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2015-06-11 Packet
Item IV.A DRAFT MINUTES CITY OF EDINA MINNESOTA ENERGY & ENVIRONMENT COMMISSION EDINA CITY HALL COMMUNITY ROOM Thursday June 11, 2015 7:00 PM I. CALL TO ORDER 7:01p.m. II. ROLL CALL Answering Roll Call was Anderson, Gubrud, Howard, Manser, Satterlee, Seeley, Thompson, Waddick, Zarrin and Late: Glahn and Sierks Absent: Padmanabhan and Chair Kostuch Staff Present: Ross Bintner and Rebecca Foster III. APPROVAL OF MEETING AGENDA Motion made by Member Gubrud and seconded by Member Thompson to approve the Meeting Agenda. Motion carried unanimously. IV. ADOPTION OF CONSENT AGENDA A. Minutes. Member Gubrud requested VIII. F. change to assess funds need to subsidize the HES Enhanced installs in 2015. Member Howard requested "Conspiracy" to change to "Cowspiracy". B. Attendance report and roster. No Comment. C. Workgroup list and minutes. Acting Chair Zarrin said the Recycling & Solid Waste Working Group is meeting the first Wednesday of the month. Motion made by Member Gubrud and seconded by Member Howard to approve the Consent Agenda. Motion carried unanimously. V. COMMUNITY COMMENT. No Comment. VI. REPORTS AND RECOMMENDATIONS A. City Climate Commitment Subcommittee. Acting Chair Zarrin gave an update on the Edina Climate Commitment Team. The goal is to work on Greenhouse Gas Reduction within the City Government and within City Limits with a Community Solar Garden. The three actions were Solar Garden, Carbon Data Continuing and Advisory Letters. Acting Chair Zarrin is pushing for efficiency. Acting Chair Zarrin needs to submit an objective for the subcommittee. Mr. Bintner said B3 gives data on City building energy and Regional Indicators Initiatives within the Community which is useful to find a baseline. He would recommend dropping ICLEI and CDP commitments. Acting Chair Zarrin stated that Manager Neal would report back to the team on the stability of the Public Works roof to add community solar panels and that Xcel Energy has selected the City of Edina to participate in its "Partners in Energy" program. The broad purpose of the program is to assist and support communities develop and implement an energy action plan that is designed to meet the communities' individual energy needs. On June 17th the City Council will take action on the Memorandum of Understanding with Xcel Energy regarding the City's participation in Xcel Energy's Partners in Energy program. Acting Chair Zarrin stated that Manager Neal said the Council doesn't have any obligation to answer Advisory Letters. Zarrin stated that EEC Members need to emphasize and lobby the Council to pay attention to an Advisory. Mr. Bintner created a matrix on all of the EEC Advisory's so see what the end results the advisories submitted. Acting Chair Zarrin stated that Council Member Staunton asked about key information needed for the Solar Garden Advisory. B. Water Bottle Advisory (Reconsideration). Acting Chair Zarrin would like to resubmit the Water Bottle Advisory to Council. The goal is to reduce plastic bottles. Mr. Bintner stated he spoke with Ann Kattreh, Parks Director, and she said the City contracts with Pepsi to stock the vending machines and the City receives a portion of the sales. Mr. Bintner offered his opinion for why this advisory failed to draw any interest: There is uncertainty of the total amount of potential benefit, what Edina High School actually done and results they received, there was opposition from Community Health Advisory by taking water bottles out of vending machines and make people buy pop, etc. Zarrin stated the Edina schools did install water stations, but still sell water bottles. The EEC returned this item to the Recycling and Solid Waste Working Group for research. VII. CORRESPONDENCE & PETITIONS. No Comment. VIII. CHAIR AND COMMISSION MEMBER COMMENTS A. Building Energy Efficiency Subcommittee. Member Sierks said the Edina Climate Commitment Team will oversee the building energy efficiency with the City's two staff members. CRBPS is the City's consultant reviewing all of the building. A staff member from Regional Indicators will help separate city emissions from community emissions. B. Business Recycling Working Group. Acting Chair Zarrin said this working group consolidated with the Recycling and Solid Waste Working Group. She needs to write a new objective. C. City Environmental Considerations Subcommittee. No Comment. D. Community Solar Subcommittee. Member Sierks said someone went to the Public Works roof and said it was ok in 2014 for solar panels, but more research needs to be done. Member Sierks said there are about 760 solar garden applications into Xcel for 650 megawatts. Xcel filled a suit with the PUC saying there are too many large projects in June. The City doesn't have a developer or site, so we aren't in line and the rules are constantly changing. The Federal Tax credits will disappear in 2016, so for a developer to do small projects will change a lot to make the projects work. Zarrin offered that the ECCT could ask Manager Neal to access the public works roof. Member Sierks said to do an RFP to get bids, but all money might be lost and estimated the City would need staff time to write an RFP and could include $10-15K on legal fees. The EEC would like to be the first metro city with a solar garden. Member Sierks will write up an Advisory on Community Solar. E. Education Outreach Working Group. Member Thompson said they are organizing the July 4th parade. The theme is "Edina a Deeper Shade of Green". The group will be passing out $35 coupons for Home Energy Squad visits. Member Howard said the movies are on hold for the summer. Acting Chair Zarrin suggested that more publication be done for the movies. F. Home Energy Squad Subcommittee. Member Grubrud said there is $810 left in budget for subsidized. Historical budget was $3000 in 2013 and $4500 in 2014. He asked for $10,500 for 2015 in the work plan. This year there has been 15 visits and 3 low income visits. Motion made by Member Gubrud and seconded by Member Sierks to recommend $3200 for HES. Motion carried unanimously. G. Recycling and Solid Waste Working Group. Acting Chair Zarrin said the group will work on the Water Bottle Advisory. H. Student Subcommittee. Member Thompson said there are two students interested in being on the Commission this fall. Member Glahn arrived at 8:22p.m. I. Water Quality Working Group. Member Waddick said the stenciling program is going very well. An article will be in the Summer About Town on Mow High and Storm Drain Stenciling. The group visited the Arden Park neighborhood three times to educate on buffers and stream bank restoration. They might talk to residents in August during Night to Unite. IX. STAFF COMMENTS A. 2015-2016 EEC Term Summary / Council Advisory Status / Workplan. Mr. Bintner said he is looking for ideas for next meeting. He can talk about the Street Sweeping Management Plan. 2016 Workplan items are due in September 29th. The City is doing some work through the Sustainable Infrastructure Institute Vision Rating System. B. Budget Update. Mr. Bintner said $3600 of the $10,000 budget goes to the Communication's staff for publications and Rebecca Foster's time for support. Year to date spent is $1320 with $5230 remaining to allocate. Member Sierks arrived at 8:15p.m. C. Community Solar Garden CC Advisory. Mr. Bintner said the Advisory is going to Council on June 171H Scott will be sending the Xcel Partners in Energy to the June 17th Council meeting too. Mr. Bintner gave an update on Metropolitan Energy Policy Collation he attended. Mr. Bintner did a presentation on the new Living Streets Plan with Mark Nolan. Mr. Bintner gave a historical update on historical actions by the EEC, a retreat and offered to forward to record of files to anyone interested. Member Thompson will be going to Washington DC on June 22"d to lobby for Citizens' Climate. Member Manser announced a Minnehaha Creek cleanup on July 26tH There being no further business on the Commission Agenda, Acting Chair Zarrin declared the meeting adjourned at 9:08p.m. Motion made by Member Gubrud and seconded by Member Thompson to adjourn meeting. Motion carried unanimously. Respectfully submitted, Rebecca Foster GIS Administrator Liaisons: Report attendance monthly and attach this report to the Commission minutes for the packet. Do not enter numbers into the last two columns. Meeting numbers & attendance percentages will calculate automatically. INSTRUCTIONS: Counted as Meeting Held (ON MEETINGS' LINE) Attendance Recorded (ON MEMBER'S LINE) Regular Meeting w/Quorum Type "1" under the month on the meetings' line. Type "1" under the month for each attending member. Regular Meeting w/o Quorum Type "1" under the month on the meetings' line. Type "1" under the month for each attending member. Joint Work Session Type "1" under "Work Session" on the meetings' line. Type "1" under "Work Session" for each attending member. Rescheduled Meeting' Type "1" under the month on the meetings' line. Type "1" under the month for each attending member. Cancelled Meeting Type "1" under the month on the meetings' line. Type "1" under the month for ALL members. Special Meeting There is no number typed on the meetings' line. There is no number typed on the members' lines. `A rescheduled meeting occurs when members are notified of a new meeting date/time at a prior meeting. If shorter notice is Item IV.0 Edina Energy & Environment Commission Working Groups and Subcommittees Draft of 6-11-15 Building Energy Efficiency Subcommittee - Chair Sierks, Members: Bill Glahn, Keith Kostuch Objective: This subcommittee will work with City staff to recommend to Council a comprehensive approach for achieving deeper energy elf ciency actions for- the city's buildings that maximizes greenhouse gas reductions, maximizes energy saved and dollars saved, and maximizes effective use of city dollars. City Environmental Considerations Subcommittee — Chair Keith Kostuch, Members: John Heer Objective: This sub -committee of the EEC will work with City staff to find a way to embed the 2008 Comprehensive Plan Chapter JO environmental commitments into the City's capital budget process. New buildings, major building renovations and fleet purchases have large and long-term environmental implications. Consequently, environmental considerations need to be made more explicit at the inception of all capital projects and in the approval process up to City Council final approval. Time frame: This process will be collaborative with Ciry stciff in terms of conceptualization and implementation .so it will take most or all of 2014. Community Solar Subcommittee - Chair Bill Sierks, Members: Paul Thompson, Bob Gubrud Objective: Work with City Staff to evaluate whether the City can host a Community Solar site. If so, the group will assist as appropriate in completing the steps necessary to apply for, develop, and market this program, and involve interested members of the public through a working group if the project moves forward to construction Edina Business Recycling Working Group— P Wednesday - Chair Sarah Zarrin — Members: Lori Syverson (Chamber of Commerce), Ben Knudson (Hennepin County Environmental Services), Andre Xiong (HCES), Aileen Foley Edina Climate Commitment Team — 151 & 3`d Monday — Chair Sarah Zarrin — Commissioners: Bill Sierks, Robert Manser — Staff. Scott Neal and Council Member Kevin Staunton Considering and planning on short, mid, and long term plants. Break clown the goal of GHG reduction into yearly, 5, 10 and 20 years. This way it is more quantifiable and making sense to all. Rather than waiting for 10 Years to achieve the set goal. 0 2016 ? 9%, 2-3% per year. Yearly goal until 2020 0 2020."% 0 2021 '% per year, _yearly goal until 2025 0 2025 ?% • Spread easy (low hanging fruits), medium, and major items throughout the 1-25 years planning Education Outreach Working Group (EO WG) — I" Thursday at 7:00 pm - Co -Chairs Paul Thompson and Bob Gubrud — Members: John Howard (EEC), Reilly Anderson, Sunaya Padmanabhan, Sarah Stefanik, Chuck Prentice and Mindy Ahler. Objective: The mission of the Education and Outreach Working Group is to support the charter of the Edina Energy and Environment Commission by creating awareness and engaging residents, schools, churches, business' and community organizations to take action to conserve and increase energy efficiency, to reuse and recycle, and to preserve and enhance our environment Home Energy Squad Subcommittee (HES) — Meets as needed - Chair Bill Sierks — Commissioners - Paul Thompson, Bob Gubrud Objective: This subcommittee works with City stnjf; Xcel Energy, Centerpoint EnergN,, and the CenterforEnergy and the Environment to implement the Home Energy Squad program for Edina's residents. The chv's gas and electric utilities have hired CEE to implement to implement the Horne Energy Squad program across their service area. Our subcommittee is helping to promote the program and maximize its impact in Edina. Local Food Working Group — Chair Dianne Plunkett Latham, Arlene Forrest, Louise Segreto, David Chin, Joeffrey Bodeau, Virginia Kearney, and Jamie Bodeau Objective: Facilitate creation of honre%onrmunio gardens, chicken & bee keeping, and incorporation (? food growing areas/access in multifamily residential developments Recycling & Solid Waste Working Group (RSW WG) — I" Wednesday at 7:00 pm - Chair Sarah Zarrin - Commissioners Lauren Satterlee, Melissa Seeley — Members: DP Latham, Michelle Horan — City Staff Solvei Wilmot Objective: Evaluate and monitor the provision of a residential recycling program.F,valuate and monitor the provision of a privately provided solid waste program, as well as a reduction in municipal solid waste produced by city residents and businesses. Educate the public about rec.vcling Student Environmental Leadership Council — EEC Chair, Members: Paul Thompson, Student Members, and open to students attending secondary schools in Edina. Objective: To facilitate, coordinate and share information between the EEC and the School Environmental groups and to work on ccnnrnon energv and environmental objectives as appropriate. 7o assisl in developing environmental leaders of tomorrow. Water Quality Working Group (WQ WG) — 2"d Tuesday at 6:30pm - Chair Lou Ann Waddick — Members: David B. VanDongen, Jon Moon, Steve Wielock, Katherine Winston, Sue Nissen and Randy Holst, Richard Strong. Objective: To facilitate communication between citizens and city government and champion efforts to improve water quality within Edina. CITY OF EDINA MINNESOTA ENERGY & ENVIRONMENT COMMISSION EDINA CITY HALL COMMUNITY ROOM Thursday July 9, 2015 7:00 PM I. CALL TO ORDER 11. ROLL CALL III. APPROVAL OF MEETING AGENDA IV. ADOPTION OF CONSENT AGENDA A. Minutes B. Attendance report and roster C. Workgroup list and minutes V. COMMUNITY COMMENT During "Community Comment, " the Energy & Environment Commission will invite residents to share new issues or concerns that haven't been considered in the past 30 days by the Commission, or which aren't slated for future consideration. Individuals must limit their testimony to three minutes. The Chair may limit the number of speakers on the some issue in the interest of time and topic. Generally speaking, items that are elsewhere on tonight's agenda may not be addressed during Community Comment. Individuals should not expect the Chair or Commission Members to respond to their comments tonight. Instead the Commission might refer the matter to staff or to an EEC Working Group for consideration at a future meeting. VI. REPORTS AND RECOMMENDATIONS A. Street Sweeping B. Community Solar Subcommittee -Community Solar Advisory C. EEC 2016 Term Workplan (Due September 291h) D. City Climate Commitment Subcommittee VII. CORRESPONDENCE & PETITIONS A. Duck Keeping Request VIII.CHAIR AND COMMISSION MEMBER COMMENTS A. Building Energy Efficiency Subcommittee B. City Environmental Considerations Subcommittee C. Education Outreach Working Group D. Home Energy Squad Subcommittee E. Water Quality Working Group F. Business Recycling Working Group G. Recycling and Solid Waste Working Group H. Student Subcommittee IX. STAFF COMMENTS A. 2015-2016 EEC Term Summary/ Council Advisory Status/ Workplan B. Communications Copy Deadlines C. Park/Natural Resources Plan D. Community Solar Report to Council E. EEC Communication with Council UPCOMING EVENTS AND MEETINGS: http://www.edinamn.gov/ <click calendar> The City of Edina wants all residents to be comfortable being part of the public process. If you need assistance in the way of hearing amplification, an interpreter, large -print documents or something else, please call 952-927-886172 hours in advance of the meeting. EOWG May Meeting Minutes May 11, 2015: EOWG Monthly Meeting— Edina City Council Chambers. Meeting began at 6:35 pm followed by introduction of those in attendance: Sarah Stefanik, Paul Thompson, Bob Gubrud, John Howard, and Mindy Ahler. Minutes from April approved without amendment. Agenda for the meeting was discussed as were recent happening since the last meeting. 