999. Our procedure is limited to providing a summary of our analysis of the Audited Financial Statements and Unaudited Financial Statements to facilitate the City's assessment of the financial capabilities of Mediacom to become the successor operator of the System serving the City currently operated by Triax. II. OVERVIEW OF TRANSACTION Mediacom and Triax have entered into an Asset Purchase Agreement dated April 29, 1999 (the "Purchase Agreement"), pursuant to which agreement Triax has agreed to sell and Mediacom (and/or a designated assignee of Mediacom which may be one or more acquisition subsidiaries (hereinafter the "Acquisition Sub") which entity/les must be affiliated with Mediacom by virtue of common ownership or control) has agreed to purchase substantially all of the cable television system assets of Triax, including those which are used in or otherwise relate to the System serving the City. The purchase price for all of the assets to be transferred by Triax to Mediacom and/or the Acquisition Sub is $740.0 million, subject to adjustments (both increases and decreases) to the purchase price in accordance with the provisions of the Purchase Agreement. The transaction contemplated by the Purchase Agreement is scheduled to close as early as October 1, 1999, with a reasonably anticipated closing date of November 1, 1999. The closing is subject to the satisfaction of several contingencies described in the Purchase Agreement, the most significant of which include: (i) obtaining all material third party consents; (ii) satisfying the applicable waiting period and any extensions under the Hart-Scott-Rodino Antitrust Improvements Act of 1976; and (iii) a minimum subscriber threshold for the Triax systems which are being transferred, all of which contingencies are, in all material respects, customary for a transaction of this magnitude. In the event that Triax terminates the Purchase Agreement on account of an uncured material breach by Mediacom, Triax is entitled to liquidated damages in an amount between $20.0 million to $45.0 million. Mediacom is entitled to seek its actual damages in the event of a corresponding termination by Mediacom on account of Triax's material breach in lieu of seeking specific performance of Triax's obligations under the Purchase Agreement. Although Mediacom was requested to provide copies of all schedules and exhibits to the Purchase Agreement, certain schedules and exhibits, in particular those regarding "retained franchises" were intentionally omitted by Mediacom as containing confidential or proprietary information. As such, our review of the Purchase Agreement is conditioned on our inability to review such information. 27397W1 35 III. OVERVIEW OF MEDIACOM 1. Summary of Mediacom LLC and Subsidiaries. Mediacom LLC, a New York limited liability company, was founded on July 17, 1995 by Rocco B. Commisso to act as a holding company for its four (4) operating subsidiaries, for the purpose of acquiring, operating and developing cable television systems in selected non-metropolitan markets of the United States? As of December 31, 1998 Mediacom LLC had completed nine (9) acquisitions of cable television systems6 (the "Acquired Systems"), which Acquired Systems are owned by the operating subsidiaries of Mediacom LLC.? Mediacom has presently divided its operations into four (4) regional bases of operations. These regional basis of operations include Southern, Mid-Atlantic, Central and Western regions of the United States, with operations as follows:s (i) The Southern region represents Mediacom's present largest region, as of December 31, 1998 providing service to approximately 134,200 basic subscribers in the outlining areas of Pensacola, Ft. Walton Beach and Panama City, Florida; Mobile and Huntsville, Alabama; and Biloxi, Mississippi; (ii) The Mid-Atlantic region, as of December 31, 1998, providing service to approximately 85,500 basic subscribers in lower Delaware, southeastern Maryland and the northeastern and western areas of North Carolina; (iii) The Central Region, as of December 31, 1998, providing service to approximately 81,100 basic subscribers located in the suburbs and outlying areas of Kansas City and Springfield, Missouri and Topeka, Kansas and communities in the western portion of Kentucky; and (iv) The Western Region, as of December 31, 1998, providing service to approximately 53,200 basic subscribers located in the following areas: Clear Lake, California; Indian Wells Valley in Central California; portions of Riverside County and San Diego County, Cal~_.nia and Nogales, Arizona and outlying areas. As of March 31, 1999, Mediacom is among the top twenty-five (25) multiple system operators ("MSO's") in the United States, operating in fourteen (14) states and serving 313 franchise communities with approximately 370,000 basic subscribers? Following the consummation of the transaction contemplated by the Purchase Agreement, Mediacom will conduct operations in 20 states and serve in excess of 900 franchise communities, with approximately 712,000 basic subscribers1° and will conduct operations in an additional six (6) states with an increase of approximately 187% in the total number of communities served and an increase of approximately 95% in the total number of basic subscribers. 5 See Mediacom Form 10-K for the fiscal year ended December 31, 1998 ("1998 10-K"), at page 1. 6 See discussion Section 2 infm summarizing the "Acquired Systems." ? Mediacom LLC's operating subsidiaries consist of Mediacom Southeast LLC, Mediacom Delaware LLC, Mediacom Arizona LLC and Mediacom California LLC. Mediacom LLC, together with its four operating subsidiaries and Mediacom Capital Corporation, a New York corporation, are collectively referred to herein as ("Mediacom'). 8 See 1998 10-K at page 6. 9 Id. at page 1. lo Sum of 370,000 existing subscribers plus 342,000 subscribers to be acquired from Triax. ~V~273977/1 36 2. Acquired Systems - Recent Acquisitions. As Mediacom has been engaged in the significant growth of its system through acquisition of the Acquired Systems, the following is a summary of the acquisition cost per subscriber of each of the Acquired Systems compared to the acquisition cost per subscriber from the transaction contemplated by the Purchase Agreement (pending transaction in italicized text). Richcrest CA Curran Valley, CA Nogales, AZ Valley Center, CA Dagsboro, DE Sun City, CA Clear Lake, CA Various states Caruthersville, MO Various (Triax) March, 1996 $18.8 9,450 1,989 June, 1996 $11.0 6,100 1,803 December, $11.4 8,100 1,407 1996 December, $ 2.5 1,900 1,316 1996 June, 1997 $ 42.6 29,800 1,430 December, $11.5 9,900 1,162 1997 January, 1998 $ 21.4 17,750 1,206 January, 1998 $ 308.2 267,200 1,153 October, 1998 $ 5.0 3,800 1,316 Far '99 $ 740.0 342,000 2, 164 3. Mana.qement and Operations - Related Party Transactions. Mediacom relies on Mediacom Management Corporation, a Delaware corporation wholly owned by Rocco B. Commisso, for all of its strategic, managerial, financial and operational oversight and advice.~1 Separate management agreements with each of Mediacom's four (4) operating subsidiaries provide for Mediacom Management to be paid compensation for management services performed for Mediacom. Under such agreements, Mediacom Management is entitled to receive annual management fees calculated as follows: (i) 5.0% of the first $50 million Of annual gross operating revenues of Mediacom; (ii) 4.5% of revenues in excess of thereof up to $75 million; and (iii) 4.0%' of such revenues in excess of $75 million. In addition, Mediacom's operating agreement provides for Mediacom Management to be paid a fee of 1.0% of the purchase price of acquisitions made by Mediacom until Mediacom's proforma consolidated annual operating revenue equals $75 million and .5% of such purchase price thereafter. 4. Competitive Environment. The financial performance of cable television system operators are subject to many factors, including the competitive environment in which they operate. Mediacom, as a cable television system operator, faces See 1998 10-K at page 24. 273977/1 37 competition from several alternative methods of distributing video programming and from other sources of news, information and entertainment, the future growth and success of which could have a material adverse impact on Mediacom's prospective financial results of operation. Principal sources of such alternative entertainment include off-air television broadcast programming, newspapers, movie theaters, live sporting events, interactive on-line computer services and home video products? Principal competition comes from high-power DBS services such as those which are currently being provided by DirecTV Inc. and EchoStar Communications Corporation and medium-power service provided by PrimeStar, Inc. With pending transactions, DirecTV and EchoStar could obtain high-power DBS channel capacity through the acquisition of other DBS facilities, the result of which would be a significant increase in the number of channels on which DBS providers would be able to provide programming to subscribers thereby improving significantly their competitive positions with respect to cable system operators such as Mediacom and Triax. 5. Financinq. The cable television business is inherently capital intensive, requiring substantial capital for the construction, maintenance and expansion of cable, plant and distribution equipment as well as to fund acquisitions. In addition to funding its ongoing operations, in 1998, Mediacom commenced the implementation of a substantial capital improvements program pursuant to which program Mediacom will invest in excess of $125 million between 1998 and 2000 to upgrade cable systems serving approximately 75% of Mediacom's subscriber base with state-of-the-art technology.~3 Mediacom's financing strategy is to raise equity from its members and to issue public long-term debt by utilizing its operating subsidiaries to access debt capital, principally in the commercial bank market. Financing of Mediacom"s operating subsidiaries are currently effected through two stand-alone borrowing groups. The credit arrangements in these borrowing groups are non-recourse to Mediacom, have no cross-default provisions relating directly to each other, have different revolving credit and term periods and contain separately negotiated covenants tailored for each borrowing group.~4 As of March 31, 1999, Mediacom was in compliance with all of the financial and other covenants provided for in its bank credit agreements,15which credit arrangements included the following: (i) a $100 million revolving bank credit facility expiring in September 2005; (ii) a $225 million revolving bank credit facility expiring in September 2006; (iii) a seller note in the original principal amount of $2.8 million issued in connection with the acquisition of a cable television system; (iv) $200 million offering of 8.5% senior notes due 2008; (v) $125 million offering of 7.7/8% senior notes due 2011; and (vi) $125 million of equity capital invested in Mediacom by the members of Mediacom. 22 See 1998 10-K at pages 10 and 11. ~3 See Exhibit 10 at page 1. ~4 See Note 3 (c) to the unaudited fmancial statements of Mediacom and Subsidiaries accompanying Form 10-Q for the quarterly period ended March 31, 1999 ("1999 10-Q"). 273977/1 38 As of March 31, 1999 Mediacom had approximately $306 million of unused bank commitments under the bank credit agreements described in (i) and (ii) above, all of which amount could have been borrowed under the most restrictive covenants in the bank credit agreements.