1. Review Edina forum: Some attendees (12-15) have asked to be involved in Edina Energy and Environment events, or community solar. Paul contacted these people and has their information. Additionally, it may be possible to check with CEE for names of signups and see if they would like to be involved in EEC or EOWG activities. John to send a thank you note to tablers at the resource fair. Bob noted that Paul Douglas did not speak much on carbon free energy. John felt too much of his time was talking about his story — interesting but not key to event. Ms. Zweifel presentation was seen as a case study, which makes it harder to find applications for ordinary attendees. Bob and John felt it was difficult to screen questions for the panelists in a timely fashion. However, screening removed some random or off topic questions from being asked, and therefore the activity added some value. Attendance was better than any previous EOWG event, likely around 190 attendees. Bob expressed concern that program was not actionable. EOWG rated event as a 7-8 on scale of 10. Happy that 4 council members and city manager attended, although only 1 school board member was there. Food was rated as good by those who ate it. Effectiveness of welcome tables is questionable. Meaningful number of people wore bike/walk/carpool stickers. 2. Edina Energy and Environment film Series: April 17th Cowspiracy film showing: Around 30 people attended including volunteers and presenters, which is less than John was hoping for. Film appeared to be enjoyed by those who saw it. Panelists generally satisfied with their role, felt the crowd was not really open to their message, but that was what they were expecting. However, Paul and Mindy felt crowd was diverse, new people were there. Still many questions about how animal agriculture operates. Panel following the film was entirely from the industry, which was purposeful to provide a counter view to the movie. However, likely better to have mix of panelist views. Revenge of the Electric Car screening: John has not been able to secure the public screening license because the film makers and distributors have been unresponsive. Given the uncertainty of getting the screening license, and the fact that the cost is unknown, it was decided to cancel this screening which IR was scheduled for 7 pm on Friday May 15th. As part of canceling, EOWG will need to pull media, and John will lead this effort. Appears little press or media has been done by the city, so not too hard to cancel. Paul Groessel at Sun Current will need to be contacted to pull the paper's notice. Bob would like to make sure people have a rain check if they show up. John to be there to console those who were hoping to see the film. Future showings: Consensus that film series should be on hiatus for summer. Paul would like to see collaboration with other commissions, and Edina film series (Paul to contact Michael at Edina Art Center). Bob is interested in seeing film about ocean/fish issues. 3. Other Initiatives: July 4th Parade: The HES van will not be available, but their bike trailer could be (Mindy volunteered to pull trailer). Bob will coordinate to have City's leaf. Coupon that was handed out at parade last year for cheaper HES visit was not utilized by recipients, but Bob will request them again for this year. Park Board, Bike club at Edina School, SELC, EGG, SVEG, Garden Council, Linden Hills Climate Action team, CCL could join us - Paul and Mindy to invite them. John suggested having a local food contingent. Could hand out milkweed seeds for monarchs during the parade. Application for parade has been submitted and received. Important to have Edina focus. Any animals would need pooper scooper. Home Energy Squad: Approximately $4,000 in budget to subsidize HES visits. Bob recommends a blurb/ad in Fall About town. Other? Community solar could be topic for About Town in the future. Interest in highlighting commercial and residential community solar. Article for About Town would need to be third week of July. Paul will be leading meeting with Edina students on Tues., May 19th. Next meeting will be Thursday June 4th, 7 pm at Edina City Hall. Paul to check on exact location. Meeting adjourned at 8:51 pm. Notes prepared by John Howard. 6/24/2015 RSWG meeting notes Present: Sarah Z, Dianne L, Michelle H, Laura S, and Mellissa S Note: Please eliminate Tim Rudnick's name from this working group Names in bold have actions, pls follow up on action (S) for the next meeting Next meeting is 8/26'h at 7 PM • Building material deconstruction and remodeling o Group decided to invite the "deconstruction" Green Demolition company to the next RSWG meeting in Aug or Sept before inviting them to the EEC o The main topic of the meeting was on "packaging material" ■ Michelle Horan presented a package and reviewed the ordinance that was passed by the city of Minneapolis o Everyone agreed to put this item on the top of the list for the RSWG to work on it o To present the package at the next EEC meeting , 8/13/2015 Organics collection/ composting workshop 6/23, Laura S attended this workshop o Attached 4 presentations o Laura will briefly summarize at the July EEC meeting Recycle bins at the Edina parks o City had budgeted 25 bins per year until 2017 o Mellissa to follow up with the city, park and rec manager, and Ross B, what is the status of the bins for this year? ■ The last 25 bins will be added next year, 2016 Advancing science for life'" Compo ng Program 1 W 13 Boston Scientific Team ftny Sonia. Boston 2 Scientific Cl 2ec0V« V D i cl CH, 11. n n Challenges 9 Buildings > 1,000,000 ft2 4 Cafes > 80 coffee areas > 2,500 employees Budget Logistics Communication 16 Boston Scientific ✓ PLANNING ✓ PERSISTANCE PATI ENCE ,�FLAfV �4�AI 16 Boston Scientific External • Biz Recycling: $55,000 grant 1.9 funding Waste Wise: business support Vendors: signage, millwork, custodial, cafe, dishware, waste management 17 Boston Scientific Internal • EHS: staff and project development • Facilities: logistics, vendor service management, budget • Green Team: volunteers 18 ��%n%fie 19 E§l 1"Im, IL"® r "�.1►`- ,� �. � ' � . ° � mss; � `. ♦ � » Pk P . 9 r C -s r SO N 17M V. 1 .1 11111 , 07111:11111418 01111:7111111#MFCsiAll •Is "I don't know how to put this but I'm kindloi a big deal. R i Bu and 22 Organics Recycling & Reduction Environmental Initiative: BUSINESS AND ENVIRONMENT SERIES Tuesday, June 23, 2015 QpMinnesota Pollution Control Agency What are Organics? • Organics includes: — Food scraps — Non recyclable paper — Compostable plastics —yard waste • Organics account for over 40% of the trash • Metro area has a 75% recycling goal 23 0 40 24 Strategies to Manage Food Waste Prevention Food Donation Food To Livestock Commercial Composting 25 Life Cycle of Food T Image credit & source: EPA's Toolkit for Reducing Wasted Food and Packaging A Guide for Food Services and Restaurants i k T Image credit & source: EPA's Toolkit for Reducing Wasted Food and Packaging A Guide for Food Services and Restaurants What's in Minnesota's garbage? 2013 Study of Minnesota's Waste • Only includes materials thrown away • Approximately 46% of waste was recycled (outside of this analysis) • Over 40% of garbage could be composted • Data suggests we can meet 75% recycling goal 26 2013 Waste Characterization --Minnesota EI 19fi Glass 2% HHW 1% Metals 4.5% Paper(Non Recyclable) `_2% r e) Organics Recovery Rates • 2012 SCORE Data: — 46% of waste stream was recycled — 3.8% of waste stream was recycled organics — 2151052 tons of organics were recovered 2012 SCORE Data PMNR 2% n -Site Disposal 27 cycle. 28 29 Why focus on prevention? Prevention is best option • Prevention is most cost effective option • Commercial Food Industry costs for wasted food are estimated at $100 billion annually 0 -5 -10 -15 -20 -25 -30 -35 -40 -45 -50 Green House Gas 10 Emissions Reduction -44 ■ MTCO2E Avoided for 10 tons of food waste as compared to landfilling 1. Hall et al 2009 "The Progressive increase of food waste in America and its environmental impacts." Resources for Prevention • Environmental Protection Agency (EPA) LeanPath • Food Waste Reduction Alliance • Natural Resources Defense Counsel — food and agriculture program 30 M Prevention Case Studies Lueken's Village Foods — Bemidji MN — Lean Path partner • Utilized 2 months of food waste tracking • 27% reduction in Deli food waste • Projected to save nearly $40,000 over the course of the year WEKENS' VILLAGE FOODS Food Donation Programs • Accept edible but no longer sellable items • Tax deductible donation • Liability protection through good Samaritan law • Organizations include: — Second harvest heartland — Hunger Free Minnesota — The Food Group — Local Food Shelves 32 second harvest HEARTLAND ,,It till 33 Organics Recycling: Composting 34 Why Compost • Composting Reduces Greenhouse Gas Emissions. — Organic material in landfills creates methane and leachate. — Finished compost sequesters carbon and supports healthy plants. • Composting turns waste products into a valuable product. • Lots of waste is compostable Value of Compost • Reduces need for pesticides and fertilizers • Increases drought resistance • Helps prevent water pollution Photos courtesy of Dwayne Stenlund, Minnesota Department of Transportation KI+7 MnDOT uses compost -amended soil Less than 3 weeks later 14 36 Organics Recycling: A growing trend • 100s of schools in the state • Event Venues such as: — TCF Bank Stadium — The Science Museum — Xcel Center — Minneapolis Convention Center — Target Field — CHS Field • Events such as: — Rock the Garden — Community Events, weddings, parties, etc. • Parks — Three Rivers Park District • Baker Campground — Minneapolis Parks • Businesses • Residential 37 Organics Recycling Best Practices • Design your waste • Co -locate containers • Use consistent &color coded system • Educate staff and visitors • Have good signage • Meet needs of custodial staff • Take advantage of opportunities for assistance 38 Grant Programs & Technical Assistance • Most metro counties offer gra nts — Anoka: Coming soon — Carver: coming soon — Hennepin County: 2 programs • Up to $10,000 • Up to $50,000 — Ramsey & Washington • Biz Recycling (www.lesstrash.or) • Up to $10,0001 • Labels & technical assistance also available yg wwrw srwrw Ma+ss.w.r+.c... #�e.4.r..ear,.a. a.+swr.w ia., .weu�Ar. aw 4,5C, «>4�, jiiiP 39 ADDITIONAL ECONOMIC CONSIDERATIONS Volume Based Pricing Smaller container = lower price Required under larger container= higher price 40 • MN Statute 115A.9301 SOLID WASTE COLLECTION; VOLUME- OR WEIGHT -BASED PRICING. • MN Statute 115A.93 LICENSING OF SOLID WASTE COLLECTION 41 Collection Frequency 'W*dTMUpr, So 96 • 11 • 13 8 Is 0200• 15 23 • 25.27, 22 --' .r`° Th" Fn 2 3 4 $ f 9 loll• f 8 �8171213f415 23 24 25 19 22 26 27 28 • Collection frequency = most important cost consideration • Waste with organics removed reduces `stink' factor Solid Waste Taxes • Solid Waste Management Tax — 9.75% residential for MSW — 17% commercial for MSW — Applied to all garbage generators • Applied differently for C&D, Industrial Wastes — Statewide — Funds: SCORE and state environmental fund, state general fund Local Solid Waste Taxes 42 s .. ate, . � "�-�•..,. �'iC 43 Policy: Commercial Recycling Required Commercial buildings - beginning in 2016 Applies to metro counties only — Anoka, Carver,, Dakota, Hennepin, Ramsey, Scott and Washington • Contracted for 4+ cubic yards/week of solid waste collection • NAICS 42 to 81 44 The waste hierarchy Preferred environmental option Least preferred environmental option 45 Environmental Initiative BUSINESS & ENVIRONMENT SERIES Organics Recycling: A Growing Movement — June 23, 2015 Notes - Lauren Satterlee • MPCA recommended terminology = "organics collection" (rather than "composting") What % of residents and what % of businesses in Hennepin County and Twin Cities have converted garbage to compost? (participating in composting programs) • Via MPCA: o Metro area has a 75% recycling goal ■ Business in the county have found 75% is very achievable and some even finding they can do 90% o Organics account for over 40% of the trash What's in Minnesota's garbage? 2013 Study of Minnesota's Waste • Only includes materials thrown away • Approximately 46% of waste was recycled (outside of this analysis) • Over 40% of garbage could be composted • Data suggests we can meet 75% recycling goal 2013 Waste Characterization —Minnesota PaariNon Recyclable) { Glass 2% HHw 1% Organics Recovery Rates • 2012 SCORE Data: 2012 SCORE Data — 46% of waste stream was recycled — 3.8% of waste stream was recycled organics — 215,052 tons of organics were recovered Why Compost • Composting Reduces Greenhouse Gas Emissions. — Organic material in landfills creates methane and leachate. — Finished compost sequesters carbon and supports healthy plants. • Composting turns waste products into a valuable product. • Lots of waste is compostable 46 Organics Recycling: A growing trend • 100s of schools in the state • Event Venues such as: — TCF Bank Stadium — The Science Museum — Xcel Center — Minneapolis Convention Center — Target Field — CHS Field • Events such as: — Rock the Garden — Community Events, weddings, parties, etc. • Parks — Three Rivers Park District • BakerCan"round — Minneapolis Parks • Businesses • Residential rl Sites/facilities where composting happens for Hennepin county + resources • Brooklyn Park drop site would be best for Edina haulers: http://www.hennepin.us/residents/recycling-hazardous-waste/drop-off- facilities#locations-hours 47 • About 9 organics facilities in MN now. Will probably need more facilities by 2030. They can handle more material than they are getting now, though. There are transportation issues, but have added 3-4 recently. o Ramsey County operates 6 to 7 drop sites. Mpls has 9. (?) • In Hennepin County your banana peel is = plastic bottle. Both considered recyclables. • Hennepin County has dedicated staff person on business organics recycling (Andre ziong) as well as one on residential organics recycling. • Full Circle Organics presented and said they have 50 tons per day expansion capacity in Big Thunder, MN facility and 100 tons per day expansion capacity in Becker, MN. Also have Shakopee yard waste transfer site and St Cloud trial with Tri -County Organics. Services Randy's Environmental Services can do waste audit for any new org/business to see % (eg restaurants, Southdale and Galleria?) o Organix solutions program. Blue bag program. Hospitals too. o Testing burst technology in Deleano to remove organics. 