~6 Reviewer's Note: Although Mediacom believes that it will be able to generate cash and obtain financing sufficient to meet its working capital requirements, there are no assurances that Mediacom can provide that it will be successful in these endeavors. As Mediacom has not funded its ongoing cable system operation solely from working capital resources generated from operating activities,~7 Mediacom's continued reliance on external capital and borrowings as a means of remaining a going concern raises questions about its long-term stability, especially in light of the fact that the future performance of Mediacom is subject to general economic conditions and to financial, political, competitive, regulatory and other factors, many of which are beyond Mediacom's control (although many of such factors, as they relate to the cable television system industry as a whole, would also have an adverse effect on other cable system operators). In addition, a significant portion of the purchase price to be paid pursuant to the Purchase Agreement is to be paid in cash concurrent with the closing. As of March 31, 1999 Mediacom had current assets of approximately $12.5 million and unused bank commitments of approximately $306.0 million, which amounts are significantly less than the $740.0 million purchase price. Although Mediacom may significantly reduce the amount of its escrow by providing a commitment letter to Triax establishing Mediacom's ability to meet its financial covenants under the Purchase Agreement, Mediacom has indicated in its application that it has not made final arrangements for the financing of same. It is appropriate to consider the fact that Mediacom has not demonstrated that it has secured the necessary financial accommodations to fulfill its financial obligations under the Purchase Agreement, together with sufficient evidence of working capital to operate the System (and other systems to be acquired) upon consummation of the transaction contemplated by the Purchase Agreement as a material issue with respect to Mediacom's financial qualifications to become the transferee of the System. Please see Exhibit H, July 22, 1999 letter from Larkin, Hoffman regarding Mediacom's efforts regarding financing of this transaction. Mediacom LLC is in the process of restructuring its bank based credit facilities. Mediacom has represented that the restructuring will result in two ~? See Mediacom LLC and Subsidiaries Consolidated Statements of Cash Flows accompanying 1998 Form 10-K and 1999 Form lO-Q at pages 40 and 5~ respectively.. 273977/1 39 borrowering groups, Mediacom Midwest and Mediacom USA, each of which will have $500 million bank credit facilities. The Mediacom Midwest facility will replace the existing bank lines of credit, and the Mediacom USA facility will be new. Mediacom has indicated that both efforts are on schedule, and are proceeding through the bank syndication process as planned. According to Mediacom, three of its existing lenders, including The Chase Manhattan Bank, have committed $100 million each for a total of $300 million toward the $500 million Mediacom USA facility. Mediacom intends that this structure will provide Mediacom with efficient pricing as well as maximum financial flexibility for the future. IV. FINDINGS 1. Analysis of Mediacom Financial Statements. Neither "federal law nor state laws provide guidance on how a franchising authority is to "consider" an applicant's financial ability.''18 In certain circumstances, it is appropriate to consider the performance of an applicant based on the applicant's historical performance in relation to recognized industry standards. Given the fact that Mediacom has a history of cable system operations, such statistical analysis is relevant with respect to the transaction contemplated by the Purchase Agreement. We have based our analysis, in part, on industry standards which are generally recognized in making such a determination. These industry standards are more precisely described below.19 Based on the selected financial information which we reviewed, the following is a summary of the various financial factors, as compared to the applicable Industry Standards, for the three month period ended March 31, 1999 and the 12-month periods ended December 31, 1998 and 1997.2° ]8 See In Re Application of Dakota Telecommunications Group, for a Cable Television Franchise i~ Marshall, Minnesota, C8-98-1139 Minn. Ct. of Appeals March 16, 1999 (case regarding award of a competitive cable television franchise) citing Minn. Stat. Section 238.084, Subd 1(1); 47 U.S.C. Section 541(a)(II)(c). See also FCC Form 394 Section III(l) which provides some clarification regarding "minimum" financial qualifications. ~9 Except with respect to EBITDA margin, industry data based on information compiled by Paul Kagan and Associates. 20 Where indicated, selected 1997 financial information and analysis is based on pro-forma data. Due to effect of Mediacom's acquisition of the Acquired Systems, pro-forma effect is given to selected financial information to make comparison of financial information between separate reporting periods meaningfifl for the reviewer. The use of pro-forma data is an accepted method of measuring financial performance, however, no assurance can be given that the pro-forma financial information is representative of actual results. 301~?273977/1 4O 1. EBITDA/revenue(1)* (Cash flow percentage) 42.53% 41.81 % 35.13% 3. 4. 5. 39.09% to 54.83% Operating Income Pementage* (Operating Income/Revenue) +11% (14.15%) (9.08%) Debt/Equity Ratio** (long-term debt/total equity) 2.20:1 5.18:1 4.27:1 Current Ratio (current assets/current liabilities) 1.0:1 .33:1 .40:1 .53:1 EBITDA N/A 15,309,000 54,055,000 8,509,000 (1) Range based on a Domestic Suburban/Rural Wireline Cable Comparisons prepared by CIBC Oppenheimer, as supplied by Mediacom. Data has not been independent/y verified by the reviewer. * 1997 data based on pro forma financial information; ** Long term debt is estimated excluding current maturities identified in Notes to 1998 Form 10-K. (12.74%) 2.9o:1 Specific Financial Statement Data and Analysis: (a) Assets. Mediacom had (i) current assets of $12.5 million and $14.7 million; (ii) working capital of a negative $25.6 million and a negative $21.9 million; and (iii) total assets of $ 448.1 million and $451.1 million as of March 31, 1999 and December 31, 1998, respectively. Working capital, which is the excess of current assets over current liabilities, is a short-term analytical tool used to assess the ability of a particular entity to meets its current financial obligations in the ordinary course of business. The negative working capital balance of $25.6 million as of March 31, 1999, suggests that Mediacom may experience a short-term deficiency in available working capital resources which will need to be overcome by Mediacom drawing on other capital resources including borrowings and/or investing activities to meet its short-term operating requirements (See Section III, paragraph 5 regarding available borrowing limits as of March 31, 1999). Mediacom's current ratio (current assets divided by current liabilities) as of March 31, 1999, of .33:1 is below recognized industry standards of 1.0:1. (b) Liabilities. Mediacom had (i) current liabilities of $38.1 million and $36.6 million; (ii) long-term debt net of current maturities (estimated) of $343.0 million and $335.9 million; and (iii) member equity of $66.2 million and $78.7 million as of March 31, 1999 and December 31, 1998, respectively. As of March 31, 1999, Mediacom's debt to equity ratio, which is a measure of the amount of debt in relation to total equity, was approximately 5.18:1. Generally, a Iow debt to equity ratio is considered favorable. Mediacom's debt to equity ratio is higher than the industry trend of 273977/1 41 2.2:1. The acquisition of the Acquired Systems, together with Mediacom's $125.0 million capital improvement program have contributed significantly to Mediacom's high debt to equity ratio. (c) Operating Income. Mediacom had: (i) revenue of $36.0 million and $129.3 million; (ii) operating expenses of $41.0 million and $140.7 million; and (iii) net loss of $12.5 million and $39.8 million for the three months ending March 31, 1999 and the year ending December 31, 1998, respectively. Mediacom's operating income percentage of (14.15%), (9.08%), and (12.74%) for the three (3) months ended March 31, 1999 for the years ended December 31, 1998 and 1997 (pro forma) respectively, are all significantly below the industry average of 11.0%. The deviation from the industry average is primarily due to significant increases in service costs, selling, general and administrative expenses, management fees and depreciation and amortization expenses associated with the inclusion of the assets of the Acquired Systems,21 as well as the effect of significant capital expenditures reflected in depreciation and amortization costs associated with Mediacom's implementation of its capital improvements project,22 which are factors not necessarily reflected in the industry average. Due to the effect of the foregoing factors, it is unlikely that Mediacom's operating income percentage will approximate the industry average in the near future. (d) Cash Flow. Mediacom had an operating cash flow percentage for the twelve morttb..s.ending December 31, 1898, of 41.81 %, is within the range of operating cash flow percentages as described in the chart on the previous page. Cash flow and the cash flow percentage provide a measure of the ability of a business entity to generate cash. A higher cash flow percentage generally means that more cash will be available to meet the business entity's various obligations. See discussion in Section III, paragraph 5 regarding historical cash flow and working capital requirements. 3. Mediacom Mana.qement Discussion and Analysis of Financial Statements. As the Acquired Systems comprise a substantial portion of Mediacom's basic subscribers, Mediacom has included a narrative analysis of the pro-forma operations of Mediacom for the year ended December 31, 1998 compared to pro-forma results for the 2~ See Chart in Section III, Paragraph 5, Supra. 22 See Section III, Paragraph 5, Supra. ~;~,~ ~ 273977/1 42 year ended December 31, 1997.23 The following is a summary of the narrative pro- forma analysis included in the 1998 Form 10-K: Pro Forma Results for the Year Ended December 31, 1998 compared to Pro Forma Results for the Year Ended December 31, 1997: (a) Revenue. Revenues increased to approximately $136.1 million for the year ended December 31, 1998, from approximately $120.5 million for the prior fiscal year. This increase was attributable principally to internal subscriber growth of approximately 2.5% in higher average monthly revenue per subscriber. Reviewer'$ Note: Average monthly revenue per subscriber increased to $32.88 per basic subscriber for the year ended 1998 from $29.67 per basic subscriber for the prior fiscal year, or an increase of approximately 10.82%. Mediacom's management discussion and analysis did not describe the reason for the increase although Mediacom has verbally stated that a portion of the increase was due to an increase in the number of programmed channels. Although Mediacom has indicated that they do not have any plans to change the service and operations of the System, historical operations suggest that following an acquisition, Mediacom has increased its average revenue per subscriber, a result which presumably occurs as a result of the increase in the cost of basic service borne by the consumer. (b) Expenses. Service costs and SGA (Selling, General and Administrative) expenses in the aggregate decreased to approximately $72.9 million for the year ended 1998 from approximately $76.7 million for the prior fiscal year. This decrease was principally due to the allocation in 1997 of annual corporate overhead expenses and employee stock expenses of the previous owners of the Acquired Systems, offset by an increase in management fee expense to approximately $6.1 million for the year ended 1998 from approximately $1.5 million for the prior fiscal year. The increase in management fee expense was due to the higher revenue generated in 1998. (c) EBITDA. EBITDA 24 increased to approximately $57.2 million for the year ended 1998 from approximately $42.3 million for the prior fiscal year. EBITDA as a percentage of revenues increased to 23 1997 numbers in the pro forma analysis are annualized based on the projected results of operations assuming the ~4urchase of the Acquired Systems had been consummated on January 1, 1997. EBITDA is the sum of earnings before interest, taxes, depreciation and amortization and is utilized as a performance measure within the cable television industry. EBITDA is not a measurement of financial performance under generally accepted accounting principles and does not reflect all of the expenses of doing business (i.e., interest expense, depreciation). Although EBITDA and Cash Flow From Operations may be interchangeable, these terms are not necessarily synonymous. 273977/1 43 30 'O 42.0% for the year ended 1998 from 35.1% for the prior fiscal year. This increase was due to internal subscriber growth, higher average monthly revenue per subscriber and decrease in service cost and SGA expenses described above, off set by an increase in management fee expense. Actual Results for 3 Months Ended December 31, 1998 Compared to Pro Forma Results For 3 Months Ended December 31, 1997. (a) Revenue. Revenues increased to approximately $34.9 million for the 3 months ended December 31, 1998, from approximately $30.8 million for the corresponding period of 1997. This increase was attributable principally to internal subscriber growth of approximately 2.5% and higher average monthly revenue per subscriber. (b) Expenses. Service costs and SGA expenses in the aggregate decreased to approximately $18.5 million for the 1998 period from approximately $19.6 million for the corresponding period of 1997. This decrease was principally due to the allocation of the 1997 period of annual corporate overhead expenses and employee stock expenses of the previous owners of the acquired systems, offset by an increase in management fee expense to approximately $1.5 million for the 1998 period from approximately $0.7 million for the corresponding period of 1997. This increase in management fee expense was due to the higher revenues generated by Mediacom in the 1998 period. (c) EBITDA. EBITDA increase to approximately $15.0 million for the 1998 period from approximately $10.4 million for the corresponding period of 1997. EBITDA as a percentage of revenues increase to 42.9% for the 1998 period from 33.8% for the corresponding period of 1997. Increase was due to internal subscriber growth, higher average monthly revenue per subscriber and the aforementioned decrease in service costs and SGA expenses, offset by the increase in management fee expense. V. SUMMARY Based on the foregoing and limited strictly to the Financial Statements reviewed by Moss & Barnett in conducting this review, we do not believe that Mediacom's request for transfer of ownership of the franchise to operate the System can reasonably be denied based solely on a lack of financial qualifications of Mediacom, notwithstanding the fact that Mediacom has failed to demonstrate as of the date of this report that it has /273977/1 44 secured the necessary financial accommodations to fulfill its financial obligations pursuant to the Purchase Agreement.25 In the event the City elects to proceed with approving the transfer of the franchise, the assessment of Mediacom's financial qualifications should not be construed in any way to constitute an opinion as to the financial capability or stability of Mediacom to (i) operate its existing cable franchise operations; (ii) to operate the System or (iii) successfully consummate the transactions contemplated by the Purchase Agreement, upon which we express no opinion, The sufficiency of the procedures used in making an assessment of Mediacom's financial qualifications and capability to become the successor operator of the System is solely the responsibility of the City. Consequently, we make no representation regarding the sufficiency of the procedures used either for the purpose for which this analysis of financial capabilities and qualifications was requested or for any other purpose. However, in order to ensure compliance with its obligations to operate the System, we recommend that the City condition its approval of the change of ownership of the System as a result of the transaction contemplated by the Purchase Agreement on the delivery of a guaranty from Mediacom LLC, in form reasonably acceptable to the City, pursuant to which Mediacom LLC will guaranty the payment and performance of Mediacom Minnesota LLC's obligations to the City pursuant to the Franchise. See Exhibit H, July 22, 1999 letter from Larkin, Hoffman. 273977/1 45 Additional Issues No additional issues have been raised by the City. 46 Recommendations Based strictly on the information made available to us at the time of this review, we believe Mediacom possesses the necessary legal, technical and financial qualifications based on the standards of review identified in applicable law, and the Franchise as described within this Report. With respect to Mediacom's financial qualifications, we recommend that the City require a parental guaranty from Mediacom LLC to insure that Mediacom Minnesota LLC fully complies with all terms and conditions of the Franchise. To the extent that such guaranties are provided, we find no reasonable grounds on which to deny Triax's request for approval of the transfer of the Franchise to Mediacom. Based on these findings, we recommend that: 1. The City Council review this Report, listen to public comment, as necessary or appropriate, and undertake all necessary action to pass and adopt a resolution similar in form and content to the document following these recommendations. 2. The City follow-up to ensure that Mediacom submits the required documents including the Acceptance Agreement and a Certificate of Good Standing or Existence for cities in the States of Minnesota, Wisconsin and Iowa, which must be delivered following closing of the transaction. 3. The City follow-up to ensure that Mediacom LLC submits the guaranty, for Mediacom Minnesota LLC. 273977/1 47 Exhibit A Transfer Questionnaire/Application Response for Mediacom Telecommunications Company Limited Partnership and Mediacom LLC 73977/1 A-1 TRIAX MIDWEST ASSOCIATES, L.P. CONSENT TO ASSIGN CABLE TELEVISION FRANCHISE TO MEDIACOM LLC TRANSFER OUESTIONNAIRE/APPLICATION June 4, 1999 Prepared by: Brian T. Grogan Timothy L. Gustin Michael R. Nixt, C.P.A. Kenneth A. Moats, Paralegal MOSS & BARNETT A Professional Association 4800 Nor, vest Center 90 South Seventh Street Minneapolis, MN 55402-4129 (612) 347-0300 (telephone) (612) 339-6676 (facsimile) ©Moss & Barnett, A Professional Association, 1999 261697/1 INTRODUCTION Moss & Barnett, A Professional Association, has, as of this date, been retained to represent the below-listed cities (hereinafter "City") regarding the proposed assignment of cable television systems and franchises to Mediacom LLC. This list may be modified and/or increased if additional communities seek our assistance. This Transfer Questionnaire/Application will serve as a request on behalf of the City for supplemental information regarding the proposed assignment. The Applicant for the assignment is requested to use the following forms in order to inform the CiD' of the Applicant's legal, technical and financial qualifications. In addition to the qualifications, the Applicant is requested to identify any and all changes proposed to the cable communications system now serving the Cit3', the operation of that system or the franchise document. In considering a request for transfer and assignment, the City will consider and review the legal, technical and financial qualifications of the Applicant together with any modifications requested by the Applicant. The City will comply with any and all state or federal procedural requirements. Cities represented bv Moss & Barnett 1. Apache Junction, AZ 2. Boscobel, WI 3. Caledonia, MN 4. Cannon Falls, MN 5. Canton, MN 6. Chanhassen, MN 7. Granite Falls, MN 8. Ivanhoe, MN 9. Lake City, MN 10. Litchfield, MN 11. Marseilles, IL 12. Mound, MN 13. Ottawa, IL 14. Paynesville, MN 15. Pipestone, MN 16. Prior Lake, MN 17. Rushford, MN 18. St. James, MN 19. Savage, MN 20. Slayton, MN 21. Spencer, IA 22. Waconia, MN 23. Wayzata, MN 261697/1 NOTE: Moss & Barnett will also be assisting Municipal & County Management Services ("MCMS) and its principal, Patrick Callahan, Esq. in its review of this proposed assignment on behalf of MCMS clients. Please provide five (5) copies of Applicant's Transfer Questionnaire/Application to: Brian T. Grogan Moss & Barnett 4800 Norwest Center 90 South Seventh Street Minneapolis, MN 55402-4129 The City expressly reserves the right to request additional information. DEFINITIONS Unless the context otherwise requires, when used in this Application, the terms listed in this section shall have the following meanings: mo The term "Affiliate," when used in reference to the Applicant or a Principal of the Applicant, shall mean any Person that directly, or indirectly, through one or more intermediaries, controls, or is controlled by, or is under common control with the Applicant or the Principal of the Applicant. Bo The term "Applicant" shall mean Mediacom LLC (as identified in FCC Form 394; please clarify if this is incorrect). Co The term "Person" shall mean any individual, corporation, general or limited partnership, joint venture, limited liability company, trust, association, or other entity. Do The term "Principal," when used in reference to the Applicant, shall mean (i) any officer, director, or beneficial owner of five percent (5%) or more of any class of voting securities of the Applicant and any Affiliates of the Applicant, (ii) any Person who provides management or operational services with respect to the "System" (as hereinafter defined) and any officers, directors, or beneficial owners of five percent (5%) or more of any class of voting securities of any such Person, (iii) any general or limited partner of the Applicant or any Affiliate of the Applicant and any officer, director, or beneficial owner of five percent (5%) or more of any class of voting securities of any such partner, and (iv) any Person who or which serves in a capacity or stands in a relationship similar to any of the foregoing. The term "System" shall mean the cable communications systems covered by the Franchise Ordinances awarded by the City, to which this Application relates. 261697/1 OVERVIEW OF TRANSACTION Below we have outlined an overview of the transaction based upon our initial review of FCC Form 394. If any errors have been made in our description, please provide clarification as part of your response to this application. The Applicant presently owns and operates cable systems in fourteen (14) states and in 313 franchise communities serving over 370,000 cable and interact customers. Triax is presently operating cable systems in approximately 617 franchised communities, serving approximately 355,000 customers. The transaction contemplated will result in the Applicant expanding its scope of operations into six (6) additional states where it is not presently doing business, increasing the number of customers by nearly 100% and increasing the number of communities served by more than 300%. The Applicant and Triax entered into an Asset Purchase Agreement dated April 29, 1999 ("Purchase Agreement") which provides for the acquisition of substantially all of Triax's cable system operations hereinabove described (the "Systems"), subject to certain exclusions based upon the success of the Applicant in obtaining applicable governmental consent of the several hundred communities which are involved in Triax's operations. The Purchase Agreement provides that the Applicant will purchase from Triax the Systems for a stated amount of $740,000,000.00, subject to certain adjustments, both increases and decreases to the purchase price based on the oc~u'~ehce of fiertain events occurring prior to the Closing Date of the Purchase Agreement. 1. Ownership Information A. Multiple Svstems Ol~erator Please specify which of the Applicant's Principals will guarantee the payment and performance of the Grantee's obligations under this franchise. B. Certificates of Authoritv. Good Standing. and Existence Please provide copies of Applicant's Certificate of Authority and, if available, Certificate of Good Standing for the State of New York and Applicant's Certificates of Existence for the States of Arizona, Illinois, Iowa, Minnesota, and Wisconsin. If Applicant is not yet qualified to conduct business in these States, please provide any applications or further documentation of its attempt to qualify to conduct business in said States. C. Pledge of Grantee's Stock Please provide any documents, agreements, or other information that discusses the proposed financing plan between Grantee and a group of lenders that would include a pledge of the Grantee's interest. 