80% recovery. SET (Specialized Environmental Technologies) / The Mulch Store. Sells compost and mulch. Aeration is key to preventing smell. Blue bag org distributor. Empire township location is the oldest source separated organics site in MN — est 1997. o Look for Seal of Testing Assurance (STA) from MN Composting Council. Economic/ cost saving benefits: 48 o Volume -based pricing on waste. Fewer pickups o Taxes on solid waste management taxes- 17% for businesses, 9.75% for residents. Taxes will be a lot lower for organics collection. • Republic — o Front load truck 5 days a week to public schools. More capacity and more efficient. Esp in Hennepin county. o Subsidizes a site in Brooklyn Park that makes it reasonable cost effective. o Main customers are orgs, some restaurants, bigger outfits, some govt. • Aspen Waste — Don't own any landfills or recycling facilities. Focus on minimizing customer cost to transfer. Weigh pickups and work with stakeholders to make impact. Tools for businesses & organizations: • Lean Path - tracking of food waste - http://www.leanpath.com/ o LeadPath has helped hundreds of foodservice operations of all size prevent food waste for the last ten years. LeanPath gives your staff the tools they need to prevent food waste and gives you the ability to monitor food losses from anywhere. • Editable Signs for businesses (including ability to add photos of exact product/packaging items specific to that location) - http://www.rethinkrecycling.com/businesses/signs • Most effective when have a style guide, color coding systems. Need to have practical collection processes on back end. Organics Recycling Best Practices • Design your waste • Co -locate containers • Use consistent & color coded system • Educate staff and visitors • Have good signage • Meet needs of custodial staff • Take advantage of opportunities for assistance Boston Scientific — business case study — see PowerPoint. • 2500 employees, 80 coffee areas. Jury's out on data on cost savings — should be able to report at end of year. • Plate to Garden program was very successful in this first year. Sells bags of compost for $2 per bag in program. Sold all compost they made this year. 0 Received $55K grant from Biz recycling 49 • Customized signs at rethinkrecycling.com • Was easy sell to management with the ISO 14001, tax incentives • Top 3 barriers: Education/ communication of roles, Change in vendors without direct interaction with custodial staff that will do the work, Bulk purchase of old product and convincing them to spend more o Worked with Staples and got preferential pricing. o Asked directors to speak to their supervisors. • Green team with t -shirts at first big events • Collection boxes for those who take food to offices/way from eating areas RESOURCES • BizRecycling • Hennepin County Business Recycling Grants • Minnesota Composting Council • Minnesota GreenCorps • Minnesota Waste Wise • MnTAP - food to livestock opportunities. • RethinkRec. cy ling • Seal of Testing Assurance (US Composting Council) • US Composting Council • Eureka Recycling- Make Dirt Not Waste BACKGROUND READINGS • What is compost? (MPCA) • For commercial property owners, organics recycling is at the amenity frontier (StarTribune) • How reducing food waste could ease climate change (National Geographic) • A look at Minnesota's composting efforts (MPR News) • Boston Scientific previews organics recycling (BizRecycling) • How to: keep food waste out of the garbage (Rethink Recycling) • Minnesotaar�ba egi study offers `wake up call,' pollution control agency head says (MPR News • Demographics of garbage (MPCA) Articles: ---Article - Business composting good examples, Re: affordability -- http://m.startribune.com/local/wesU274186061.html 50 Other cities have put composting mandates in place to cover commercial waste. San Fransisco and Seattle require that restaurants compost their food waste, for example. Restaurateur Kim Bartmann composts all food scraps at her eight restaurants, including Bryant - Lake Bowl, Barbette and Red Stag. Since hauling organics is cheaper by the ton than general trash, "you are saving money by composting," she said. The number of restaurants joining in has increased dramatically in the last three years, she said, but some hold out because it seems like an added expense or they are resistant to changing an already demanding operation. "Having the misperception that composting costs money just prevents people from thinking about it any further," Bartmann said. ----Article: 50th & France pilot with restaurants http://current.mnsun.com/2015/04/organics-composting-heads-to-washington/ 4 restaurants recycle 6 tons of food and compostable products each month So far 150 total tons diverted capital projects funding bill to set aside some funding for cities and counties to invest in zero waste programming. "We're calling it the Zero Waste Development Expansion Act," Ellison said. "It's not a mandate." (�rgani�,� Solutions' Legislative Changes in Minnesota Aimed At Recycling and Composting 1980 — Minn. Stat. §115A Legislature passes the Waste Management Act to improve integrated solid waste management establishing a hierarchy of preferred solid waste management practices. w m C Minn. Stat. §115A.551 Recycling m 1995 -Legislature establishes a 50% recycling goal for the metropolitan counties by 2030 E 2010 - Organics are now classified as a recyclable and the legislature exempts source separated C compostable waste from solid waste management taxes (Minn. Stat. §297H.06). w 2014 - Legislature sets a new 75% recycling and composting goal for the Twin Cities metro area by CD E 2030. » m - Most businesses required to recycle in the metro by January 1, 2016 `a - Made a substantial increase in grants to all Minnesota counties to support recycling and p composting Organb�z Solutions' Opportunities & Challenges for the Metro Area Opportunities The MPCA will distribute in SCORE money an additional $4 million next year to counties and $3 million in future years over the existing $14.2 million budget. Half of that must go toward composting. Organics are exempt from state tax (9.75% for residential and 17% for commercial) and county solid waste fees (9.0% and 14.5%) Hennepin County offers grant money for business to provide an incentive to start or improve recycling and organics recycling efforts. The county has awarded 89 grants totaling more than $680,000 since 2013. Challenges Minnesota's combined recycling and composting rate 50.0% 0 40.0'/. gRecycling and organics composting rates have yet to meet the 50% diversion goal set in 1995 e a s 30.0%. 1 • To meet our new and higher legislative goals for -*—Greater Minnesota recycling and composting, we must develop more -f-Metropolitan Area -* Statewide • In 2013, Minnesota's combined recycling and composting rate increased to 46.9% from 2012s recycling rate of 45.6% W I effective recycling and composting methods. 20.0% r r r T r r r r Organl*Nz Solutions- The Future of Waste Management and Energy Recovery Layer 1 Residential and commercial SSO material is diverted from landfill to local compost facilities. This clean, nutrient rich source separated feedstock is converted into valuable compost for reuse. Our Layered Approach Layer MSW is processed in a (MRF) that is designed to recover smaller organic matter (think of the discarded apple core!) in addition to traditional recyclables. • This screened material represents 20 - 30 %of the waste stream. Recovering this allows for additional capacity and improved efficiencies for other downstream processing and RDF facilities • Easily composted with added carbon source • Meets Class 1 compost standard, suitable for soil remediation projects or soil amendment Layer 3 An disruptive technology, the BurCellTM process will recover the organic and non -recycled paper waste fraction of the waste stream producing a processed engineered feedstock (PEF). This PEF will be the primary feedstock for a state of the art Anaerobic Digester. BL"Csu Layer 4 3m F � — Our highly efficient dry anaerobic digester will produce compressed natural gas from our processed organic waste to fuel our CNG powered fleet of trucks. In -vessel composting will provide class 1 compost suitable for soil remediation. Organi Solutio-LNons- mwwr-- The Future of Waste Management and Energy Recovery Our Layered Approach Recover, Regenerate and Restore The 2013 Minnesota Waste Characterization Study shows that there is an opportunity to increase recycling. 80% of what is now disposed of can be recycled, composted and processed into fuels like ethanol and methane which divert organic waste toward their highest value uses. MMmmMa PoNutbn C -w A9—Y 2013 Statewide Waste Characterization 2413 Statewide Orga nix Solutions Primary Material Category MSW TO Landfill Diveralan FROM Landfill Palpet 24.5'9 24.5 6 Plastic M►rlatls 4.596 Gloss 2.296 -2.2%, tgat W- Mater s 3 ;+ 96 31% Probllom.i!Ulaterials/Electronies 1.2% HHWJHWiI' 0.4% Otber Waste 19.3% 100.0% Wf 14 Urgani�,z Solutions- The Future of Waste Management and Energy Recovery Our Layered Approach Recover, Regenerate and Restom ACricufture [Composters] Premium Compost 1 Soil Amendment iN Arva:robic DiCostion SioCias CNG Collection e 40 x Rocovery Item VI.A Edina Street Sweeping Management Plan July, 2014 56 57 Table of Contents Tableof Contents.......................................................................................................................................... ii Tableof Tables............................................................................................................................................. iv Tableof Figures............................................................................................................................................. v ExecutiveSummary .......................................................................................................................................1 1. Purpose.................................................................................................................................................3 2. Background........................................................................................................................................... 3 3. Water Resources...................................................................................................................................4 3.1. City of Edina Lake and Pond Amendment to the Comprehensive Water Resources ManagementPlan (CWRMP)....................................................................................................................4 3.2. Impaired Waters and TMDLs........................................................................................................ 6 4. Stormwater Management Goals........................................................................................................... 7 4.1. Non -degradation Policies.............................................................................................................. 7 4.2. Minnehaha Creek Watershed District (MCWD)........................................................................ 7 4.3. Good Housekeeping/Maintenance............................................................................................. 7 5. Methods................................................................................................................................................8 5.1. Identification of Sweeping Zones.................................................................................................. 8 5.2. Methods for Estimating Load Recovery and Load Reductions...................................................10 5.2.1. Tree Canopy Assessment.................................................................................................... 10 5.2.1. Spatial Analysis of Edina Roads...........................................................................................11 5.2.2. Solids Recovery Rates......................................................................................................... 12 5.2.3. Load Reduction Estimates...................................................................................................12 5.2.4. Estimating Load Recovery for Different Sweeper Types.....................................................13 6. Load Recovery and Load Reduction Estimates................................................................................... 14 6.1. Baseline Street Sweeping............................................................................................................ 14 6.1.1. Load Recovery..................................................................................................................... 14 6.1.2. Load Reductions.................................................................................................................. 14 6.2. Enhanced Sweeping Scenario 1— Monthly Street Sweeping......................................................16 6.2.1. Load Recovery ..................................................................................................................... 16 6.2.2. Load Reductions.................................................................................................................. 16 6.3. Enhanced Sweeping Scenario 2 — Bi -Weekly Street Sweeping...................................................18 ii 58 6.3.1. Load Recovery .....................................................................................................................18 6.3.2. Load Reductions.................................................................................................................. 18 6.4. Costs Benefit Analysis................................................................................................................. 20 6.4.1. Cost Effectiveness of Baseline Sweeping............................................................................ 21 6.4.2. Cost Effectiveness of Monthly Sweeping............................................................................ 21 6.4.3. Cost Effectiveness of Bi -weekly Sweeping.......................................................................... 22 7. Recommendations..............................................................................................................................26 8. References.......................................................................................................................................... 27 AppendixA.................................................................................................................................................. 28 AppendixB..................................................................................................................................................41 AppendixC..................................................................................................................................................46 AppendixD..................................................................................................................................................49 59 Table of Tables Table 1. Summary of priority waterbodies by HUC 12 with associated service level and land cover characteristics. Street sweeping was evaluated within the drainage areas of waterbodies shown in boldfont....................................................................................................................................................... 5 Table 2. Impaired waters located within the City of Edina jurisdiction.................................................. 6 Table 3. Tree Canopy Rating Scheme.......................................................................................................10 Table 4. Summary of sweeping zone characteristics including service level of the waterbody, average over -street tree canopy cover, and total curb -miles of street (length of street x 2) .................................11 Table 5. Estimated load recovery rates (lb/curb-mile/yr) for total solids and total phosphorus for the three levels of efforts described in section for sweeping with a regenerative air (or comparable) sweeper......................................................................................................................................................12 Table 6. Discounts applied to load recovery predictions to estimate recoverable loads for mechanical broomsweepers.........................................................................................................................................13 Table 7. Estimated total solids and phosphorus recovery and load reduction estimates for baseline sweeping effort using mechanical broom and regenerative air technologies...........................................15 Table 8. Estimated total solids and phosphorus recovery and load reduction estimates for monthly sweeping effort using mechanical broom and regenerative air technologies......................................17 Table 9. Estimated total solids and phosphorus recovery and load reduction estimates for bi-weekly sweeping effort using mechanical broom and regenerative air technologies......................................19 Table 10. Cost and cost -efficiency of street sweeping in defined sweeping zones (Appendix B) at the baseline effort by major subwatershed...................................................................................................... 21 Table 11. Cost and cost -efficiency of street sweeping in defined sweeping zones (Appendix B) for monthly sweeping by major subwatershed................................................................................................ 22 Table 12. Cost and cost -efficiency of street sweeping in defined sweeping zones (Appendix B) for bi- weekly sweeping by major subwatershed.................................................................................................. 22 Table 13. Summary of estimated costs and cost -efficiencies of phosphorus recovery within direct drainage areas for each waterbody (see 5.1) for baseline, monthly, and bi-weekly sweeping scenarios. 23 Table 14. Summary of estimated costs and cost -efficiencies of phosphorus recovery within direct drainage areas for each waterbody (see 5.1) for baseline, monthly, and bi-weekly sweeping scenarios. 24 Table 15. Summary of estimated costs and cost -efficiencies of phosphorus recovery within the TOTAL drainage area for each waterbody for baseline, monthly, and bi-weekly sweeping scenarios ................. 25 Table 16. Comparison of overall pick-up efficiencies for different sweeping technologies and loading intensities (Sutherland, 1995). Efficiencies are based on pick up of street dirt simulant, NURP particle size distribution 13% fine (d < 63 µm), 40% medium (250 µm <_ d< 2000 µm), and 47% coarse (d >_ 2000 µm)....................................................................................................................... 47 Table 17. Ratio of fine (< 2mm) to coarse organic (>2mm) solids by month for different tree canopy cover ratings. (Kalinosky, et. al, 2014). Medium canopy is taken to represent 'average' ratios........ 47 Table 18. Summary of P8 ponds by priority water. Priority waters modeling in P8 are shown in bold font. .................................................................................................................................................................... 49 iv 60 Table of Figures Figure 1. Combined direct drainage areas for priority waters (as defined for street sweeping goals) inthe City of Edina, MN............................................................................................................................... 9 Figure 2. Direct drainage area for Arrowhead Lake includes upstream catchments of non-priority ponds. The service level for Arrowhead Lake is 'high.. ......................................................................... 28 Figure 3. Direct drainage area for Cornelia Lake North (includes upstream catchments of non- priority ponds). The service level for Cornelia Lake North is 'high' ..................................................... 29 Figure 4. Direct drainage area for Cornelia Lake South (includes upstream catchments of non- priority ponds). The service level for Cornelia Lake South is 'high' ..................................................... 30 Figure S. Direct drainage area for Harvey Lake. The service level for Highlands Lake is 'low'.......... 31 Figure 6. Direct drainage area for Hawkes Lake (includes upstream catchments of non-priority ponds). The service level for Hawkes Lake is 'low'................................................................................ 32 Figure 7. Direct drainage area for Highland Lake (includes upstream catchments of non-priority ponds). The service level for Highland Lake is 'low'.............................................................................. 33 Figure 8. Direct drainage area for Indianhead Lake (includes upstream catchments of non-priority ponds). The service level for Indianhead is 'medium.. .......................................................................... 34 Figure 9. Direct drainage area for Lake Edina. The service level for Lake Edina is 'high.. ................. 35 Figure 10. Direct drainage area for Melody Lake. The service level for Melody Lake is'high........... 36 Figure 11. Direct drainage area for Mirror Lake (includes upstream catchments of non-priority ponds). The service level for Mirror Lake is 'low'.................................................................................. 37 Figure 12. Direct drainage area for Mud Lake (includes upstream catchments of non-priority ponds). The service level for Mud Lake is 'low'...................................................................................... 38 Figure 13. Direct drainage area for Minnehaha Creek (does not include drainage areas for upstream priority waters or landlocked subbasins). Water quality goals include the Lake Hiawatha TMDLs for excess nutrients and Minnehaha Creek 303d listings (see Section 3.2) ......................................... 39 Figure 14. Direct drainage area for Ninemile Creek (does not include drainage areas for upstream priority waters or landlocked subbasins). Water quality goals include impairments for aquatic life and aquatic recreation for Ninemile Creek (see Section 3.2)................................................................ 40 Figure 15. Comparison of removal efficiencies, mechanical broom and vacuum sweeper technologies, fine and coarse particle size ranges as reported in MNDOT, 2008 ................................46 Figure 16. Seasonal pattern in the partitioning of solids and nutrients between the fine and coarse fractionsof sweeper waste....................................................................................................................... 48 61 Executive Summary Street sweeping practices were evaluated for streets located within the drainage areas of Edina's priority waters. Priority waters were identified based on review of the Edina Comprehensive Water Resources Management Plan (CWRMP) including the recent Lake & Pond Management Policy Amendment. Total solids (TS) and total phosphorus (TP) recovery for street sweeping within the drainage of individual priority waters were estimated using a street sweeping planning calculator tool developed by the University of Minnesota. Load recovery was estimated for sweeping with a mechanical broom sweeper and for sweeping with a regenerative air sweeper at each defined level of effort. Load reductions (total solids, total phosphorus) to priority waters were estimated using pollutant removal efficiencies for stormwater catchments estimated by Barr (2011) through P8 modeling. A simple cost -benefit analysis was also completed for each level of effort/sweeper type evaluated. Costs were estimated based on the cost of current practices, manufacturer's literature, and through comparison with a recent university of MN study, Quantifying Nutrient Removal through Street Sweeping. Pollutant load recovery and load reductions were estimated for three levels of effort: baseline sweeping (current practice) which consists of one sweeping each in the spring ,and fall using a mechanical broom sweeper; monthly sweeping, which was approximated as 7 sweeping per year (Apr -Oct); and bi-weekly sweeping, which was approximated as 14 sweepings per year (Apr -Oct). Differences in load recovery for the two sweeper types (mechanical broom, regenerative air) were based on review of manufacturer's literature, street sweeper pick-up efficiency studies, and solids loading patterns observed in University of MN study. Current sweeping practice is estimated to recover about 196,494 lb solids and 177.3 lb phosphorus each year within the drainage area of priority waters. Within the Minnehaha watershed area of the City of Edina are expected to reduce phosphorus loads to Minnehaha Creek by about 56 lb. Enhanced sweeping is expected to increase load recovery by the following amounts: • Sweeping with a regenerative air sweeper (or similar technology) would increase load recovery by about 50% for TS and 38% for TP to 295,249 lb solids per year and 245 lb phosphorus per year for baseline sweeping. • Within the Minnehaha Creek watershed area, sweeping with a regenerative air (or similar high -efficiency sweeper) is expected increase the load reduction achieved by current practices to 75 lb/yr. This practice achieves the target load reduction (67 lb/yr) required by the Minnehaha Creek Watershed District Management Plan. • Sweeping monthly with a regenerative air sweeper would increase load recovery by about 250% for TS and 200% for TP over baseline to 696,583 lb solids per year and 538 lb phosphorus per year. • Sweeping bi-weekly with a regenerative air sweeper would increase load recovery by almost 400% for TS and about 330% over baseline to 1,068,831 lb solids per year and 834 lb phosphorus per year. EOR: water I ecology I community Page 11 62 Although the vehicle cost is greater, sweeping with a high -efficiency sweeper is more cost effective than sweeping with a mechanical broom sweeper due to the increased load recovery that is possible with this vehicle type. Monthly sweeping with a high -efficiency sweeper was found to be the most cost-effective option with an average cost of $177/lb for phosphorus recovery compared to the baseline cost -efficiency of $237/lb. Given the advantage in load recovery and cost- effectiveness when a higher efficiency sweeping is used, it is recommended that mechanical broom sweepers be replaced, or supplemented with a higher efficiency sweeper. It is also recommended that sweeping frequency be increase to about monthly sweeping (or greater) during the snow -free season. EOR: water I ecology I community Page 1 2 63 1. Purpose The purpose of this investigation was to estimate the water quality benefits, defined as the total solids and total phosphorus load reductions to priority waters, of current street sweeping practices in the City of Edina and the projected benefits of enhanced street sweeping. A simple cost -benefit analysis was completed to compare the cost-effectiveness of different sweeping practices and to identify the optimal practice from a cost-effectiveness standpoint. 2. Background Most cities do some amount of street sweeping each year to improve road safety and appearance, but when considering BMPs for water quality, street sweeping is often overlooked. Pollutants removed from the street are not available for transport to the storm sewer network. In agreement with this, several recent studies, which make use of newer sweeping technologies and advances in stormwater management, have reported that street sweeping offers a very cost-effective and efficient means to reduce pollutant loads to storm sewer infrastructure and to downstream waters (Beretta et. al (2011), SPU (2009), Kalinosky et. al (2013), others). Additional benefits of street sweeping include reduced clogging and flooding of storm drains, reduced maintenance to downstream stormwater infrastructure, improved safety for pedestrians, and even reduced presence of pests. Under the current MS4 Stormwater Pollution Prevention Plan (SWPPP, reissue date August 1, 2013), the City of Edina has established street sweeping as a BMP with the following measureable goal and timeframe: The City will brush of vacuum sweep street a minimum of twice annual in an effort to reduce the amount of sediment, trash, and organic material from reaching the storm sewer system and water resources. Street sweeping efforts in Edina have increased since the previous SWPPP authorization in 2006. At that time, the measureable goals included sweeping once annually and the pollution prevention/good housekeeping BMP under item MCM 6.0 included the following language on street sweeping: The City will continue with the current street sweeping program, idents improvements, and implement changes to reduce storm water pollutants. This investigation is consistent with the goal to identify improvements as stated above. EOR: water I ecology I community Page 1 3 64 3. Water Resources There are over two hundred water bodies, ranging in size from lakes to small stormwater detention basins within the city limits of Edina. Most of these waterbodies are part of larger flow networks that drain to Minnehaha Creek (HUC 070102060605) or Ninemile Creek (HUC 070200121108), both of which flow through the City of Edina. Many of Edina's lakes and ponds are integral to the stormwater system. This means that they provide water management services such as flood protection and pollutant capture which protects downstream waters. It also means that they are vulnerable to degradation if the stormwater they receive carries excessive pollution. Source control Best Management Practices (BMPs), such as street sweeping, limit the amount of pollution that is transferred to from urban landscapes to Edina's waterbodies through the stormwater system. The City of Edina Comprehensive Water Resources Management Plan (CWRMP) was reviewed to identify water quality goals and priorities that can be addressed through enhanced street sweeping. Identified priorities and stormwater management goals described in sections 3.1-3.2 and section 4. Priorities include nutrient management/aquatic vegetation management; pollutant load reductions required by regional TMDLs; and adherence to non -degradation policies. 3.1. City of Edina Lake and Pond Amendment to the Comprehensive Water Resources Management Plan (CWRMP) In 2014, the city of Edina established services levels for aquatic vegetation management of lakes and ponds in the City of Edina Lake & Pond Management Policy Amendment to the Comprehensive Water Resources Management Plan (CWRMP). Lake and pond management was prioritized and assigned a service level of 'none', 'low', 'medium', or 'high' using a rating scheme that included the following criteria: waterbody size, water quality, aesthetics and nuisance abatement, shoreline owner involvement, and public access. The prioritization scheme adopted in the Lake & Pond Policy Amendment was used to define sweeping zones for evaluation of current sweeping and enhanced sweeping practices (Table 1). A full description of the prioritization scheme and policy development is given in the Lake & Pond Management Policy Amendment (City of Edina, 2014). EOR: water I ecology I community Page 1 4 65 Table 1. Summary of priority waterbodies by HUC 12 with associated service level and land cover characteristics. Street sweeping was evaluated within the drainage areas of waterbodies shown in bold font. HUC 12 Service Major Drainage Waterbody Level Land Use Types Harvey Lake Low R Northwest Minnehaha Lake Pamela High R Creek* Melody Lake High R Minnehaha Creek 070102060605 Minnehaha Creek (all (TMDLs) R (87%), PCD (2%); APD other) (1%); Northeast Minnehaha Creek* Minnehaha Creek (TMDLs) R (97%), PCD/PID (11%); MDD (2%) Southeast Minnehaha Creek* Minnehaha Creek (TMDLs) R Hawkes Lake Low R Highland Lake Medium R Mirror Lake Low R Unnamed nr Schaefer and Harold Wood IS Low R Ninemile Creek - North Mud Lake Low R Unnamed nr Parkwood & Knoll§ Low R Other Parkwood Ponds§ Low/none R Ninemile Creek - Central Creek Valley Pond Low R Ninemile Creek - South Fork Arrowhead Lake High R Ninemile Creek 070200121108 Indianhead Lake Medium R Southwest Ponds long Brake Trail Low R Cornelia - North High R 95%); POD/PCD (6%) Cornelia - South High R Lake Edina High R/PSR (96%); POD/PCD (4%) Lake Nancy§ Medium R Lake Cornelia/Lake Edina/Adam's Hill Otto Pond' Low R Point of Francel Low PCD (71%), R (14%); RMD (8%); POD (6%); APD (1%); Swimming Pool Pond§ Medium R (86%), PSR (4%); RMD (7%); APD (2%); POD (1%) (West Garrison) (none) R (89°0); PCD (11°0) Ninemile Creek (direct drainage not listed above) (Future TMDLs) (not quantified) * Also part of the drainage area for Lake Hiawatha (Lake Hiawatha Phosphorus TMDL, 2014). §Included in sweeping zone for a downstream waterbody. EOR: water I ecology I community Page 1 5 MA 3.2. Impaired Waters and TMDLs The current 303d list for Minnesota includes four waterbodies that lie within the City of Edina municipal boundaries, one of which has an approved TMDL (Table 2). In addition to theses, the City of Edina is included in the categorical wasteload allocation for MS4 stormwater permits in the Lake Hiawatha total phosphorus TMDL. In the Lake Hiawatha TMDL, the allowable stormwater load for the City of Edina (424.4 lb/yr) is about half the estimated existing load (841.4 lb/yr for 2001-2011, Tetra Tech 2013). As additional TMDLs are approved and implementation plans are developed, the City of Edina may need to provide documentation of pollutant load reductions. TMDLs addressing nutrient impairments will mostly likely be written for total phosphorus (TP). Excess phosphorus is also a candidate cause for low dissolved oxygen (DO). Total suspended solids (TSS) is a candidate cause for fish and macroinvertebrate bioassessment impairments. Table 2. Impaired waters located within the City of Edina jurisdiction. Impaired Waters Located Within the City of Edina Lake Cornelia (North) 2008 2014/2018 27-0028-01 Aquatic Recreation: Nutrients/Eutrophication Lake Edina Nine Mile 2008 2014/2018 Biological Indicators 27-0029-00 Creek 070102061302 Nine Mile Creek Chloride 07020012-518 2004 2024/2028 Aquatic Life Fish Bioassessment 2008 2020/2024 Chloride 2014 2009/2015 Fish Bioassessment Minnehaha Creek Minnehaha Aquatic Life 2008 2020/2024 Macroinvertabrate Creek Bioassessment 07010206-539 070102061108 2004 2020/2024 Dissolved Oxygen 2010 Approved 2014 Aquatic Recreation Fecal Coliform Downstream Impaired Waters Lake Hiawatha Minnehaha Aquatic Nutrient/Eutrophication 27-0018-00 Creek 2002 Approved 2014 Recreation Biological Indicators 070102061108 EOR: water I ecology I community Page 1 6 67 4. Stormwater Management Goals 4.1. Non -degradation Policies Two major watershed districts have jurisdictions which lie within the City of Edina municipal boundaries — the Nine Mile Creek Watershed District (NMCWD) and the Minnehaha Creek Watershed District (MCWD). Stormwater management rules for both of these watersheds included non -degradation policies that apply to both water quality and volume control. Enhanced street sweeping may provide assurance for non -degradation of water quality by reducing pollutant loads, and may address non -degradation of stormwater volume by reducing loss rate of storage volume through siltation/sedimentation of stormwater ponds. 