261697/1 4 o Current Franchises Please provide a list of forty (40) cable communications Systems owned, operated or controlled by the Applicant or any Principal of the applicant. (Please specif-v whether the systems below are owned and operated by Applicant or a parent or subsidiary of Applicant). Please do not include in this list those Systems in which representative comments were provided from local leaders in Attachment A to the FCC Form 394. When preparing the list, please provide the following information. A. Name of Franchise Holder (Municipality/State) B. Contact Person and Phone Number C. Date of Franchise Award D. Number of Current Subscribers Potential Franchises Please state the number of subscribers the Applicant currently serves in each state where it provides service and the number of subscribers the Applicant will serve in each state if the transfer is approved. Please provide a list of communities where the Applicant or any Principal of the Applicant has submitted a request for an initial franchise or the approval for a transfer of ownership. A. Community in which Franchise is Sought B. Date of Application C. Expected Date of Action D. Estimated Number of Subscribers E. Municipal Contact Person & Phone Chances to the System Is the Applicant proposing or will the Applicant undertake any technical changes in the System. Changes in the Operation of the System Is the Applicant proposing, or will the Applicant undertake any changes in the operation of the System including, but not limited to, the following areas: rate increases, programming, customer service practices, billing practices, personnel, etc..'? Please describe in detail. 261697/1 o ° 10. 11. 12. Future Plans Please provide any applicable information to help explain any furore plans Applicant may have regarding the implementation of new technologies into the System serving the City. How will the introduction of these new technologies impact the growth of the System in the City? New Services Does the Applicant have any plans to add new services to the existing system? Please describe any potential services which Applicant may consider providing over the system. Programming Line-up Does Applicant own an interest in any cable programming services? Will Applicant make any changes to the programming line-up in the City? Will Applicant consider changing the programming line-up in the future? If so, in what way? Costs Increases Please comment on any projected cost increases to the current services offered by applicant over the next three (3) years. Billing System Please describe any changes Applicant will make in the current billing system. Will subscribers see a new billing system and if so, what modifications or improvemems will result due to a change in the billing format? Customer Service Centers Please describe how customer service will be handled. Will there be any planned cutbacks in staff, operations or locations for customer service centers. What phone numbers will be used, e.g., will they change from existing numbers? Will customer service be centralized, and if so, where and how will it accommodate the increase in telephone traffic? Required Waivers Please provide copies of requests made to any federal or state governmental entity seeking waiver of cross ownership prohibitions existing under federal law. Please fully describe the process and timing for receipt of any required waivers. Please also provide copies of requests or information regarding any other state or federal regulatory approvals which must be obtained as part of this proposed transfer.. ;-*'-- .... 261697/1 6 13. 14. 15. 16. 17. 18. 19. System Ur~erade Please describe any and all plans to upgrade and/or rebuild the system serving the City. Hiah Speed Data Please describe Applicant's plans regarding implementation of high speed data services in the system serving the City. Technical and Managerial Emplovees Please explain whether Applicant will retain employees currently providing technical and managerial services for the cable System serving the City. Asset Purchase Azreement between Triax Midwest Associates and Mediacom LLC Please provide a copy of all schedules and exhibits part of the Asset Purchase Agreement. Security Ownership of Certain Beneficial Owners and Manaeement Please explain the equity interests presented in the chart following page 3 and responding to Section II, Question 2 of the FCC Form 394. As presented, the equity interests do not total 100 percent. Exhibit 10, Page 11 provides a similar chart that totals 100 percent and references "Other Investors" as part of the percentage equity interests. Who are the "Other Investors"? Applicant's Operatine Agreement Please provide a copy of Applicant's Operating Agreement. Financial Oualifications With respect to financial information, the Applicant submitted the following financial information in support of its financial qualifications to acquire and become the successor operator of the Systems: mo Applicant's Form 10-K filed with the Securities and Exchange Commission ("SEC") on March 31, 1999, including the consolidated audited financial statements of the Applicant and subsidiaries consisting of (i) report of independent public accountants; (ii) consolidated balance sheets as of December 31, 1998 and 1997; (iii) consolidated statements of operations for the years ended December 31, 1998 and 1997; (iv) consolidated statements of Changes in Member's Equity for the years ended December 31, 1998 and 1997; (v) consolidated statements of cash flows for the years ended December 31, 1998 and 1997; (vi) notes to consolidated financial statements; and (vii) valuation and qualifying accounts. 261697/1 B. Form 1 O-K/A- 1; and Form 10-Q for the three months ended March 31, 1999, filed with the SEC on May 17, 1999, including Financial Statements consisting of (i) consolidated financial statements of Applicant and Subsidiaries; (ii) notes to consolidated financial statements; (iii) Financial Statement of Mediacom's Capital Corporation; and (iv) Notes to financial statement. With respect to the information provided, we have the following comments and/or requests for additional information: Ao Applicant shall provide a detailed organizational chart of Mediacom? LLC and subsidiaries (including the Applicant's four (4) operating subsidiaries, Mediacom Capital Corporation and the acquisition subsidiary or subsidiaries ("Acquisition Sub") which is intended to be formed as the Assignee of the Purchase Agreement and to consummate the transactions contemplated thereby. A description of the relationship be~'een Mediacom, LLC and Mediacom Capital Corporation shall also be provided to the extent that Mediacom Capital is not engaged merely as a shell for offering securities. To the extent that the Applicant intends to form an Acquisition Sub to effect the consummation of the transaction contemplated by the Purchase Agreement, a description of the subsidiary(ies) to be formed, where the subsidiaries will fit within the Applicant's organizational structure, and details surrounding the management structure of the Acquisition Sub shall be provided for consideration by the City. Co The Applicant has indicated that "it is likely that this transaction will be financed from the proceeds of a credit facility that Mediacom intends to arrange on behalf of its operating subsidiaries." As the bulk of the Purchase Price to be paid for the System is to be paid in cash, the Applicant shall provide the City with an update as to the progress which has been made in securing such a credit facility, including a summary of the terms relating thereto (i.e., maximum facility available, repayment terms, security, etc.). The Applicant is advised that, in the event it elects to make an assignment of its rights under the Purchase Agreement to the Acquisition Sub, the Applicant should anticipate the City requiring that the Applicant provide a guarantee of the performance of the operating subsidiaries with respect to the franchise, as well as possibly being required to provide performance bonds and other forms of financial assurance of the subsidiaries operating performance, as the same are customary under local law or as otherwise may be deemed reasonably necessary under the circumstances by the City. - END OF APPLICATION - 261697/1 Exhibit B Certificates of Good Standing 273977/1 B-1 05,i~?/99 ll:Z? FAX 9146952679 . ~015 PA~E 84 State of New York Depa, tment of State A Cdrcl~l~e o~ ~~C ~u f~ed on 12/04/~995. A c~ificace ~,I ~fidavi~ of ~/i~a~on of ~~H ~ wu filed on 03f15/1996. A Sie~i4l ~4~ vie filed ~/~2/199~, 19."~022400~4 36 0S/I1/99 F~i*l$:lg [TX/RX NO 55201 File Number 0015924-7 To all to whom these Presents Shall Come, Greeting: I, Jesse White, Secretary of State of the State of Illinois, do hereby certifv that . ME~IACOM LLC, A NEW YORK LIMITED LIABILITY COMPANY, APPEARS TO HAVE COMPLIED WITH ALL PROVISIONS OF T~E LIMITED LIABILITY COMPANY ACT OF THIS STATE RELATING TO THE FILING OF THE APPLICATION FOR ADMISSION ON JANUARY 5, 1998 AND IS REGISTERED TO TRANSACT BUSINESS IN THE STATE OF ILLINOIS ****************************************** In Testimony Whereof, ~, hereto set · >~ ~~,. my hand and cause to be affixed the Great Seal of · ~.~-'~X:~?. ~. %¥,? ~ .,,o/....~-_.- ...- .~'~- ~.. the State of Illinois, this ~, ,. ,.~'/?" " ~ ~o : day o/ A.D. SECRETARY OF STATE C-260.1 07122 16:20 1999 FROM: 07/~2/99 16:27 PAZ 9146952679 %T'--'-'. 9146952679 TO: 6123395267 ARIZOI'JA GORPORATION g=OMMi~ION APPLICATION FOR RBGISTI~.TION OFA FORBI~ LIMIT2D LIABILITY COlVf,?ANY MED[ACOH ARIZONA CABLE NE'TNOI~Y. LLC S]~COND: DeLaware S~ptember 4w 1996 30/,7 Fiji 16:&4 [TI~R,T. NO 7552J 07/22 16:20 07/2~/99 / ' / lggg ~6:27 ;A.X g~46g$26?g The ~rentice-Ha11' Corporation Sy~t~, Iuc. 1013 Center Roa~, Wi]~!~ton, Delaware 18805 ~ :.~_ea£_acom ~,LC, a ~ember By: Rocco ~. C~sso, its'X-a~a~e: 07/02/99 16:44 TOTt:~- 75521 Exhibit C Subscribers & Homes Passed by State 273977/1 C-1 ..- 06/17/99 11:28 FA~ 9146952679 ~019 Exhibit D Draft Resolution - Approving Transfer 273977/1 ,'~?/ D-1 RESOLUTION NO. APPROVING THE TRANSFER AND ASSIGNMENT OF THE CABLE TELEVISION FRANCHISE TO MEDIACOM LLC WHEREAS, on or about , the City of Mound ("City") passed and adopted Ordinance No. 99-1998 granting a Cable Television Franchise ("Franchise") currently held by Triax Midwest Associates, L.P. ("Triax"); and WHEREAS, on April 29, 1999, a certain Asset Purchase Agreement ("Agreement") was made and entered into by and among Triax and Mediacom LLC; and WHEREAS, Triax and Mediacom have requested consent by the City to transfer the Franchise and the assets comprising the Cable System to Mediacom Minnesota LLC ("Mediacom"); and WHEREAS, in compliance with the terms of the Asset Purchase Agreement, the name of grantee/franchisee under the Franchise will be changed to Mediacom; and WHEREAS, under the Franchise and applicable law, the proposed Transfer require consent from the City; and WHEREAS, the City has reviewed the proposed Transfer and the legal, technical, and financial qualifications of Mediacom and Mediacom LLC; and WHEREAS, based on information obtained and on the reports and information received by the City, including the report prepared by the City's cable television consultants, Moss & Barnett, a Professional Association, which is hereby incorporated by reference, the City has found no reason to disapprove of the proposed Transfer to Mediacom. 273977/1 NOW, THEREFORE, the City Council for the City of Mound resolves as follows: 1. Triax is the lawful holder of the Franchise. 2. The City hereby consents and approves of the proposed Transfer subject to: a. Closing of the transaction contemplated within the Asset Purchase Agreement pursuant to the terms and conditions described in information provided to the City by Triax and Mediacom LLC. b. Mediacom LLC notifying the City in writing of the completion of the Transfer within thirty (30) days of the date of closing of the Transfer. .. c. Mediacom, within thirty (30) days of the closing of the Transfer providing the City with a signed ACceptance of the Franchise in the form attached hereto and incorporated by reference [and a Certificate of Good Standing or Existence for Mediacom for the State of Minnesota. 