4.2. Minnehaha Creek Watershed District (MCWD) Per the MCWD Comprehensive Water Resources Management Plan the City of Edina is required to reduce its annual phosphorus load to Minnehaha Creek by 67 pounds'. This requirement has been fulfilled with the implementation of capital improvements since 2000, but additional reductions may be achieved through recent capital improvements and best management practices (BMPs) including street sweeping. Phosphorus reductions achieved through current sweeping practices were estimated at 350 lb/yr city-wide by Barr (2011). The estimated load reductions for current sweeping practices outlined in section 6.1 are defined instead by major drainage area. Current sweeping practices in the Minnehaha Watershed area of the City of Edina are expected to reduce phosphorus loads to Minnehaha Creek by about 56 lb. Sweeping with a regenerative air (or similar high -efficiency sweeper) is expected increase the load reduction achieved by current practices to 74.7 lb/yr. 4.3. Good Housekeeping/Maintenance In addition to water quality benefits, regular street sweeping may reduce needed maintenance on storm water ponds and infrastructure by reducing sedimentation, siltation and clogging. Increased dead storage volume is listed as a potential implementation activity for several stormwater ponds throughout Edina in Section 15, Table 15A of the Edina CWRMP. Enhanced sweeping within stormwater pond drainage areas may extend the maintenance cycle for these and other ponds. 1 As stated in Section 15.2.1 of the City of Edina Comprehensive Water Resources Management Plan. EOR: water I ecology I community Page 1 7 68 5. Methods 5.1. Identification of Sweeping Zones The sweeping zones (direct drainage areas) for which pollutant load recovery were estimated are shown in Figure 1 (all areas combined) and Appendix A (individual zones). Sweeping zones were identified based on the priorities outline in Sections 3 and 4. With a few exceptions, sweeping zones were defined for all ponds with a priority rating higher than 'none' (City of Edina, 2014) and for Minnehaha Creek and Nine Mile Creek. Sweeping zones include all streets located within the direct drainage areas of the water body of interest. For the purpose of estimating recoverable loads, the direct drainage area is defined as any street draining to the water body of interest that cannot be included in the direct drainage area of another priority water. The load recovery and load reduction estimates are reported on the scale of the total drainage area for a given priority water in section 6. Total drainage areas for some water bodies include the direct drainage areas of another (upstream) priority lake(s) or pond(s). Street located in these areas were included in the load recovery and load reduction estimates for the downstream priority water (see also section 5.2.2 and section 5.2.3). Streets located in landlocked basins were not included in load recovery estimates for priority waters, however, sweeping may be useful in these areas to extend the life of local stormwater BMPs. EOR: water I ecology I community Page 1 8 69 Priority Ponds Q Nbray PUM 80—Ond 0 Miles 0.5 Figure 1. Combined direct drainage areas for priority waters (as defined for street sweeping goals) in the City of Edina, MN. See Appendix for maps of individual sweeping zones. EOR: water I ecology I community Page 1 9 <G o�.or iWNdpaay '"° r wa tsaw wan 70 5.2. Methods for Estimating Load Recovery and Load Reductions Pollutant recovery was estimated using a street sweeping planning calculator tool developed by the University of MN, 'Estimating Nutrient and Solids Load Recovery through Street Sweeping' (Kalinosky, et. al, 2014). The tool predicts average solids and nutrient load recovery based on the timing and frequency of sweeping; and density of tree canopy cover over the street. The tool was calibrated using street sweeping data from Prior Lake, MN and is intended for use in comparable settings (climate and geography). In order to calculate estimated solids recovery, it was necessary to first determine the length of street surfaces located within each drainage area shown in Figure 1 (section 5.2.1); and to estimate the average over -street tree canopy for these streets (section 5.2.1). 5.2.1. Tree Canopy Assessment Tree canopy covers were visually inspected using 2013 color FSA aerial photographs of the Edina area. Areas of street with similar canopy cover were assigned a score of 1-5 corresponding to the range of canopy cover densities described in Table 3. Visual examples of ,tree canopy covers are included in Appendix B. Using tree canopy cover scores for individual street; segments, a weighted average tree canopy cover was calculated for each street sweeping zone. Weighted average canopy cover scores were then translated to an over -street :.percent canopy cover for the purpose of estimating recoverable solids loads. Over -street percent tree canopy covers were assigned based upon comparison to tree canopies quantified in Prior Lake, MN (Kalinosky, et. al, 2013). Table 3. Tree Canopy Rating Scheme AssignedOver-Street Score Canopy Description Canopy 0 None None over street, very few or no immature tree in 0% yards/lots.z ,. . Imr4t6re4rees neer street, very little/no over street 1 , Very Low canopy, very low tree density in yards/lots. 2% 2 Low Some visible cover over the street, mostly immature 5o � trees, general low density of trees. 3 Medium Visible cover over portions of the street, mix of o 10/ immature and mature trees in yards/lots. Medtiitn- Visible canopy over portions of the street, fairly dense, 4 High uniform canopy across yards, or stands of mature tree 14% in backyards/common areas. Visible canopy along the majority of the street, 4.5 High uniform canopy of mature tree across yards/stands of 18% mature trees in backyards/common areas. 5 Very Very dense canopy, canopy cover fairly continuous 25% High I across lot and street boundaries on aerial photos. *Based on comparison to quantified tree canopies in Prior Lake, MN (Kalinosky, et. al, 2013). EOR: water I ecology I community Page 1 10 71 5.2.1. Spatial Analysis of Edina Roads Streets length was summarized by sweeping zone using digital maps of Edina roads and the sweeping zones defined in Appendix A (GIS). The distance to be swept in each sweeping zone (number of curb -miles) was defined as twice the length of polylines representing the roadway, or approximately one sweeper pass along each curb line of the street. In reality, some roadways have two or more driving lanes in each direction of traffic. In such cases, load recovery estimates represent a lower bound for expected load recovery. Additional driving lanes are expected to increase the recovery of inorganic particulates compared to streets in similar settings with a single driving lane in each direction. Note that state and federal highways were excluded from sweeping zone summaries since maintenance responsibilities fall to other jurisdictions. The assigned service level, curb -miles of street, average tree canopy cover, and land use characteristics for sweeping zone are outlined in Table 4. The total curb -miles of street for which pollutant load recovery was estimated are 345.0, abotit '82% of total carb-miles of street in the City of Edina. Estimates do not include state and federal highways or streets in areas outside of defined sweeping zones. Table 4. Summary of sweeping zone characteristics including service level of the waterbody, average over -street tree canopy cover, and total curb -miles of street, (length of street x 2). MajorDrainage ...Canopy Estimated . 14% 1.1 Harvey Lake Low Minnehaha Creek Lake Pamela High 13% 14.4 HUC 070102060605 Melody Lake High 9% 11.5 Minnehaha Creek (all other) (TMDLs) 14% 64.5 �dawkes Lake . Low 13% 15.9 Highland Lake Medium 13% 10.6 Mirror Lake- Low 16% 8.9 Mud Lake Low 13% 17.1 Creek Valley Pond Low 13% 6.2 Ninemile Creek HUC Arrowhead Lake High 12% 5.7 070200121108 Indiaphead Lake Medium 16% 4.8 Long Brake Trail Low 15% 1.0 Cornelia - North High 12% 43.5 Cornelia - South High 12% 3.7 Lake Edina High 12% 20.1 Ninemile Creek (all other) (Future TMDLs) 12.0% 116.0 EOR: water I ecology I community Page 1 11 72 5.2.2. Solids Recovery Rates Total solids and nutrient recovery were estimated for streets located within the direct drainage areas of priority waters. Pollutant recovery was estimated three levels of effort: 1. Baseline effort - all streets are swept once in the spring and once in the fall. 2. Monthly sweeping - all streets are swept once per month during the snow -free season (taken as April - October). 3. Bi -weekly sweeping - all streets are swept twice per month during the snow - free season (April - October). In the monthly and bi-weekly sweeping scenarios, a sweeping of season of April through October was assumed. For the initial sweeping event in each scenario (the first sweeping in April), load recovery was estimated as the average of predicted recovery for single sweepings in March and April. Initial sweepings in these two months represent high and low range loading intensities of winter residuals during spring cleaning operations. Pollutant load recovery estimated using the calculator tool depends on the density of over -street tree canopy , cover. Total solids and phosphorus loading rates for each of the three defined levels of effort are outlined for a range of over -street tree canopy covers in Table 5. Table 5. Estimated load recovery rates (Ib/curb-mile/yr) for total solids and total phosphorus for the three levels of efforts described in section for sweeping with a regenerative air (or comparable) sweeper. None 0 522 0.4 1363 1.0 2265 1.6 Very Lowy 616 0.5 1467 1.1 2439 1.8 Low 5 688 0.6 1639 1.2 2725 6.5 Medium 10 827 ..7 1972 1.5 3278 2.5 Medium -High l4 959 0.8 2286 1.8 3801 3.0 High 18 1112 1.0 2651 2.2 4406 3.5 Very High 25 1440 1.3 3433 16.1 5707 4.8 * See Appendix B for examples. §Average for the street length under consideration 5.2.3. Load Reduction: Esti mates To estimate pollutant reductions to priority waters (as opposed to pollutant recovery from streets) it was necessary to take into account pollutant removal through BMPs located along flow paths to priority waters. Load reductions were estimated by applying removal efficiencies for P8 ponds (Barr, 2011) to the recovered load estimates for street located within the direct drainage area of each P8 pond. Individual P8 pond removal efficiencies are summarized by sweeping zone in Appendix D. Pollutant removal estimates were applied recursively to account for serial removal of pollutants along flow paths to priority waters. Expected pollutant load reductions to priority waters are reported as the recovered load minus any expected removal through modeled BMPs (P8 ponds). Load reductions estimates are based on the following assumptions: EOR: water I ecology I community Page 1 12 73 • All solids on street surface will be transferred to the stormsewer system and on to downstream waters over time. • The design efficiency of modeled BMPs can be applied to solids which typically collect on street surfaces (including organic material). • The design efficiency of modeled BMPs is preserved through regular maintenance. Pollutant reductions to priority waters are expected to vary somewhat from estimates.. Structural BMPs and other practices such as curbside rain garden or vegetated swales which were not included in the P8 model would increase overall pollutant removal and therefore decrease the overall pollutant reduction through street sweeping. Since the P8 model did not include subwatersheds located within the Minnehaha Creek watershed, load reduction estimates might be considered an upper bound for streets the Minnehaha Creek watershed. Factors which decrease pollutant removal such as decreased efficiency of BMPs between maintenance periods would increase the pollutant reduction to priority waters through street sweeping. It should be noted that regular street sweeping is expected to extend the luseful life of structural BMPs by reducing solids loads. This benefit, although not quantified here, should be considered in setting street sweeping policy. 5.2.4. Estimating Load Recovery for Different Sweeper Types Because the pick-up efficiency of street sweepers varies atcing different makes and models, the amount of pollutant that can be recovered through street sweeping depends not only on factors that contribute to pollutant accumulation, but,also on the type of sweeper used. Currently, all street sweeping in the City of Edina is d6ne using mechanical broom sweepers which have been shown to have lower overall pick-up efficiency compared to higher .efficiency technologies such as regenerative air and vacuum assist street sweepers. The calculator tool used to estimate pollutant load recovery, however, is based on results for regenerative air technology. To get a more accurate estimate of 1©ad)ecovery at the baseline effort, disctiuts reflecting the lower pickup efficiency of mechanical broom sweepers (Table were applied to estimates predicted by the calculator tool. Discounts were also applied at increased levels of effort in order to compare load recovery for mechanical broom and regenerative air for similar) technologies. The rationale for the discounts applied is described in detail in Appendix C. Table 6. Discounts applied to load recovery predictions to estimate recoverable loads for mechanical broom sweepers. EOR: water I ecology I community Page 1 13 A.Sep-Nov TS TP TS TP 32% 26% 38% 35% EOR: water I ecology I community Page 1 13 74 6. Load Recovery and Load Reduction Estimates 6.1. Baseline Street Sweeping The baseline street sweeping effort consists of one sweeping each in the spring and fall. 6.1.1. Load Recovery Estimated solids and phosphorus recovery for the baseline sweeping effort in the area of interest is outlined by priority watershed in Table 7. Current sweeping practices are expected to remove approximately 56 lb -TP per year in the Minnehaha Creek subwatershed area and approximately 121 lb -TP per year in the Ninemile Creek subwatershed area. Recovery of phosphorus could be increase by approximately 38% (74.7 lb-TP/yr, 170 lb-TP/yr) if a regenerative air (or similar technology) were used for sweeping. 