3. The City hereby waives any right of first refusal which the City may have to purchase the Franchise, or the cable television system serving the City, but only as such right of first refusal applies to the request for approval of the Transfer now before the City. 4. In the event the Transfer from Triax to Mediacom contemplated by the foregoing resolutions is not completed, for any reasons, the City's consent shall not be effective. 273977/1 2 5. Mediacom may, at any time and from time to time, assign, grant, or pledge or otherwise convey one or more liens or security interests in its assets, including its rights, obligations and benefits in and to the Franchise to any lender providing financing to Mediacom. 6. To the maximum extent permitted by all applicable local, state and federal laws, this Resolution shall not be construed to in any way relieve Triax nor limit Mediacom from any liability under the Franchise. This Resolution shall take effect and continue and remain in effect from and after the date of its passage, approval, and adoption. A motion to approve the foregoing Resolution No. was made by Council Member and duly seconded by Council Member The following Council Members voted in the affirmative: The following Council Members voted in the negative: 273977/1 3 Passed and adopted by the City Council for the City of Mound this ,1999. ATTEST: CITY Of MOUND day of By: By: Its: 273977/1 4 Exhibit E Acceptance of a Franchise For a Cable Television System 273977/1 E-1 307~ ACCEPTANCE OF A FRANCHISE FOR A CABLE TELEVISION SYSTEM IN THE CITY OF MOUND WHEREAS, the City of Mound, Minnesota ("City") by action of its governing body on ,1999, adopted a Resolution No. ("Resolution") approving the transfer of the cable system and franchise to Mediacom Minnesota LLC ("Mediacom"); and WHEREAS, the City's Cable Television Franchise ("Franchise"), together with the Resolution, require that Mediacom accept the Franchise and the conditions contained in the Resolution in form and substance acceptable to the City. NOW, THEREFORE, pursuant to the terms and requirements of the Franchise and the Resolution, and in consideration of the City's approval of the transfer of the Franchise, Mediacom accepts the Franchise and all conditions in the Resolution and makes the following representations and warranties to the City: I. Mediacom is a limited liability company duly organized, validly existing, and in good standing under the laws of the State of , and authorized to do business in Minnesota and with full power, authority, and legal capacity to execute, deliver, and perform this Acceptance and perform the terms and conditions of the Franchise and the Resolution. 2. All actions necessary to authorize the execution and delivery of this Acceptance and the performance of the Franchise and Resolution, have been duly authorized by all necessary and required proceedings. 3. The execution and delivery of the Acceptance and the performance of the Franchise and the Resolution, does not and will not conflict with or result in the breach or termination of, or constitute a default under, any indenture or instrument with respect to the borrowing of money, or any material contract, lease or agreement, or order, judgment or 307? 273977/1 decree or any law, rule or regulation to which Mediacom is a party or by which it or any of its property is bound or affected. 4. Mediacom has carefully read the terms and conditions of the Franchise and the Resolution, and accepts the rights, duties, and obligations created thereunder, subject to its rights under applicable state and federal law. 5. Neither Mediacom or any of its representatives or agents have committed any illegal acts or engaged in any wrongful conduct contrary to, or in violation of, any federal, state, or local law or regulation in connection with the obtaining of the Franchise. Dated ,1999 MEDIACOM MINNESOTA LLC By: Its: STATE OF ) ) SS. COUNTY OF ) The foregoing instrument was subscribed and sworn to before me this __ 1999, by , the of Mediacom Minnesota LLC. day of SEAL Notary Public 273977/1 2 Exhibit F Guaranty of Performance 273977/1 F-1 Corporate Guaranty THIS AGREEMENT is made this__ day of ,1999 between Mediacom LLC ("Guarantor"), the City of Mound, Minnesota ("Franchising Authority"), and Mediacom Minnesota LLC ("Company"). WITNESSETH WHEREAS, the Franchising Authority by action of its governing body on ,1999 adopted Resolution No. ("Resolution") approving the transfer of the cable system ("System") and the Franchising Authority's Cable Television Franchise ("Franchise") to Company; and WHEREAS, Guarantor is the parent of Company; and whereas, Guarantor has a substantial interest in the System and the conduct of the Company in complying with the Franchise and any and all amendments thereof and any agreements related thereto, which Franchise and amendments are hereby specifically referred to, incorporated herein, and made a part hereof; and WHEREAS, the Resolution requires the Company to furnish a guaranty to ensure the faithful payment and performance of the Company's obligations under the Franchise; and WHEREAS, the Guarantor desires to provide its unconditional guaranty to fulfill the requirements of the Resolution. NOW, THEREFORE, in consideration of the foregoing premises and for other good and valuable consideration, the receipt and sufficiency of which are hereby acknowledged, Guarantor hereby unconditionally guarantees the due and punctual payment and performance of all of the debts, liabilities and obligations of Company contained in the Franchise ("Indebtedness"). This Agreement, unless terminated, substituted, or canceled, as provided herein, shall remain in full force and effect for the duration of the term of the Franchise, except as expressly provided otherwise in the Franchise. Upon substitution of another Guarantor reasonably satisfactory to the Franchising Authority or upon transfer of the Franchise to another entity not under common control of Mediacom, this Agreement shall be terminated, substituted, or canceled upon thirty (30) days prior written notice from Guarantor to the Franchising Authority and the Company. Such termination shall not affect liability incurred or accrued under this Agreement prior to the effective date of such termination or cancellation. 273977/1 The Guarantor will not exercise or enforce any right of contribution, reimbursement, recourse or subrogation available to the Guarantor against the Company or any other person liable for payment of the Indebtedness any collateral security therefor, unless and until all of the Indebtedness shall have been fully paid and discharged. The Guarantor will pay or reimburse the Franchising Authority for all reasonable costs and expenses (including reasonable attorneys' fees and legal expenses) incurred by the Franchising Authority in connection with the protection, defense or enforcement of this guaranty in any arbitration, litigation or bankruptcy or insolvency proceedings. The Guarantor waives presentment, demand for payment, notice of dishonor or nonpayment, and protest of any instrument evidencing Indebtedness. The Franchising - Authority shall not be required first to resort for payment of the Indebtedness to the Company or other persons or their properties, or first to enforce, realize upon or exhaust any collateral security for Indebtedness, before enforcing this guaranty. The Guarantor will not assert, plead or enforce against the Franchising Authority any defense of discharge in bankruptcy of the Company, statute of frauds, or unenforceability of the Guaranty which may be available to the Company or any other person liable in respect of any Indebtedness, or any setoff available against the Franchising Authority to the Company or any such other person, whether or not on account of a related transaction. Any notices given pursuant to this Agreement shall be addressed to the Guarantor and Company at 100 Crystal Run Road, Middletown, New York 10941 and to the Franchising Authority at 5341 Maywood Road, Mound, Minnesota 55364-1687. ~;10~ ~ 273977,/1 2 IN WITNESS WHEREOF, the Company, Franchising Authority, and Guarantor have executed this Corporate Guaranty as of the day, month and year first above written. GUARANTOR: MEDIACOM LLC By: Its: COMPANY: MEDIACOM MINNESOTA LLC By: Its: FRANCHISING AUTHORITY: CITY OF MOUND, MINNESOTA , Mayor , Clerk 273977/1 Exhibit G Ownership Structure ~ ~273977/1 G-1 I, E 0 Exhibit H July 22, 1999 Letter from Larkin, Hoffman H-1 Jane E. Bremer DIR. DIAL (612) 896-3297 E-MAIL jbremer@lhal.com July 22, 1999 LARKIN, HOFFMAN, DALY & LINDGREN, LTD. ATTORNEYS AT LAW 1500 NORVVEST FINANCIAL CENTER 7900 XERXES AVENUE SOUTH BLOOMINGTON, MINNESOTA 55431-1194 TELEPHONE (612) 835-3800 FAX (612) 896-3333 Brian T. Grogan, Esq. Moss & Barnett 4800 Norwest Center 90 South Seventh Street lVfinneapoiis. MN 55402-4129 VIA FACSIMILE 612-339-6686 & US MAIL Re.' Application of Triax Midwest Associates, L.P. for Consent to Assign Cable Television Franchise to Mediacom LLC Moss & Barnett Clients Dear Mr. Grogan: Following are the responses to the memo written by Michael Nixt? CPA to Brian Grogan on July 14, 1999. On or prior to consummating the Triax acquisition, Mediacom LLC ("Mediacom") will assign its rights to an operating subsidiary. Mediacom is in the process of creating the appropriate operating subsidiaries for this transaction. The assignee will be a joint and several co-borrower of a new borrowing group ("Mediacom Midwest") of Mediacom LLC. Mediacom Midwest is expected to arrange new $500 million bank facilities on terms and conditions similar to Mediacom's existing $325 million bank facilities and the new Mediacom USA bank facilities (see below) that will contain industry standard financial covenants and will be on a stand alone basis (i.e. not subject to cross-default or cross-collateralization to other operating companies of Mediacom or Mediacom ;,tse!~. Based on its business plax.s, the leverage profile of Mediacom Midwest will not impair its financial ability to operate, maintain, and upgrade the cable television systems in this transaction. To help finance the Triax acquisition, in addition to the planned Mediacom Midwest credit facilities (discussed above), Mediacom has now underway the syndication of new $500 million facilities for its Mediacom USA borrowing group. Borrowings under the Mediacom USA credit facilities in the amount of $375 million will be invested in Mediacom Midwest to help complete the funding necessary to close the Triax transaction. The Chase Manhattan Bank and two other institutions have each committed $100 million to the Mediacom USA facilities ($300 million in total) prior to launching the syndication to our existing and new lenders. LARKIN, HOFFMAN, DALY & LINDGREN, LTD. Brian T. Grogan, Esq. July 22, 1999 Page 2 At this time Mediacom has not delivered a. commitment letter to Triax pursuant to Section 3.2(a) of the Purchase Agreement, and has no immediate plans to do so. I hope this information is helpful. If you have any additional comments or questions, please feel free to contact me. ~e E. Bremer, fo LARKIN, HOFFMAN, DALY & LINDGREN, Ltd. CC: Chris O'Toole Tom Bordwell Eric Schultz Calvin Craib Eric Breisach, Esq. 0507663.01 TO: FROM: MAYOR, CITY COUNCIL AND CITY MANAGER GINO BUSlNARO, FINANCE DIRECTOR JULY FINANCE DEPARTMENT REPORT Investment Activity Balance: July 1, 1999 $3,686,611 Bou.~ht: Money Market 4M Plus 301,490 Money Market USBank 71,628 CP USBank 5.217.% 300,339 CP Norwest 5.20.% 350,509 Matured: Money Market 4M Plus Money Market USBank (71,339) CP USBank 5.091.% (248,958) Balance: July 31, 1999 $4,390,280 2000 Budget Preparation To comply with the truth in taxation laws, the city must certify the proposed levy to the county and adopt the proposed budget by September 15. The State Department of Revenue has provided us the necessary forms and instructions. The Local Government Aid for 2000 has been calculated by the State Department of Revenue and it will be in the amount of $344,750. The Homestead and Agri- cultural Credit Aid amount will be $502,793. The Local Performance Aid has been eliminated. The balance of revenues needed will be provided by fees and local property taxes. The State Department of Revenue has certified the local property tax levy limit. This is the requirement mandated by the legislature two years ago. Our levy limit for 2000 was set at $1,476,409. This amount does not include special levies ( levies for bonded indebtedness, etc.) or special assessments. : August 4,1999 Fran Clark City of Mound 5341 Maywood Dr. Mound, MN 55364 Dear Fran, Enclosed you will find an insurance certificate naming the City of Mound an "additionally insured." Our filming schedule currently has us filming at the Shirley Hills Primary School on Monday, August 23 and Tuesday, August 24. We have informed the Mound Police Department about our up-coming film shoot. Please don't hesitate to contact me or Tim Hillman ~t (651) 645-1760 if you have any questions orconcems. Thank you very much for your help and cooperation with this project! Sincerely, Bob Medcraft Location Manager Tim Hillman Location Manager SVGA~ A~rD SPICE 2327 WYCLIFF STREET · 5TH FLOOR ST. PAUL, MN 55114 (651) 645-1760 PHONE · (651) 645-1780 FAX Recommendations Based strictly on the information made available to us at the time of this review, we believe Mediacom possesses the necessary legal, technical and financial qualifications based on the standards of review identified in applicable law, and the Franchise as described within this Report. With respect to Mediacom's financial qualifications, we recommend that the City require a parental guaranty from Mediacom LLC to insure that Mediacom Minnesota LLC fully complies with all terms and conditions of the Franchise. To the extent that such guaranties are provided, we find no reasonable grounds on which to deny Triax's request for approval of the transfer of the Franchise to Mediacom. Based on these findings, we recommend that: 1. The City Council review this Report, listen to public comment, as necessary or appropriate, and undertake all necessary action to pass and adopt a resolution similar in form and content to the document following these recommendations. 2. The City follow-up to ensure that Mediacom submits the required documents including the Acceptance Agreement and a Certificate of Good Standing or Existence for cities in the States of Minnesota, Wisconsin and Iowa, which must be delivered following closing of the transaction. 3. The City follow-up to ensure that Mediacom LLC submits the guaranty, for Mediacom Minnesota LLC. 27397711 47 Exhibit A Transfer Questionnaire/Application Response for Mediacom Telecommunications Company Limited Partnership and Mediacom LLC 3273977/1 A-1 TRIAX MIDWEST ASSOCIATES, L.P. CONSENT TO ASSIGN CABLE TELEVISION FRANCHISE TO MEDIACOM LLC TRANSFER OUESTIONNAIRE/APPLICATION June 4, 1999 Prepared by: Brian T. Grogan Timothy L. Gustin Michael R. Nixt, C.P.A. Kenneth A. Moats, Paralegal MOSS & BARNETT A Professional Association 4800 Norwest Center 90 South Seventh Street Minneapolis, MN 55402-4129 (612) 347-0300 (telephone) (612) 339-6676 (facsimile) ©Moss & Barnett, A Professional Association, 1999 261697/1 -- INTRODUCTION Moss & Barnett, A Professional Association, has, as of this date, been retained to represent the below-listed cities (hereinafter "City") regarding the proposed assignment of cable television systems and franchises to Mediacom LLC. This list may be modified and/or increased if additional communities seek our assistance. This Transfer Questionnaire/Application will serve as a request on behalf of the City for supplemental information regarding the proposed assignment. The Applicant for the assignment is requested to use the following forms in order to inform the Cit3., of the Applicant's legal, technical and financial qualifications. In addition to the qualifications, the Applicant is requested to identig' any and all changes proposed to the cable communications system now serving the City, the operation of that system or the franchise document. In considering a request for transfer and assignment, the City will consider and review the legal, technical and financial qualifications of the Applicant together with any modifications requested by the Applicant. The City will comply with any and all state or federal procedural requirements. Cities represented bv Moss & Barnett 1. Apache Junction, AZ 2. Boscobel, WI 3. Caledonia, MN 4. Cannon Falls, MN 5. Canton, MN 6. Chanhassen, MN 7. Granit. e, F.alls, MN 8. Ivanhoe, MN 9. Lake City, MN 10. Litchfield, MN 11. Marseilles, IL 12. Mound, MN 13. Ottawa, IL 14. Paynesville, MN 15. Pipestone, MN 16. Prior Lake, MN 17. Rushford, MN 18. St. James, MN 19. Savage, MN 20. Slayton, MN 21. Spencer, IA 22. Waconia, MN 23. Wayzata, MN 261697/1 NOTE:' Moss & Barnett will also be assisting Municipal & County Management Services ("MCMS) and its principal, Patrick Callahan, Esq. in its review of this proposed assignment on behalf of MCMS clients. Please provide five (5) copies of Applicant's Transfer Questionnaire/Application to: Brian T. Grogan Moss & Barnett 4800 Norwest Center 90 South Seventh Street Minneapolis, MN 55402-4129 The Citv expressly reserves the right to request additional information. DEFINITIONS Unless the context otherwise requires, when used in this Application, the terms listed in this section shall have the following meanings: mo The term "Affiliate," when used in reference to the Applicant or a Principal of the Applicant, shall mean any Person that directly, or indirectly, through one or more intermediaries, controls, or is controlled by, or is under common control with the Applicant or the Principal of the Applicant. Bo The term "Applicant" shall mean Mediacom LLC (as identified in FCC Form 394; please clarify if this is incorrect). Co The term "Person" shall mean any individual, corporation, general or limited partnership, joint venture, limited liability company, mast, association, or other entity. The term "Principal," when used in reference to the Applicant, shall mean (i) any officer, director, or beneficial owner of five percent (5%) or more of any class of voting securities of the Applicant and any Affiliates of the Applicant, (ii) any Person who provides management or operational services with respect to the "System" (as hereinafter defined) and any officers, directors, or beneficial owners of five percent (5%) or more of any class of voting securities of any such Person, (iii) any general or limited partner of the Applicant or any Affiliate of the Applicant and any officer, director, or beneficial owner of five percent (5%) or more of any class of voting securities of any such partner, and (iv) any Person who or which serves in a capacity or stands in a relationship similar to any of the foregoing. The term "System" shall mean the cable communications systems covered by the Franchise Ordinances awarded by the City, to which this Application relates. 261697/1 OVERVIEW OF TRANSACTION Below we have outlined an overview of the transaction based upon our initial review of FCC Form 394. If any errors have been made in our description, please provide clarification as pan of your response to this application. The Applicant presently owns and operates cable systems in fourteen (14) states and in 313 franchise communities serving over 370,000 cable and intemet customers. Triax is presently operating cable systems in approximately 617 franchised communities, serving approximately 355,000 customers. The transaction contemplated will result in the Applicant expanding its scope of operations into six (6) additional states where it is not presently doing business, increasing the number of customers by nearly 100% and increasing the number of communities served by more than ' o .~00 Vo. The Applicant and Triax entered into an Asset Purchase Agreement dated April 29, 1999 ("Purchase Agreement") which provides for the acquisition of substantially all of Triax's cable system operations hereinabove described (the "Systems"), subject to certain exclusions based upon the success of the Applicant in obtaining applicable governmental consent of the several hundred communities which are involved in Triax's operations. The Purchase Agreement provides that the Applicant will purchase from Triax the Systems for a stated amount of $740,000,000.00, subject to certain adjustments, both increases and decreases to the purchase price based on the oc~u~ehce of certain events occurring prior to the Closing Date of the Purchase Agreement. 1. Ownership Information Multiple Svstems Ol~erator Please specify which of the Applicant's Principals will guarantee the payment and performance of the Grantee's obligations under this franchise. B. Certificates of Authority, Good Standing. and Existence Please provide copies of Applicant's Certificate of Authority and, if available, Certificate of Good Standing for the State of New York and Applicant's Certificates of Existence for the States of Arizona, Illinois, Iowa, Minnesota, and Wisconsin. If Applicant is not yet qualified to conduct business in these States, please provide any applications or further documentation of its attempt to qualify to conduct business in said States. C. Pledee of Grantee's Stock Please provide any documents, agreements, or other information that discusses the proposed financing plan between Grantee and a group of lenders that would include a pledge of the Grantee's interest. 261697/1 4 2. Current Franchises Please provide a list of forty (40) cable communications Systems owned, operated or controlled by the Applicant or any Principal of the applicant. (Please specify whether the systems below are owned and operated by Applicant or a parent or subsidiary of Applicant). Please do not include in this list those Systems in which representative comments were provided from local leaders in Attachment A to the FCC Form 394. When preparing the list, please provide the following informatio.n. A. Name of Franchise Holder (Municipality/State) B. Contact Person and Phone Number C. Date of Franchise Award D. Number of Current Subscribers 3. Potential Franchises Please state the number of subscribers the Applicant currently serves 'in each state where it provides service and the number of subscribers the Applicant will serve in each state if the transfer is approved. Please provide a list of communities where the Applicant or any Principal of the Applicant has submitted a request for an initial franchise or the approval for a transfer of ownership. A. Community in which Franchise is Sought B. Date of Application C. Expected Date of Action D. Estimated Number of Subscribers E. Municipal Contact Person & Phone 4. Changes to the System Is the Applicant proposing or will the Applicant undertake any technical changes in the System. 5. Chances in the Operation of the System Is the Applicant proposing, or will the Applicant undertake any changes in the operation of the System including, but not limited to, the following areas: rate increases, programming, customer service practices, billing practices, personnel, etc.? Please describe in detail. 261697/1 o o o Future Plans Please provide any applicable information to help explain any future plans Applicant may have regarding the implementation of new technologies into the System serving the City. How will the introduction of these new technologies impact the growth of the System in the City? New Services Does the Applicant have any plans to add new services to the existing system? Please describe any potential services which Applicant may consider providing over the system. Pro~ramming Line-up Does Applicant own an interest in any cable programming services? Will Applicant make any changes to the programming line-up in the City? Will Applicant consider changing the programming line-up in the future? If so, in what way? Costs Increases 10. 11. 12. Please comment on any projected cost increases to the current services offered by applicant over the next three (3) years. Billing System Please describe any changes Applicant will make in the current billing system. Will subscribers see a new billing system and if so, what modifications or improvements will result due to a change in the billing format? Customer Service Centers Please describe how customer service w/il be handled. Will there be any planned cutbacks in staff, operations or locations for customer service centers. What phone numbers will be used, e.g., will they change from existing numbers? Will customer service be centralized, and if so, where and how will it accommodate the increase in telephone traffic? Required Waivers Please provide copies of requests made to any federal or state govemmental entity seeking waiver of cross ownership prohibitions existing under federal law. Please fully describe the process and timing for receipt of any required waivers. Please also provide copies of requests or information regarding any other state or federal regulatory approvals which must be obtained as part of this proposed transfer. 