6.1.2. Load Reductions In the Ninemile Creek subwatershed overall pollutant loading to priority waters is reduced by from 3% - 94% (median value 39%) by structural BMPs that intercept stormwater. This rate of pollutant removal is based on design efficiencies for modeled BMPs and actually removal by these structures may be lowered as sediment storage volume decreases. The estimated overall pollutant reduction to waterbodies within the Ninemile Creek subwatershed area is, about 61 lb TP/year for baseline sweeping with a mechanical broom sweeper. Load reductions could be increased to about 85 lb- TP/yr if a higher efficiency -,sweeper technology were used. Note that load reductions estimates in the Minnehaha Creeksubwatershed area are set to recovered loads for priority waters, (56 lb-TP/yr). This is because pollutant removal efficiencies were not available for pond and other structural BMPs. For this reason, pollutant load reductions within the M%nnebaha Creek subwatershed area should be regarded as upper boundaries for load reduction estimates. 'If 'similar overall pollutant removal efficiency is assumed for the two major watersheds, the estimated total pollutant reduction to priority waters in the Minnehaha Creek subwatershed.area is about 341b-TP/yr, but could be increased to 45 lb-TP/yr if a higher efficiency sweeper were used. EOR: water I ecology I community Page 1 14 Table 7. Estimated total solids and phosphorus recovery and load reduction estimates for baseline sweeping effort using mechanical broom and regenerative air technologies. 'Total recoverable watershed load - includes recoverable loads in upstream catchments. §§Load reduction estimate to priority water body based on P8 pond removal efficiencies (Barr, 2011). Removal efficiencies were applied to recoverable loads within the catchment of any modeled P8 pond or priority water and applied in series to determine overall reduction to a given water body. Expected reductions in total solids (TS) are: approximated, using TSS removal efficiencies although the two constituents are not equivalent *Direct drainage areas only (does not include the subwatersheds of upstream priority waters). **Subtotals for major drainage areas (HUC12) are not equal to the sum of loads for priority waters + other drainage areas (catchment loads are not double counted), but are based on the total watershed load (not including landlocked basins) or reduced load based on P8 pond linkages. 1 Upstream priority water = Pamela South 2 Upstream priority water = Cornelia North 3 Upstream priority water = Highland Lake 4 Upstream priority water = Cornelia South, Cornelia North 5 Upstream priority water = Hawkes Lake, Highland Lake tCompares watershed load recovery using regenerative air technology to load recovery using mechanical broom. EOR: water I ecology I community Poge 1 16 Harvey Lake 1.1 Low Ts 831 TPTS 0.7 1,121 TP 0.9 d �" 831 �' o -r , . 0.7 ��*I. 1,121 0.9 TS TP Lake Pamela South 8.1 High 9,573 8.7 14,073 11.6 9,573 8.7 14,073 11.6 Minnehaha Creek Lake Pamela North' 5.8 High 6,835 6.2 10,047 8.3 6,835 6.2 10,047 8.3 HUC 070102060605 Melody Lake 11.5 High 6,603 5.9 9,707 7.8 6,603 5.9 9,707 7.8 Minnehaha Creek (all other*) 64.5 (TMDLs) 44,603 40.9 65,566 54.4 44,603 40.9 65,566 54.4 Minnehaha Creek Subtotal � 61,542 56.2 90,467 74.7 61,542 56.2 90,467 74.7 Arrowhead Lake /Landlocked , 5.7 High 3,803 3.5 '.5;591 4.6 2,322 2.6 3,413 basin) 3.5 Centennial Lakes 6.7 Low/mo 5,960 5.0 8,761 6.7 5,140 4.7 7,556 6.3 Cornelia North 43.5 High 19,733 17.4 29,008 23.2 10,416 12.6 15,311 16.8 ComeliaSouth' 3.7 High 21,573 19.2 31,713 25.5 2,357 8.8 3,465 11.7 _47/ >_33% Hawkes Lake 15.9 Low 16,343 14.9'- 24,024 19.8 6,984 9.7 10,266 12.9 Highland Lake 10.6 Low 5,755 5.9 8460 7.9 5,565 5.4 8181 7.2 Ninemile Creek HUC 070200121108 Indianhead Lake (Landlocked bosin) 4.8 Medium 2,954 2.8 4,342 3.7 2,411 2.4 3,544 3.2 Lake Edina 20.1 High 34,782 31.2 51,129 41.5 13,707 18.7 20,150 24.9 Long Brake Trail 3.1 Low 2,301 2.1 '. 3,382 2.8 736 1.2 1,082 1.6 Mirror Lake 8.9 Low 4,350 4.1 6,394 5.4 2,726 3.5 4,007 4.6 Mud Lake 17.1 Low`:. 22,357 19.8 34,395:-- 28.5 6,931 6.1 10,663 8.8 Ninemile Creek (all other* l 116.D (Future TMDLI Ninemile Creek Subtotal- 71,163 134,952 63.9 121.1 109,482 204,782 92.0 170.1 34,870 58,970 31.3 60.8 53,646 89,548 45.1 85.0 'Total recoverable watershed load - includes recoverable loads in upstream catchments. §§Load reduction estimate to priority water body based on P8 pond removal efficiencies (Barr, 2011). Removal efficiencies were applied to recoverable loads within the catchment of any modeled P8 pond or priority water and applied in series to determine overall reduction to a given water body. Expected reductions in total solids (TS) are: approximated, using TSS removal efficiencies although the two constituents are not equivalent *Direct drainage areas only (does not include the subwatersheds of upstream priority waters). **Subtotals for major drainage areas (HUC12) are not equal to the sum of loads for priority waters + other drainage areas (catchment loads are not double counted), but are based on the total watershed load (not including landlocked basins) or reduced load based on P8 pond linkages. 1 Upstream priority water = Pamela South 2 Upstream priority water = Cornelia North 3 Upstream priority water = Highland Lake 4 Upstream priority water = Cornelia South, Cornelia North 5 Upstream priority water = Hawkes Lake, Highland Lake tCompares watershed load recovery using regenerative air technology to load recovery using mechanical broom. EOR: water I ecology I community Poge 1 16 76 6.2. Enhanced Sweeping Scenario 1 — Monthly Street Sweeping The monthly sweeping scenario is defined as 7 sweepings per year- one each in the months April - October. 6.2. 1. Load Recovery Estimated solids and phosphorus recovery for monthly sweeping is outlined by priority watershed in Table 8. Monthly sweeping practices are expected to remove approximately 115 lb -TP per year in the Minnehaha Creek subwatershed area and approximately 262 lb -TP per year in the Ninemile Creek subwatershed area. Recovery of phosphorus could be increase by approximately 43% (164 lb-TP/yr, 374 lb-TP/yr) if a higher efficiency sweeper were used, a 113% increase over baseline sweeping with a mechanical broom sweeper. 6.2.2. Load Reductions The estimated overall pollutant reduction to waterbodies within the Ninemile Creek subwatershed area is about 130 lb-TP/year for monthly sweeping with a mechanical broom sweeper. Load reductions could be increased to about 186 lb-TP/yr if a higher efficiency sweeper technology were used. If similar overall pollutant removal efficiency is assumed for the two major watersheds, the estimated total pollutant reduction to priority waters in the 1Vlinnehaha Creek subwatershed area is about 70 lb-TP/yr (current practice) and could be increas technology upgrade. Estimated load reductions represent an in sweeping with a mechanical broom sweeper. to about 100 lb-TP/yr through ase of almost 200% over baseline EOR: water I ecology I community Page 1 16 Table 8. Estimated total solids and phosphorus recovery and load reduction estimates for monthly sweeping effort using mechanical broom and regenerative air technologies. 'Total recoverable watershed load - includes recoverable loads in upstream catchments. §§Load reduction estimate to priority water body based on P8 pond removal efficiencies (Barr, 20111 Removal efficiencies were applied to recoverable loads within the catchment of any modeled P8 pond or priority water and applied in series to determine overall reduction to a given water body. Expected reductions in total solids (TS) are approximated using TSS removal efficiencies although the two constituents are not equivalent. *Load reduction estimates in the Minnehaha Creek subwatershed area represent the upper boundary of pollutant reduction estimates (see 6.1.2) **Subtotals for major drainage areas (HUC12) are not equal to the sum of loads for priority waters + other drainage areas (catchment loads are not double counted), but are based on the total watershed load (not including landlocked basins) or reduced load based on PB pond linkages. I Upstream priority water = Pamela South I Upstream priority water = Cornelia North 3 Upstream priority water = Highland Lake 4 Upstream priority water = Cornelia South, Cornelia North 5 Upstream priority water = Hawkes Lake, Highland Lake +Compares watershed load recovery using regenerative air technology to load recovery using mechanical broom. ttCompares reduction to waterbody using regenerative air technology to reduction to water body using mechanical broom, median value reported. EOR: water I ecology I community Page 1 17 TS TP TS TP - ``� TS TP TS TP Minnehaha Creek" HUC 070102060605 Harvey Lake 1.1 Low 1,705 1.5 2,625 2.1 1,705 1.5 2,625 2.1 54% 43% 249% 197% Lake Pamela South 8.1 High 15,286 12.7 23,541 18.2 15,286 12.7 23,541 18.2 Lake Pamela North' S.8 High 21,412 17.9 32,974 25.6 21,412 17.9 32,974 25.6 Melody Lake 11.5 High 14,755 12.1 22,722 17.3 14,755 12.1 22,722 17.3 Minnehaha Creek (all 64.5 (TMDLs) 105,879 88.3 163,053 126.2 105,879 88.3 163,053 other-) 126.2 Mlnnehaha Creek Subtotal 137,624 114.5 211,941 163.8 137,624 114.5 211,941 163.8 Ninemile Creek HUC(Landlocked 070200121108 Arrowhead Lake (Landlocked basin) 5.7 High 8,500 7.1 13,090 10.1 5,192 5.3 7,996 7.6 CentennfalLakes 6.7 Low/No 13,314 9.9 10,504 14.2 11,479 9.4 17,678 13.4 Cornelia North 43.5 High 44,090 35.7 67,898 51.0 23,283 25.9 35,856 37.0 Cornelia South 2 3.7 High 48,205 39.0 74,236 55.8 5,286 18.7: > 8,141 26.7 Hawkes Lake 1S.9 Low 36,547 1 30.3 56,282 434. 15,6197 19.7 24,054 28.1 Highland Lake 10.6 Low 12,870 11.4 19820 16.3 12,448 11.0 19170 15.8 Indianhead Lake basin) 4.8 Medium 6,603 5.7 10,168 8.1 5,390 5.0 8,300 7.1 Lake Edina4 20.1 High 77,744 63.5 `- 119,726 90.8 30,656 38.0 47,210 54.3 Long Brake Trail 3.1 Low 5,144 4.3 7,922: 6.2. 1,646 2.4 2,535 3.4 Mirror Lake 8.9 Low 9,723 8.4 14,973 12.0 6,094 7.1 9,385 10.2 Mud Lakes 17.1 Low '56,601 43.9 ` 81,006 62.71 16,306 13.6 25,112 19.4 Ninemile Creek (all 116.0 (Future 169,491 141.5 261,015 202.3 83,050 69.3 127,898 other-) TMDLJ 99.1 Ninemile Creek Subtotal 318,703 262.5 484,642 - 374.0 137,753 130.4 1 212,139 1 186.5 'Total recoverable watershed load - includes recoverable loads in upstream catchments. §§Load reduction estimate to priority water body based on P8 pond removal efficiencies (Barr, 20111 Removal efficiencies were applied to recoverable loads within the catchment of any modeled P8 pond or priority water and applied in series to determine overall reduction to a given water body. Expected reductions in total solids (TS) are approximated using TSS removal efficiencies although the two constituents are not equivalent. *Load reduction estimates in the Minnehaha Creek subwatershed area represent the upper boundary of pollutant reduction estimates (see 6.1.2) **Subtotals for major drainage areas (HUC12) are not equal to the sum of loads for priority waters + other drainage areas (catchment loads are not double counted), but are based on the total watershed load (not including landlocked basins) or reduced load based on PB pond linkages. I Upstream priority water = Pamela South I Upstream priority water = Cornelia North 3 Upstream priority water = Highland Lake 4 Upstream priority water = Cornelia South, Cornelia North 5 Upstream priority water = Hawkes Lake, Highland Lake +Compares watershed load recovery using regenerative air technology to load recovery using mechanical broom. ttCompares reduction to waterbody using regenerative air technology to reduction to water body using mechanical broom, median value reported. EOR: water I ecology I community Page 1 17 78 6.3. Enhanced Sweeping Scenario 2 — Bi -Weekly Street Sweeping The bi-weekly sweeping scenario is defined as 14 sweepings per year- two each in the months April - October. 6.3. 1. Load Recovery Estimated solids and phosphorus recovery for bi-weekly sweeping is outlined by priority watershed in Table 9. Bi -weekly sweeping practices are expected to remove approximately 167 lb - TP per year in the Minnehaha Creek subwatershed area and approximately 412 lb -TP per year in the Ninemile Creek subwatershed area. Recovery of phosphorus could be increase by approximately 44% (241 lb-TP/yr, 593 lb-TP/yr) if a higher efficiency sweeper were used, an increase of 223% over baseline sweeping with a mechanical broom sweeper. 6.3.2. Load Reductions The estimated overall pollutant reduction to waterbodies within the Ninemile Creek subwatershed area is about 205 lb-TP/year for bi-weekly sweeping with a mechanical broom sweeper. Load reductions could be increased to about 295 lb-TP/yr if a higher eff used. If similar overall pollutant removal efficiency is assumed` fo estimated total pollutant reduction to priority waters in the.Minne about 102 lb-TP/yr (current practice) and could be increased technology upgrade. Estimated load reductions are more than trz for baseline sweeping with a,mechanical broom sweeper.` iciency sweeper technology were r the two major watersheds, the haha Creek subwatershed area is to about 147 lb-TP/yr through ple the estimated load reductions EOR: water I ecology I community Page 1 18 Table 9. Estimated total solids and phosphorus recovery and load reduction estimates for bi-weekly sweeping effort using mechanical broom and regenerative air technologies. Major Drainage (HUC 12) Waterbody Lake Curb -miles 1.1 Service LevelHarvey Low TS 2730 TP 2.1 TS 3,767 TP 3.0 ^2,430 2.1 3,767 3.0 TS TP TS TP Minnehaha Creek * HUC 070102060605 55% 44% 396% 331% Lake Pamela South 8.1 High 21,825 18.6 33,828 26.8 21,825 18.6 33,828 26.8 Lake Pamela North' 5.8 High 30,556 26.1 47,362 37.6 30,556 26.1 47,362 37.6 Melody Lake 11.5 High 21,182 17.6 32,832 25.3 21,182 17.6 32,832 25.3 Minnehaha Creek 64.5 (TMDLs) 151,140 129.0 234,267 185.7 151,140 129.0 234,267 (all other**) 185.7 Minnehaha Creek Subtotal** 196,577 167.2 304,694 240.8 196,577 167.2 304,694 240.8 Ninemile Creek HUC 070200121108 Arrowhead Lake 5.7 High 12,159 10.3 18,847.. 14.8 7,408.:. 7.8 11,482 (Landlocked basin) 11.2 Centennial Lakes 6.7 Low/No 18,765 14.7 29,086 21.2 14,934 13.9 23,147 20.0 Cornelia North 43.5 High 63,059 52.0 97,741 + 74,9 33,334 37.7 51,668 54.3 Cornelia South' 3.7 High 68,945 56.9 106,864 82.0 7,563 26.2 11,722 37.7 Hawkes Lake' 15.9 Low 52,221 44.4 < 80,943; 63.9 22,319 29.4 34,594 42.3 Highland Lake 10.6 Low 18,355 16.4 28451 23.6 17,750 16.1 27512 23.2 Indianhead Lake 48 Medium 9,406 8.3 14,579 11.9 7,676 7.3 11,898 (Landlocked basin) 10.5 Lake Edina4 20.1 High 111,178 92.6 172,326 133.4 43,837 55.4 67,948 79.8 Long Brake Trail 3.1 Low 9,265: 6.4 14,360 9.2 4,279 3.5 6,632 5.0 Mirror take 8.9 Low 13,844 12.2 21,458 17.5 8,674 10.3 13,444 14.9 Mud Lakes 17.1 Low 79,332 66.8 122,050 96.1 24,593 20.7 37,835 29.8 Ninemile Creek (all other**) 116.0 (Future TMDL) 282,063 234.3 433,943 337.2 138,211 114.8 212,632 165.2 Ninemile Creek Subtotal 495,682 412 764,137 593 219,594 205 338,492 295 'Total recoverable watershed load - includes recoverable loads in upstream catchments. "Load reduction estimate to priority water body based on P8 pond removal efficiencies (Barr, 2011). Removal efficiencies were applied to recoverable loads within the catchment of any modeled PS pond or priority water and applied in series to determine overall reduction to a given water body. Expected reductions in total solids (TS) are approximated using TSS removal efficiencies although the two constituents are not equivalent. *Load reduction estimates in the Minnehaha Creek subwatershed area represent the upper boundary of pollutant reduction estimates (see 6.1.2) **Subtotals for major drainage areas (HUC12) are not equal to the sum of loads for priority waters + other drainage areas (catchment loads are not double counted), but are based on the total watershed load (not including landlocked basins) or reduced load based on P8 pond linkages. ' Upstream priority water= Pamela South 2 Upstream priority water= Cornelia North 3 Upstream priority water = Highland Lake 4 Upstream priority water = Cornelia South, Cornelia North 5 Upstream priority water = Hawkes Lake, Highland Lake tCompares watershed load recovery using regenerative air technology to load recovery using mechanical broom. ttCompares reduction to waterbody, using regenerative air technology to reduction to water body using mechanical broom, median value reported. EOR: water I ecology I community Page 1 19 80 6.4. Costs Benefit Analysis Total costs and cost -efficiencies ($/lb -P) were estimated for baseline, monthly and bi-weekly sweeping scenarios. The cost -basis of street sweeping ($/curb -mile) is not constant and depends on the sweeper type and financing, and the cost of vehicle maintenance, labor, and fuel. Total costs for each sweeping scenarios were calculated using the component costs and assumptions outlined below. * City of Edina, Public Works Department Cost Basis Assumptions: • Sweepers are owned by the City of Edina. • Sweeper operational speed = 4.5 mph • An additional 1.5 hrs of;labor is required for every 4 hrs of sweeping time • Total transit miles (brush off) are about 3 times total swept miles • On average, sweeper fuel consumption is 5rnpg [ (brush off time, empty) + (brush on time)+ (brush off time, full capacity)] • 1 vehicle>ts sufficient four baseline and monthly sweeping, 2 vehicles are required for sweeping above this level f effort based on labor hours required compared to sweeping timeframe. • Sufficient staffing is assumed. Sweeping is most cost-effective when solids loading to streets is greatest. Since solids loading varies over the course of the year ;adding sweepings at certain times of the year (summer) is less cost -effecting than adding sweepings at peak loading intensities (spring, fall). Although sweeping operations can be further optifrtized to take advantage of these differences, the cost calculations presented here are based on regular sweeping at the frequency specified for each level of effort. Estimated sweeping costs at each level defined level of effort are summarized in sections 6.4.1 - 6.4.3. Cost are outlined in detail for loads recovered within the direct drainage area of a priority waters in Table 13 for sweeping with mechanical broom and Table 14 for sweeping with a high efficiency sweeper. Costs are also outlined in detail for load recovery within the total drainage area of each priority water for sweeping with a high efficiency sweeper in Table 15. EOR: water I ecology I community Page 1 20 Category Sweeper Cost Basis $18,200 (vehicle depreciation)* $3,700 (vehicle maintenance)* Labor (wages + benefits) $75/hr Diesel Fuel $3/gal * City of Edina, Public Works Department Cost Basis Assumptions: • Sweepers are owned by the City of Edina. • Sweeper operational speed = 4.5 mph • An additional 1.5 hrs of;labor is required for every 4 hrs of sweeping time • Total transit miles (brush off) are about 3 times total swept miles • On average, sweeper fuel consumption is 5rnpg [ (brush off time, empty) + (brush on time)+ (brush off time, full capacity)] • 1 vehicle>ts sufficient four baseline and monthly sweeping, 2 vehicles are required for sweeping above this level f effort based on labor hours required compared to sweeping timeframe. • Sufficient staffing is assumed. Sweeping is most cost-effective when solids loading to streets is greatest. Since solids loading varies over the course of the year ;adding sweepings at certain times of the year (summer) is less cost -effecting than adding sweepings at peak loading intensities (spring, fall). Although sweeping operations can be further optifrtized to take advantage of these differences, the cost calculations presented here are based on regular sweeping at the frequency specified for each level of effort. Estimated sweeping costs at each level defined level of effort are summarized in sections 6.4.1 - 6.4.3. Cost are outlined in detail for loads recovered within the direct drainage area of a priority waters in Table 13 for sweeping with mechanical broom and Table 14 for sweeping with a high efficiency sweeper. Costs are also outlined in detail for load recovery within the total drainage area of each priority water for sweeping with a high efficiency sweeper in Table 15. EOR: water I ecology I community Page 1 20 81 6.4.1. Cost Effectiveness of Baseline Sweeping Solids loading tends to peak in the spring (winter residuals) and again in the fall (leaf drop) which makes the singular spring and fall sweepings that make up the baseline sweeping effort among the most efficient (lb/curb-mile). However, at the baseline effort, the cost of sweeping is driven by the flat cost of vehicle financing. This drives the cost-effectiveness of sweeping down compared to monthly sweeping (section 6.4.2). Based on the assumptions outlined above, the cost basis for baseline sweeping with a mechanical broom sweeper and with a higher efficiency sweeper are $54 and $56.50 per curb -mile of sweeping respectively. Estimated total costs and cost -efficiencies for baseline sweeping are summarized in Table 12 and outlined in detail in Table 13 - Table 15 . Note that while sweeping is less expensive for a mechanical broom sweeper on a per -mile basis, it is less cost effective ($/lb -P recovered) due to the reduced solids recovery compared to higher efficiency sweepers. Table 10. Cost and cost -efficiency of street sweeping in,; effort by major subwatershed. sweeping zones (Appendix B) at the baseline Mechanical Minnehaha Creek 13,270 236 352 Broom Ninemile Creek 26,020 <"]5 428 Higher Minnehaha Creek 13,839 185 278 Efficiency Ninemile Creek 27,191 160 320 *Based on estimated sub -catchment pollutant removal efficiency, see section 6.1.2. 6.4.2. Cost Eff€ Since monthly sweeping not increase far monthl3 such that the total cost i? increases by more than 2 baseline effort: k Based on the assumption o broom sweeping is $33.50, Estimated total costs and c outlined in detail in Table 13 ess (4Monthly )e completed ;using a single sweeper, the vehicle financing cost does aping compared.to;baseliie sweeping. Labor and fuel costs increase oximally 2X the cost of baseline sweeping; however, solids recovery over baseline, making monthly sweeping more cost-effective than the .fined :above, the cost basis for baseline sweeping with a mechanical id with a regenerative air sweeper $34 per curb -mile of sweeping. t -efficiencies for monthly sweeping are summarized in Table 11 and fable 15. EOR: water I ecology I community Page 1 21 82 Table 11. Cost and cost -efficiency of street sweeping in defined sweeping zones (Appendix B) for monthly sweeping by major subwatershed. *Based on estimated sub -catchment pollutant removal efficiency, see section 6.2.2. 6.4.3. Cost Effectiveness of Bi -weekly Sweeping Based on the number of vehicle hours required, bi-weokly sweeping cannot be completed in all defined sweeping zone during the period April -October unless a second vehicle is used. Although a second sweeper might not be financed in the same manner a primary sweeper, for the sake of keeping cost estimates simple, the vehicle finance cost was doubled to account for the additional sweeper in the bi-weekly sweeping scenario. Labor and fuel costs also double compared to monthly sweeping making the total cost for bi-weekly sweeping 2X the cost of monthly sweeping. Total load recovery increases over baseline and monthly sweeping when street are swept bi- weekly, but sweeping efficiency (lb/curb-mile recovered) tends to decrease as sweeping intervals decrease. For this reason, bi-weekly sweeping is less cost-effective than monthly sweeping; however, the cost-effectiveness of bi-weekly sweeping with a higher -efficiency sweeper is comparable to baseline sweeping with a mechanical broom sweeper. Based on the assumption, outlined above, the cost basis for baseline sweeping with a mechanical broom sweeping is $33.50, ,and with=a regenerative air sweeper $34 per curb -mile of sweeping. Total cost ad cost -efficiencies for bi-weekly sweeping,are summarized in Table 12 and outlined in detail in Table' 13 - Table 15 . Table 12. Cost and cost -efficiency of streetsweeping in defined sweeping zones (Appendix B) for bi-weekly sweeping by major subwatershed. Mechanical Minnehaha Creek' 57,528 344 514 Broom Ninemile Creek 112800 274 537 Higher Minnehaha Creek 58,665 244 366 Efficiency Ninemile Creek 115,269 194 391 *Based on estimated sub -catchment pollutant removal efficiency, see section 6.3.2. EOR: water I ecology I community Page 1 22 Table 13. Summary of estimated costs and cost -efficiencies of phosphorus recovery within direct drainage areas for each waterbody (see 5.1) for baseline, monthly, and bi-weekly sweeping scenarios. Estimates are based on recovery using a mechanical broom sweeper. The cost basis for estimates is $54 (baseline) - $33.50 (monthly, bi-weekly) per curb -mile of sweeping. Recovered TP loads for direct drainage areas only (does not include loads recovered -from streets located in upstream drainage areas). Recovery with mechanical broom sweeper. TOTAL $ 41,058 $ 218 $ 88,995 $ 223 $ 177,989 $ 290 EOR: water I ecology I community Page 1 23 W�tc,bccc!V Harvey Lake Service Level Low Curb �,iles 1.1 Baseline `. 0.7 Monthly 1.5 BI -weekly 2.1 Baseline Sweeping Costs $ $/Ib -P $ 119 $ 170 Monthly Sweeping Costs $ $/Ib -P $ 259 $ 172 Bi -weekly Sweeping Costs $ $/lb -P $ S17 $ 246 Lake Pamela South High 8.1 8.7 12.7 18.6 $ 879 $ 101 $ 1,906 $ 150 $ 3,812 $ 205 Minnehaha Creek Lake Pamela North High 5.8 6.2 17.9 26.1 $ 1,507 $ 243 $ 3,267 $ 182 $ 6,533 $ 250 HUC 070102060605 Melody Lake High 10.6 5.9 12.1 17.6 $ 1,149 $ 195 $ 2,491 $ 206 $ 4;982 $ 283 Minnehaha Creek (all other*) (TMDLs) --- .. Minnehaha Creek Subtotal* 96.8 .. 122.4 40.9 S6.2 88.3 114.5 129° 167.2 `.'--$ 10,495 $ 14,443 $ 257 $� 13,270 $ 22,748 ._. . _....._._._ _. $ 236 $ $ 258 28,764 $ 45,496 -------- $ 2S1 $ $ 353 S7,528 Arrowhead Lake (Landlocked basin) High 5.7 3.5 7.1 10.3 $ -. 618 $ 177 $ 1,340 $ 189 $ 2,679 $ 260 Centennial Lakes Low/No 6.7 5 9.9 14.7 $ 726 $ 145 $ 1,575 $ 159 $ 3,149 $ 214 Cornelia North High 43.5 17.4 35.7 52 $ 4,716 $ 271 $ 10,223 $ 286 $ 20,445 $ 393 Cornelia South High _3.7 19.2 39 56.9 $ 5,117 $ 267 $ 11;092 $ 284 $ 22,184 $ 390 Hawkes Lake Low 19.2 14.9 30.3 44.4 i$ 3,025 $ 203 $ 6,557 $ 216 $ 13,113 $ 295 Highland Lake Low 8.7 5.9 11.4 16.4 $ 943 $ 160 $ 2,045 $ 179 $ 4,089. $ 249 Ninemile Creek HUC 070200121108 Indianhead Lake (Landlocked basin) Medium 3.9 2.8 5.7 8.3 $ 423 $ 151 $ 917 $ 161 $ 1,833 $ 221 Lake Edina High 19.4 - 31.2 63.5 92.6 $ 7,221 $ 231 $ 15,651 $ 246 $ 31,302 $ 338 Long Brake Trail Low 3.1 2.1 - 4.3 6.4 ..,.5 336 $ 160 $ 729 $ 169 $ 1,457 $ 228 Mirror Lake Low 8.9 4.1 8.4 12.2 $ 965 $ 235 $ 2,092 $ 249 $ 4,183 $. 343 Mud Lake Low 11.2 19.8 43.9 67 $ 4,239 $ 214 $ 9,189 $ 209 $ 18,377 $ 275 Ninemile Creek (all other') (Future TMDL) ...._..._... _....... Ninemile Creek Subtotal 122.6 240.0 63.9 .--- --- -...--- 121.1 141.5 '- ._ ......-- 261.6 234.3 _.._.. - 3 412.3 $ 13,292 - 3--- $ 31,818 $ 208 .__..... _........... $ 26,020 $ 28,811 ._.._._ $ 215 $ $ 204 56,400 $ 57,622 _� .. --16 - $ 216 $ $ 246 112,800 Recovered TP loads for direct drainage areas only (does not include loads recovered -from streets located in upstream drainage areas). Recovery with mechanical broom sweeper. TOTAL $ 41,058 $ 218 $ 88,995 $ 223 $ 177,989 $ 290 EOR: water I ecology I community Page 1 23 84 Table 14. Summary of estimated costs and cost -efficiencies of phosphorus recovery within direct drainage areas for each waterbody (see 5.1) for baseline, monthly, and bi-weekly sweeping scenarios. Estimates are based on recovery using a regenerative air (or similar) sweeping technology. The cost basis for estimates is $56.50 (baseline) - $34 (monthly, bi-weekly) per curb -mile of sweeping. ` Recovered TP loads for direct drainage areas only (does not include loads recovered from streets located in upstream drainage areas). Recovery with high efficiency sweeper. TOTAL $ 41,765 $ 175 $ 88,525 $ 201 $ 177,049 $ 230 i TOTAL.e '•rinve .i,- TOTAL m.ah.nm,l n...m $ 707 $ 236.94 $ 413.18 $ 92,781.50 $ 232.65 $ 409.06 %Increase over mechanical broom +12% -21% +8% 32% +g% -32% EOR: water I ecology I community Page 1 24 Baseline Sweeping Costs Monthly Sweeping Costs Bi -weekly Sweeping Costs Baseline Monthly Bi -weekly $ $/Ib -P $ $/Ib -P $ $/Ib -P Harvey Lake Low 1.1 0.9 2.1 3 $ 124 $ 135 $ 264 $ 125.53 $ 527 $ 176 Lake Pamela South High 8.1 8.3 18.2 26.8 $ 917 $ 110 $ 1,944 $ 107 $ 3,887 $ 145 Minnehaha Creek Lake Pamela North High 5.8 3.3 7.4 10.8 $ 655 $ 198 $ 1,388 $ 188 $ 2,775 $ 257 HUC 070102060605 Melody Lake High 10.6 7.8 17.3 25.3 $ 1,198 $ 154 $ 2,540 : $ 147 $ 5,080 $ 201 Minnehaha Creek (all other*) (TMDLI) 96.8 54.4 126.2 185.7, $ 10,944 $ 201 $ 23,195 $ 184 $ 46,395 $ 250 Minnehaha Creek Subtotal 122.4 74.7 163.8 240.8 $ 13,839 $ 185 $ 29,332 $ 179 $ 58,665 $ 366 Arrowhead Lake (Landlocked basin) High 5.7 4.6 10.1 14.8 $ ..b44 $ 140 $ 1,366 $ 135 $ 2,732 $ 185 Centennial Lakes tow/No 6.7 6.7 14.2 21.2 $ 758 $ 113 $ 1,606 $ 113 $ 3,211 $ 151 Cornelia North High 43.5 23.2 51.0 74.9 $ 4,918' $ 212 $ 10,425 $ 204 $ 20,849 $ 278 Cornelia South High 3.7 2.3 4.8 7.1 $ 418 $ 182 $ 887 $ 185 $ 1,773 $ 250 Hawkes Lake Low 19.2 11.9 ::.27.1 40.3 $ 2,171 $ 182 $ 4,601 $ 170 $ 9,202 $ 228 Highland Lake Low 8.7 7.9 16.3 23.6 $ 984 $ 125 $ 2,085 $ 128 $ 4,170 $ 177 Ninemile Creek HUC Indianhead Lake 070200121108 (Landlocked basin) Medium 3.9 3.7 8.1 11.9 S'-.. 441 $ 119 $ 935 $ 115 $ 1,869 $ 157 Lake Edina High 19.4 16.0 35.0 51.4 $ 2,193 $ 137 $ 4,649 $ 133 $ 9,298 $ 181 Long Brake Trail Low 3.1 2.8 6.2 9.2Lks 125 $ 743 $ 120 $ 1,486 $ 161 Mirror Lake Low 8.9 5.4 12.0 17.5 186 $ 2,133 $ 178 $ 4,266 $ 244 Mud Lake Low 11.2 '8 7,. 19.3 32.2 146 $ 2,684 $ 139 $ 5,368 $ 167 Ninemile Creek (all other") ---------------- (Future TMDL) 122.6 92.0 202.3 --- 337.2 - 151 -.-__-____ $ 29,380 $ 145 -. _._.. .. $ 58,761 _-__---- $ 174 Ninemile Creek Subtotal 240.0 163.9 275.7 529 170 $ 59,192 $ 215 $ 118,384 $ 224 ` Recovered TP loads for direct drainage areas only (does not include loads recovered from streets located in upstream drainage areas). Recovery with high efficiency sweeper. TOTAL $ 41,765 $ 175 $ 88,525 $ 201 $ 177,049 $ 230 i TOTAL.e '•rinve .i,- TOTAL m.ah.nm,l n...m $ 707 $ 236.94 $ 413.18 $ 92,781.50 $ 232.65 $ 409.06 %Increase over mechanical broom +12% -21% +8% 32% +g% -32% EOR: water I ecology I community Page 1 24 Table 15. Summary of estimated costs and cost -efficiencies of phosphorus recovery within the TOTAL drainage area for each waterbody for baseline, monthly, and bi-weekly sweeping scenarios. Estimates are based on recovery using a regenerative air (or similar) sweeping technology. The cost basis for estimates is $67 (baseline) - $38 (monthly, bi-weekly) per curb -mile of sweeping. Load recovery for monthly sweeping (bold red font) is the most cost-effective among the scenarios. TOTAL I S 50.813. 1 S =196 1 S 344 1 S 100.867 1 S 177 1 S 312 1 S 201.734 1 S 229 1 S 406 1 'Total curb -miles and include upstream areas. [Cost -efficiency based on cumulative phosphorus recovery and load reductions (recovered loads and load reductions as reported in Table 7 - Table 9) 'For Minnehaha Creek, load reductions are estimated at 66.7% of the recovered load (see discussion in sections 6.1.2, 6.2.2, and 6.3.2). 1 Upstream priority water = Pamela South z Upstream priority water = Cornelia North 3 Upstream priority water = Highland Lake 4 Upstream priority water = Cornelia South, Cornelia North 5 Upstream priority water = Hawkes Lake, Highland Lake EOR: water I ecology I cofnmunity Page 1 25 Baseline Sweeping Costsi Monthly Sweeping Costs[ Bi -weekly Sweeping Costsl $ $/Ib -P recovered $/Ib -P reducedt $ $/Ib -P recovered $/Ib -P reduced $ $/Ib -P recovered $/Ib -P reducedt Harvey Lake Low 1.1 $ 147 $ 164 $ 246 $ 293 $ 139 $ 209 $ 585 $ 195 $ 293 Lake Pamela South High 8.1 $ 1,087 $ 131 $ 197 $ 2,157 $ 119 $ 178 $ 4,315 $ 161 $ 242 Lake Pamela North' High 13.9 $ 1,863 $ 161 $ 241 $ '. 3,697 $ 144 $ 217 $ 7,395 $ 197 $ 295 Minnehaha Creek Melody Lake High 10.6 $ 1,420 $ 182 $ 273 $ 2,820 $ 163 $ 245 $ 5,639 $ 223 $ 335 Minnehaha Creek (TMDLs) (allother'J Minnehaha Creek Subtotal 96.8 122.4 $ 12,971 $ 16,402. $ -"---' '------77-777"7. $ ---- 238 -'---' 220 $ ------ $ 358 - - 7'777 330 $ 7 7'-'- $ 252749 32,558 $ "'."'..".--"'- $ 204 199 $ --'-'----------- $ 306 298 $ 51,498 7777-----7777-- $ 65,117 $ ---------'------- $ 277 270 $ ----'-'------- $ 416 406 Arrowhead Lake (Landlocked basin) High 5.7 $ 764 $ 166 $ 218 $ 1,516 $ 150 $ 200 $ 3,032 $ 205 $ 271 Centennial Lakes Low/No 6.7 $ 898:.. $ 134 $ 143 $ 1,782 $ 126 $ 133 $ 3,564 $ 168 $ 178 Cornelia North High 43.5 $ 5,829 $ 251,';;;. $ 347 $. 