261697/1 13. 14. 15. 16. 17. 18. 19. System Upgrade Please describe any and all plans to upgrade and/or rebuild the system serving the City. High Speed Data Please describe Applicant's plans regarding implementation of high speed data services in the system serving the City. Technical and Managerial Employees Please explain whether Applicant will retain employees currently providing technical and managerial services for the cable System serving the City. Asset Purchase A~reement between Triax Midwest Associates and Mediacom LLC Please provide a copy of all schedules and exhibits part of the Asset Purchase Agreement. Security Ownership of Certain Beneficial Owners and Manaeement Please explain the equiD' interests presented in the chart following page 3 and responding to Section II, Question 2 of the FCC Form 394. As presented, the equity interests do not total 100 percent. Exhibit 10, Page 11 provides a similar chart that totals 100 percent and references "Other Investors" as part of the percentage equity interests. Who are the "Other Investors"? Applicant's Operatin~ Agreement Please provide a copy of Applicant's Operating Agreement. Financial Oualifications With respect to financial information, the Applicant submitted the following financial information in support of its financial qualifications to acquire and become the successor operator of the Systems: Applicant's Form 10-K filed with the Securities and Exchange Commission ("SEC") on March 31, 1999, including the consolidated audited financial statements of the Applicant and subsidiaries consisting of (i) report of independent public accountants; (ii) consolidated balance sheets as of December 31, 1998 and 1997; (iii) consolidated statements of operations for the years ended December 31, 1998 and 1997; (iv) consolidated statements of Changes in Member's Equity for the years ended December 31, 1998 and 1997; (v) consolidated statements of cash flows for the years ended December 31, 1998 and 1997; (vi) notes to consolidated financial statements; and (vii) valuation and qualifying accounts. 261697/I B. Form 10-K/A- 1; and Co Form 10-Q for the three months ended March 31, 1999, filed with the SEC on May 17, 1999, including Financial Statements consisting of (i) consolidated financial statements of Applicant and Subsidiaries; (ii) notes to consolidated financial statements; (iii) Financial Statement of Mediacom's Capital Corporation; and (iv) Notes to financial statement. With respect to the information provided, we have the following comments and/or requests for additional information: mo Applicant shall provide a detailed organizational chart of Mediacom, LLC and subsidiaries (including the Applicant's four (4) operating subsidiaries, Mediacom Capital Corporation and the acquisition subsidiary or subsidiaries ("Acquisition Sub") which is intended to be formed as the Assignee of the Purchase Agreement and to consummate the transactions contemplated thereby. A description of the relationship between Mediacom, LLC and Mediacom Capital Corporation shall also be provided to the extent that Mediacom Capital is not engaged merely as a shell for offering securities. Bo To the extent that the Applicant intends to form an Acquisition Sub to effect the consummation of the transaction contemplated by the Purchase Agreement, a description of the subsidiary(ies) to be formed, where the subsidiaries will fit within the Applicant's organizational structure, and details surrounding the management structure of the Acquisition Sub shall be provided for consideration by the City. Co The Applicant has indicated that "it is likely that this transaction will be financed from the proceeds of a credit facility that Mediacom intends to arrange on behalf of its operating subsidiaries." As the bulk of the Purchase Price to be paid for the System is to be paid in cash, the Applicant shall provide the City with an update as to the progress which has been made in securing such a credit facility, including a summary of the terms relating thereto (i.e., maximum facility available, repayment terms, security, etc.). Do The Applicant is advised that, in the event it elects to make an assignment of its rights under the Purchase Agreement to the Acquisition Sub, the Applicant should anticipate the City requiring that the Applicant provide a guarantee of the performance of the operating subsidiaries with respect to the franchise, as well as possibly being required to provide performance bonds and other forms of financial assurance of the subsidiaries operating performance, as the same are customary under local law or as otherwise may be deemed reasonably necessary under the circumstances by the City. - END OF APPLICATION - 261697/1 Exhibit B Certificates of Good Standing 273977/1 B-1 11:27 FAX 9146952679 . 0~/11/1~5 02:ZE -212-755-263~ State of New York Depa~ tment of State SS: ~015 Po, C~ 84 A cez~lflcace a,f Afftdavi~ of Publication of MED. T. AC~H ADC wa~ filed on 03/I$/19~6. A Bienni~l ~acm~nC wie filed 07/~2/1~97. 2~990~.240084 3g specuI ~eputy s=r~ ol s=~e 06/11/99 FRI 15;lg [TX/RX NO 5520] File Number 0015924-7 To all to whom these Presents Shall Come, Greeting: I, Jesse White, Secretary of State of the State of Illinois, do hereby certi~ that . MEDIACOM LLC, A NEW YORK LIMITED LIABILITY COMPANY, APPEARS TO HAVE COMPLIED WITH ALL PROVISIONS OF THE LIMITED LIABILITY COMPANY ACT OF THIS STATE RELATING TO THE FILING OF THE APPLICATION FOR ADMISSION ON JANUARY 5, 1998 AND IS REGISTERED TO TRANSACT BUSINESS IN THE STATE OF ILLINOIS ****************************************** In Testimony Whereof, ~, hereto set my hand and cause to be affixed the Great Seal of the State of Illinois, this 14va ~LY 1999 day o/ A.D. SECRETARY OF STATE C-260.1 07/22 18:20 1999 FROU: 07/22/99 16:27 FAX 9146952679 31J.-~2-1~J~ 16~ 45 9148952679 TO: 8123395267 ARIZONA GORPORATION COMM~/ON APPLICATION FOR P,~OISTRA.TION OFA FORF/GN ~ LIAB/LITY CO~/~?ANY Meaiacom Arizona LLC ;L! t MEDIACO~ ARIZONA CABLE NE'~OE[ tLC Cable ~elmvision system o~eration 30 7 9114 FBI 16:44 [T~ NO 75521 07122 18:20 199~ FROU: ~he ~r~c~Ha~ Co~or~ion Sy~n, Inc. 1013 Center Roa~, Wi~~n, D~law~e 18S05 De. re: ~ ..~ed£_acon nLC, 8 ~y: ~occo B. Co~nisso, i~ ~=c As scaCu~o~ ~, here~ cons~t ~o act ~n tha~ 'c~p~iCy until ~e~ov~ ~ rmmi~at~on is su~ed in acmm~anc8 w~ ~=. (;) 222 ei~ 9114 07/02/99 16:44 75521 Exhibit C Subscribers & Homes Passed by State 273977/1 C-1 06/17/99 11:28 FAZ 9146952679 ~019 ." '-'~ Exhibit D Draft Resolution - Approving Transfer 273977/1 D-1 RESOLUTION NO. APPROVING THE TRANSFER AND ASSIGNMENT OF THE CABLE TELEVISION FPu~NCHISE TO MEDIACOM LLC WHEREAS, on or about , the City of Mound ("City") passed and adopted Ordinance No. 99-1998 granting a Cable Television Franchise ("Franchise") currently held by Triax Midwest Associates, L.P. ("Triax"); and WHEREAS, on April 29, 1999, a certain Asset Purchase Agreement ("Agreement") was made and entered into by and among Triax and Mediacom LLC; and WHEREAS, Triax and Mediacom have requested consent by the City to transfer the Franchise and the assets comprising the Cable System to Mediacom Minnesota LLC ("Mediacom"); and . WHEREAS, in compliance with the terms of the Asset Purchase Agreement, the name of grantee/franchisee under the Franchise will be changed to Mediacom; and WHEREAS, under the Franchise and applicable law, the proposed Transfer require consent from the City; and WHEREAS, the City has reviewed the proposed Transfer and the legal, technical, and financial qualifications of Mediacom and Mediacom LLC; and WHEREAS, based on information obtained and on the reports and information received by the City, including the report prepared by the City's cable television consultants, Moss & Barnett, a Professional Association, which is hereby incorporated by reference, the City has found no reason to disapprove of the proposed Transfer to Mediacom. 273977/1 NOW, THEREFORE, the City Council for the City of Mound resolves as follows: 1. Triax is the lawful holder of the Franchise. 2. The City hereby consents and approves of the proposed Transfer subject to: a. Closing of the transaction contemplated within the Asset Purchase Agreement pursuant to the terms and conditions described in information provided to the City by Triax and Mediacom LLC. b. Mediacom LLC notifying the City in writing of the completion of the Transfer within thirty (30) days of the date of closing of the Transfer. .. c. Mediacom, within thirty (30) days of the closing of the Transfer providing the City with a signed Acceptance of the Franchise in the form attached hereto and incorporated by reference [and a Certificate of Good Standing or Existence for Mediacom for the State of Minnesota. 3. The City hereby waives any right of first refusal which the City may have to purchase the Franchise, or the cable television system serving the City, but only as such right of first refusal applies to the request for approval of the Transfer now before the City. 4. In the event the Transfer from Triax to Mediacom contemplated by the foregoing resolutions is not completed, for any reasons, the City's consent shall not be effective. 27397711 2 5. Mediacom may, at any time and from time to time, assign, grant, or pledge or otherwise convey one or more liens or security interests in its assets, including its rights, obligations and benefits in and to the Franchise to any lender providing financing to Mediacom. 6. To the maximum extent permitted by all applicable local, state and federal laws, this Resolution shall not be construed to in any way relieve Triax nor limit Mediacom from any liability under the Franchise. This Resolution shall take effect and continue and remain in effect from and after the date of its passage, approval, and adoption. A motion to approve the foregoing Resolution No. was made by Council Member and duly seconded by Council Member The following Council Members voted in the affirmative: The following Council Members voted in the negative: 273977/1 3 Passed and adopted by the City Council for the City of Mound this , 1999. ATTEST: CITY OF MOUND day of By: By: Its: 273977/1 3o75" 4 Exhibit E Acceptance of a Franchise For a Cable Television System 273977/1 E-1 307~. ACCEPTANCE OF A FRANCHISE FOR A CABLE TELEVISION SYSTEM IN THE CITY OF MOUND WHEREAS, the City of Mound, Minnesota ("City") by action of its governing body on ,1999, adopted a Resolution No~_ ("Resolution") approving the transfer of the cable system and franchise to Mediacom Minnesota LLC ("Mediacom"); and WHEREAS, the City's Cable Television Franchise ("Franchise"), together with the Resolution, require that Mediacom accept the Franchise and the conditions contained in the Resolution in form and substance acceptable to the City. NOW, THEREFORE, pursuant to the terms and requirements of the Franchise and the Resolution, and in consideration of the City's approval of the transfer of the Franchise, Mediacom accepts the Franchise and all conditions in the Resolution and makes the following representations and warranties to the City: - I. Mediacom is a limited liability company duly organized, validly existing, and in good standing under the laws of the State of , and authorized to do business in Minnesota and with full power, authority, and legal capacity to execute, deliver, and perform this Acceptance and perform the terms and conditions of the Franchise and the Resolution. 2. All actions necessary to authorize the execution and delivery of this Acceptance and the performance of the Franchise and Resolution, have been duly authorized by all necessary and required proceedings. 3. The execution and delivery of the Acceptance and the performance of the Franchise and the Resolution, does not and will not conflict with or result in the breach or termination of, or constitute a default under, any indenture or instrument with respect to the borrowing of money, or any material contract, lease or agreement, or order, judgment or 307? 273977/1 decree or any law, rule or regulation to which Mediacom is a party or by which it or any of its property is bound or affected. 4. Mediacom has carefully read the terms and conditions of the Franchise and the Resolution, and accepts the rights, duties, and obligations created thereunder, subject to its rights under applicable state and federal law. 5. Neither Mediacom or any of its representatives or agents have committed any illegal acts or engaged in any wrongful conduct contrary to, or in violation of, any federal, state, or local law or regulation in connection with the obtaining of the Franchise. Dated ,1999 MEDIACOM MINNESOTA LLC By: Its: STATE OF ) ) SS. COUNTY OF ) The foregoing instrument was subscribed and sworn to before me this ~ 1999, by , the of Mediacom Minnesota LLC. day of SEAL Notary Public 273977/1 2 Exhibit F Guaranty of Performance 273977/1 F-1 Corporate Guaranty THIS AGREEMENT is made this__ day of ,1999 between Mediacom LLC ("Guarantor"), the City of Mound, Minnesota ("Franchising Authority"), and Mediacom Minnesota LLC ("Company"). WITNESSETH WHEREAS, the Franchising Authority by action of its governing body on ,1999 adopted Resolution No. ("Resolution") approving the transfer of the cable system ("System") and the Franchising Authority's Cable Television Franchise ("Franchise") to Company; and WHEREAS, Guarantor is the parent of Company; and whereas, Guarantor has a substantial interest in the System and the conduct of the Company in complying with the Franchise and any and all amendments thereof and any agreements related thereto, which Franchise and amendments are hereby specifically referred to, incorporated herein, and made a part hereof; and WHEREAS, the Resolution requires the Company to furnish a guaranty to ensure the faithful payment and performance of the Company's obligations under the Franchise; and WHEREAS, the Guarantor desires to provide its unconditional guaranty to fulfill the requirements of the Resolution. NOW, THEREFORE, in consideration of the foregoing premises and for other good and valuable consideration, the receipt and sufficiency of which are hereby acknowledged, Guarantor hereby unconditionally guarantees the due and punctual payment and performance of all of the debts, liabilities and obligations of Company contained in the Franchise ("Indebtedness"). This Agreement, unless terminated, substituted, or canceled, as provided herein, shall remain in full force and effect for the duration of the term of the Franchise, except as expressly provided otherwise in the Franchise. Upon substitution of another Guarantor reasonably satisfactory to the Franchising Authority or upon transfer of the Franchise to another entity not under common control of Mediacom, this Agreement shall be terminated, substituted, or canceled upon thirty (30) days prior written notice from Guarantor to the Franchising Authority and the Company. Such termination shall not affect liability incurred or accrued under this Agreement prior to the effective date of such termination or cancellation. 273977/1 The Guarantor will not exercise or enforce any right of contribution, reimbursement, recourse or subrogation available to the Guarantor against the Company or any other person liable for payment of the Indebtedness any collateral security therefor, unless and until all of the Indebtedness shall have been fully paid and discharged. The Guarantor will pay or reimburse the Franchising Authority for all reasonable costs and expenses (including reasonable attorneys' fees and legal expenses) incurred by the Franchising Authority in connection with the protection, defense or enforcement of this guaranty in any arbitration, litigation or bankruptcy or insolvency proceedings. The Guarantor waives presentment, demand for payment, notice of dishonor or nonpayment, and protest of any instrument evidencing Indebtedness. The Franchising Authority shall not be required first to resort for payment of the Indebtedness to'the Company or other persons or their properties, or first to enforce, realize upon or exhaust any collateral security for Indebtedness, before enforcing this guaranty. The Guarantor will not assert, plead or enforce against the Franchising Authority any defense of discharge in bankruptcy of the Company, statute of frauds, or unenforceability of the Guaranty which may be available to the Company or any other person liable in respect of any Indebtedness, or any setoff available against the Franchising Authority to the Company or any such other person, whether or not on account of a related transaction. Any notices given pursuant to this Agreement shall be addressed to the Guarantor and Company at 100 Crystal Run Road, Middletown, New York 10941 and to the Franchising Authority at 5341 Maywood Road, Mound, Minnesota 55364-1687. ~ ~ 27397'7./1 2 IN WITNESS WHEREOF, the Company, Franchising Authority, and Guarantor have executed this Corporate Guaranty as of the day, month and year first above written. GUARANTOR: MEDIACOM LLC By: Its: COMPANY: MEDIACOM MINNESOTA LLC By: Its: FRANCHISING AUTHORITY: CITY OF MOUND, MINNESOTA , Mayor , Clerk 273977/1 3 Exhibit G Ownership Structure ,=~ ~273977/1 G-1 o~ Exhibit H July 22, 1999 Letter from Larkin, Hoffman H-1 Jane E. Brerner DIR. DIAL (612) 896-3297 E-MAIL jbrerner~lhcll.com July 22, 1999 LARKIN, HOFFMAN, DALY & LINDGREN, LTD. ATTORNEYS AT LAW 1500 NORVVEST FINANCIAL CENTER 7900 XERXES AVENUE SOUTH BLOOMINGTON, MINNESOTA 55431-1194 TELEPHONE (612) 835-3800 FAX (612) 896-3333 1999 Brian T. Grogan, Esq. Moss & Barnett 4800 Norwest Center 90 South Seventh Street Mmneapo,s. MN >>40,-41_9 VIA FACSIMILE 612-339-6686 & US MAIL Re.' Application of Triax Midwest Associates, L.P. for Consent to Assign Cable Television Franchise to Mediacom LLC Moss & Barnett Clients Dear Mr. Grogan: Following are the responses to the memo written by Michael Nixt? CPA to Brian Grogan on July 14, 1999. On or prior to consummating the Triax acquisition, Mediacom LLC ("Mediacom") will assign its rights to an operating subsidiary. Mediacom is in the process of creating the appropriate operating subsidiaries for this transaction. The assignee will be a joint and several co-borrower of a new borrowing group ("Mediacom Midwest") of Mediacom LLC. Mediacom Midwest is expected to arrange new $500 million bank facilities on terms and conditions similar to Mediacom's existing $325 million bank facilities and the new Mediacom USA bank facilities (see below) that will contain industry standard financial covenants and will be on a stand alone basis (i.e. not subject to cross-default or cross-collateralization to other operating companies of Mediacom or Mediacom itse!O. Based on its business plans, the leverage profile of Mediacom Midwest will not impair its financial ability to operate, maintain, and upgrade the cable television systems in this transaction. To help finance the Triax acquisition, in addition to the planned Mediacom Midwest credit facilities (discussed above), Mediacom has now underway the syndication of new $500 million facilities for its Mediacom USA borrowing group. Borrowings under the Mediacom USA credit facilities in the amount of $375 million will be invested in Mediacom Midwest to help complete the funding necessary to close the Triax transaction. The Chase Manhattan Bank and two other institutions have each committed $100 million to the Mediacom USA facilities ($300 million in total) prior to launching the syndication to our existing and new lenders. LARK1N, HOFFMAN, DALY & LINDGREN, LTD. Brian T. Grogan, Esq. July 22, 1999 Page 2 At this time Mediacom has not delivered a. commitment letter to Triax pursuant to Section 3.2(a) of the Purchase Agreement, and has no immediate plans to do so. I hope this information is helpful. If you have any additional comments or questions, please feel free to contact me. //J~&ne E. Bremer, for LARKIN, HOFFMAN, DALY & LINDGREN, Ltd. CC: Chris O'Toole Tom Bordwell Eric Schultz Calvin Craib Eric Breisach, Esq. 0507663.01 TO: FROM: REi MAYOR, CITY COUNCIL AND CITY MANAGER GINO BUSINARO, FINANCE DIRECTOR JULY FINANCE DEPARTMENT REPORT Investment Activity Balance: July 1, 1999 $3,686,611 Bought: Money Market 4M Plus 301,490 Money Market USBank 71,628 CP USBank 5.217.% 300,339 CP Norwest 5.20.% 350,509 Matured: Money Market 4M Plus Money Market USBank (71,339) CP USBank 5.091.% (248,958) Balance: July 31, 1999 $4,390,280 2000 Budget Preparation To comply with the truth in taxation laws, the city must certify the proposed levy to the county and adopt the proposed budget by September 15. The State Department of Revenue has provided us the necessary forms and instructions. The Local Government Aid for 2000 has been calculated by the State Department of Revenue and it will be in the amount of $344,750. The Homestead and Agri- cultural Credit Aid amount will be $502,793. The Local Performance Aid has been eliminated. The balance of revenues needed will be provided by fees and local property taxes. The State Department of Revenue has certified the local property tax levy limit. This is the requirement mandated by the legislature two years ago. Our levy limit for 2000 was set at $1,476,409. This amount does not include special levies ( levies for bonded indebtedness, etc.) or special assessments. : August4,1999 Fran Clark City of Mound 5341 Maywood Dr. Mound, MN 55364 Dear Fran, Enclosed you will find an insurance certificate naming the City of Mound an "additionally insured." Our filming schedule currently has us filming at the Shirley Hills Primary School on Monday, August 23 and Tuesday, August 24. We have informed the Mound Pohce Department about our up-coming film shoot. Please don't hesitate to contact me or Tim Hillman ~t (651) 645-1760 if you have any questions or concerns. Thank you very much for your help and cooperation with this project! Sincerely, Bob Medcraft Location Manager Tim Hillman Location Manager 5O$? SUGAR AND SPICE 2327 WYCLIFF STREET * STH FLOOR ST. PAUL, MN $$114 (6S1) 64S-1760 PHONE * (6S1) 64S-1780 FAX Ms. Francene Clark-Leisinger Acting City Manager and City Clerk City of City of Mound 5341 Maywood Road Mound, Minnesota 55364 August 3, 1999 CSAH 15 REALIGNMENT Dear Ms. Clark-Leisinger: I am responding to your July 20, 1999 letter to Bruce Polaczyk of my staff wherein you request the county to accelerate the proposed reconstruction of CSAH 15 in downtown Mound from 2002 to 2001 Appended to your letter was a city council resolution which addressed the project schedule acceleration. As you are aware, the CSAH 15 reconstruction project has been scheduled for construction in 2002 since it was included in the county's adopted 1998-2002 Capital Improvement program (CIP). It has remained as such through the adopted 1999-2003 CIP and proposed 2000-2004 CIP. If the city wishes to have the project accelerated within the program schedule, it will be necessary for the city to take a much greater role in the financing of the project. The city must anticipate it will be responsible for the preliminary and detail design of the project, both in terms of consultant selection/retention and cost. In addition, the city should anticipate it will be responsible for a greater share of the construction costs. Before we are able to determine the level of city cost participation for construction, it will be necessary to identify the city's source of funds. If the city intends to use Tax Increment Financing (TIF), the TIF source must be identified. Depending on the TIF source, the city's cost share position for both right of way acquisition and construction could change significantly, regardless of project schedule acceleration or retention. Given the fact the city will be expected to finance a much greater portion of the CSAH 15 project costs if it seeks project acceleration, and given the unknown source of the city funds, it is recommended you contact Bruce Polaczyk (745-7650) to discuss these issues before we proceed further. Sincerely, J~mes N. Grube, P.E. Director Transportation Department 1600 Prairie Drive Medina, MN 55340-5421 (612) 745-7500 FAX: (612) 478-4000 TDD: (612) 852-6760 Recycled Paper '"'-ZrW: 'q-W~NA S SA .,'~ Z.~-O I / I