11,571 $ 227 $ 313 $ 23,142 $ 309 $ 426 Cornelia South' High 47.2 $ 6,325 $ 248 $ 541 $ 12,555 $ 225 $ 470 $ 25,110 $ 306 $ 666 Hawkes Lake Low 27.9 $ 3,739 $ 189 $ 290 $ - - 7,421 $ 171 $ 264 $ 14,843 $ 232 $ 351 Highland Lake Low 8.7 $ 1,166 $ 148 $ 162 $ 2,314 $ 142 $ 146 $ 4,628 $ 196 $ 200 Ninemile Creek Indianhead Lake (Landlocked basin) Medium 3.9 $ 52.3 $ "141 $: 163: $ - 1,037 $ 128 $ 146 $ 2,075 $ 174 $ 198 Lake Edina° High 66.6 $ 8,924 $ 215 $ 358 $ 17,716 $ 195 $ 326 $ 35,431 $ 266 $ 444 Long Brake Trail Low 3.1 $ 415 $... 148'" $ 260 $ 825 $ 133 $ 243 $ 1,649 $ 179 $ 330 Mirror Lake Low 8.9 $ 1,193 $ 221 $ 259 $ 2,367 $ 197 $ 232 $ 4,735 $ 271 $ 318 Mud Lakes Low 39.1 $ 5,266.. $ 185 -$ 59& $ 10,454 $ 167 $ 538 $ 20,908 $ 218 $ 702 Ninemile Creek (Future TMDL) (all other`) - Ninemile Creek Subtotal 1ZZ.6 256.6 $ 16,428 ... 22,2 .... $ .32,227 $ ......... $ 179 ......,. i 189 $ .................. :::$ 365 379 $ ---------- $ 32,612 ......... 63,973 $ .$------....--.'" $ 161 171 $ ..---_---.-4...... $ 329 343 $ 65,223 ....... .27.94._.... $ 127,946 $ --------""'----' $ 193 216 $ .................__ $ 395 434 TOTAL I S 50.813. 1 S =196 1 S 344 1 S 100.867 1 S 177 1 S 312 1 S 201.734 1 S 229 1 S 406 1 'Total curb -miles and include upstream areas. [Cost -efficiency based on cumulative phosphorus recovery and load reductions (recovered loads and load reductions as reported in Table 7 - Table 9) 'For Minnehaha Creek, load reductions are estimated at 66.7% of the recovered load (see discussion in sections 6.1.2, 6.2.2, and 6.3.2). 1 Upstream priority water = Pamela South z Upstream priority water = Cornelia North 3 Upstream priority water = Highland Lake 4 Upstream priority water = Cornelia South, Cornelia North 5 Upstream priority water = Hawkes Lake, Highland Lake EOR: water I ecology I cofnmunity Page 1 25 86 7. Recommendations Although current street sweeping practices include sweepings that are expected to be among the most efficient (lb/curb-mile), the cost -efficiency ($/lb recovered) of sweeping could be improved significantly by using a regenerative air or other high efficiency street sweeper. Based on the expected recovery for different sweeper types and sweeping frequencies, the following recommendations are made: • Upgrade street sweeping vehicle(s) to regenerative air or other high -efficiency sweeper type to realize an increase in cost -efficiency of about 21% for baseline sweeping. This is expected to increase total cost for baseline sweeping;, by about 12%, but will increase load recovery of solids by 47% and recovery of phosphorus by 33%. • Increase the number of sweeping to monthlysweeping during the snow -free season or similar. Utilizing street sweeping vehicles during a greater portion of the year decreases the cost -basis ($/curb -mile) of sweeping compared to baseline and improves cost -efficiency. Sweeping at monthly intervals with a high efficiency sweeper in priority watersheds is expected to increase the recovery of solids by 250°/a and the recovery of phosphorous by 200% compared to current practice. The cost -basis ls,lowered from about $59/curb-mile to about $38/curb-mile of sweeping and the cost efficiency is improved from $237/lb-P recovered to $177/lb-P recovered. • Consider level). 7 Depending on how well sw€ in high priority -watersheds (waterbodies with high service ty require increasing the size of the street sweeping fleet. ing are utilized, the cost -efficiency of sweeping at bi-weekly comparable to that of current practices and the cost of ly inexpensive compared to recovery through structural EOR: water I ecology I community Page 1 26 87 8. References Barr Engineering. 2011. City of Edina Comprehensive Water Resources Management Plan. Berretta C., S. Raje, and J.J. Sansalone. Quantifying Nutrient Loads Associated with Urban Particulate Matter (PM), and Biogenic/Litter Recovery Through Current MS4 Source Control and Maintenance Practices. University of Florida, College of Engineering, Gainsville, Florida: Florida Stormwater Association Education Foundation (FSAEF); 2011 Final Report: 31 May 2011. City of Edina, 2011. City of Edina, Comprehensive Water Resources Management Plan, available through the City of Edina: http://edinamn.gov/?section=engineering water resource City of Edina, 2014. Lake & Pond Management Policy, Amendment to the Comprehensive Water Resources Management Plan, available through the City of Edina: http://edinamn.gov/?section=engineering water resource Emmons and Olivier Resources, Inc. 2014a. Phase i — Preliminary Assessment of Data and Proposed Strategy for Sweeping Prioritization. Technical memo to the City of Edina, 8/11/2014. Emmons and Olivier Resources, Inc. 2014b. Preliminary estimatesofPollutant load recovery through enhanced street sweeping. Technical memo to the Cityof Edina, 10/6/2014. Emmons and Olivier Resources, Inc. 2014c. Preli, street sweeping. Technical memo to the City of Kalinosky, P., Baker, L., Hobbie, S., Kintner, R., B Targeted, Inte Minnesota Department of Trans Sweeping Best Practice, M Minnesota Pollution Control Age Edina, MN, reissue date Ai g, Press J/RC- 2008 Icy (MPGA) gust 1, 201' zn-engineer of pollutant load recovery through enhanced dated 10/27/2014. :.2013. Quantifying Nutrient Removal through LID Symposium, August 20, 2013. OT). '2Q". Resource for Implementing a Street 2013. MS4 SWPPP Application for Reauthorization, City of available through the City of Edina: EOR: water I ecology I community Page 1 27 Item VI.B To: From: Date: Subject: City Council Energy and Environment Commission July 21, 2015 Recommendation that the City Develop and Issue a Request for Proposals for a Community Solar Garden Project on the Roof of the Public Works Building Attachments (1) Model Solar Rooftop Lease Agreement (2) Metropolitan Council Request for Proposals For Solar Facilities dated February 19, 2015 (too large for email; will plan to distribute before council meeting) (3) CERTs Community Solar Guide (4) Guide to sample Community Solar Garden contracts Action Requested: The EEC requests the following: 1. Place this advisory on the Council agenda as soon as possible and provide the EEC and its Community Solar expert an opportunity to discuss this advisory with council and answer their questions. 2. Authorize and direct the City Administrator to have staff and legal counsel develop a Request for Proposals for a Community Solar Garden (CSG -PW) located on the Roof of the Public Works Building. While the City could subscribe to a small portion of the CSG -PW project, the primary intent would be to offer Edina residents the opportunity to become subscribers. Situation: The City has an opportunity to host a community solar garden project for its residents at a City -owned facility. Considerable work has already been done to develop a model solar rooftop lease agreement and a model RFP calling for proposals for solar projects, including rooftop solar. This project has some urgency, since federal incentives will be significantly decreasing at the end of 2016. When that occurs, the attractiveness to solar developers of smaller -scale residential projects such as the one EEC is proposing will change significantly. To qualify for the federal tax incentives, a project must be completed and producing electricity by the end of 2016. The EEC has been working with the Great Plains Institute and the Clean Energy Resource Teams, who are providing technical assistance to several local governments who are interested in developing community solar projects. They have indicated that a project such as Edina's (approximately 350 kw of rooftop community solar) will be attractive to some developers, and they expect the City would receive bids. They have indicated that GPI and CERTs have some resources set aside to support the local government willing to develop a project to host a CSG project. w91��1� oe `; o ��RYU}t,h tNNN Background See situation description above. Assessment: See Questions & Responses Following: What is the Edina Public Works Community Solar Project? EEC recommends that the City issue a Request for Proposals (RFP) for development of an approximately 350 kw Community Solar Garden project on the roof of the City's Public Works building. The RFP should be issued as soon as possible (by September 2015 if possible) before the federal Investment Tax Credit decreases from 30 percent to 10 percent at the end of 2016. (See below) The Project would be open to Edina residents, who would have first rights to subscribe. The project developer would be responsible for construction, operation, and maintenance of the project, and would also bear all risk of damage to the Public Works building. The City could possibly receive income from the lease of the roof space for project development. That revenue may be focused on subsidizing low-income community solar subscribers. Why would the City Host its own Community Solar Project? There are a number of reasons for Edina to host its own Community Solar Project: I. Leadership — The city can be the first, or one of the first, to demonstrate that a residential community solar project is feasible 2. Promote renewable energy & reducing greenhouse gases — Residents can directly support solar energy and reduce their fossil fuel dependence 3. Educate residents on sustainability — The City can include other opportunities for residents interested in community solar, including energy efficiency and how to conserve other resources. The more energy- efficient a residence is, the more effective its solar subscription is. 4. Help Edina residents save money on electricity costs. Subscribers receive a credit on their utility bills based on the rate paid for the kWh production of their share of the solar garden. The credit may result in residents saving money on electricity, particularly as energy costs rise while they continue to receive solar credits over the life of the project. 5. No City capital or operating costs. The RFP will place the burden of constructing, operating, and maintaining the project on the developer. In fact, the City may receive revenue from the developer who leases the Public Works building roof. 6. Use the Public Works building roof productively. The Public Works roof would not otherwise be a source of sustainable energy or an educational opportunity for residents. 7. Take advantage of assistance from solar supporters. There are several non-profit organizations interested in supporting residential solar projects. The City can benefit from a model RFP, a model solar rooftop lease, and technical assistance from the Clean Energy Resource Teams/Great Plains Institute. How many Edina residents could subscribe to this project? If every subscriber wished to get 100% of his or her home energy from the project, about 40 residential homes could subscribe to the Public Works project. If residents had the option to subscribe for less than 100% of their energy, more residents could subscribe. For example, the project could serve 80 residential homes that wanted to have 50% of their energy from solar. A typical Minnesota home uses about 800 kWh each month—or 9,600 kWh/ year. To fulfill that need might take about 8 kW of solar (assuming each I kW panel would general 1,200 kWh per year with a 14% capacity factor). Is there a model community solar RFP? Yes. The RFP is not attached to this Advisory because of its length, but we will send it to the City Manager and Council members. Is there a model Lease Agreement for a Solar Rooftop Project? Yes. The Lease Agreement is not attached to this Advisory because of its length, but we will send it to the City Manager and Council members. Didn't the Council just approve a community solar project involving the Metropolitan Council? Yes. But the Met Council project is very different from the Public Works project. The Metropolitan Council project is a unique government collaborative involving local government entities. The Met Council project does not involve residents and does not involve a community solar project located in Edina for residents. The Met Council project is a wonderful opportunity for the City itself to subscribe for up to 100% of its annual electricity usage from solar. The Met Council Request for Proposals, expected to be issued in July 2015, will ask solar developers to submit proposals for community solar gardens that will have local governments, including Edina, as subscribers. Jason Willett of the Met Council, who is leading the project, described the advantages of the approach: "By working together, government entities who sign up won't have to go through the lengthy solicitation and evaluation process themselves, saving time and money," he said. "The size of the solicitation, which will be substantial, should attract more competition and better proposals. And the subscription process will be easier for local governments because we offer a standard subscription agreement." A, 0Le o A? 18,10 How does the Public Works project differ from the Met Council solar project? This proposal involves the City of Edina hosting a Community Solar Garden project on its own site for its own residents. The Met Council proposal will not be open to Edina residents. The City can subscribe to community solar through the Met Council project and offer its residents the opportunity to subscribe to an Edina -hosted project. Why should the City act now to develop an Edina Community Solar Garden? The Federal Investment Tax Credit (ITC) is worth 30 percent of a solar project's cost. This subsidy will remain in place until the end of 2016, when it will drop to 10 percent. If Congress fails to renew the ITC, it could have a chilling effect both on individuals who want to install residential solar systems as well as companies who are installing the larger scale solar projects. It is quite possible that smaller projects such as the City -hosted Public Works solar project will become less attractive to solar project financers. What must the City do to make this project a reality? I . Staff Resources to issue RFP. The City must develop an RFP. This requires staff and legal time. The City may also want to work with a solar project expert to assure the RFP protects the interests of the City and its residents. 2. Ongoing monitoring of roof activities. City staff will need to periodically monitor the project, since it will be on the City Public Works building roof. Although the City will have no financial or legal responsibility for the project, the City will want to monitor the solar operator's activities. 3. Long-term lease. The City will enter a 25 to 30 year lease with the solar developer. The roof will need to be suitable, without major repairs needed during the lease period. Project Unknowns/Risks I . Federal tax credit expires soon. As noted, the ITC expires at the end of 2016. If solar developers need the ITC to make the Public Works project financially viable, the City may not get quality bid responses. 2. The Community Solar program in Minnesota is still evolving. The Minnesota Public Utilities Commission must approve the rules for community solar. This is a new program, and changes will likely continue to occur. For example, the PUC recently considered a significant change to the rules for how many contiguous solar projects could be located on one site during the last week of June 2015. 3. A Local Government Hosted Garden is new. Being the first, or one of the first, publicly hosted residential community solar projects is both an opportunity and an uncertainty. Solar projects are common; rooftop leases are common; local government community projects are also common. Most of the uncertainly around a community solar project for residents involves risks that the project developer will bear. The City should be aware, however, that this is a significant Cn• I���XJRYOkiPS�� • tnhsa opportunity to again lead Minnesota in supporting clean energy policy. Summary: A Unique Leadership Opportunity The City has a major leadership opportunity to show other public entities that a local government -hosted community solar project for residents is viable. Edina can again demonstrate the leadership it showed in 2011, when the City became the first municipality in the Midwest to pass an ordinance creating a "Property Assessed Clean Energy" (PACE) program. Edina's PACE program, called the Edina Emerald Energy Program, allows commercial and residential property owners to install renewable energy and energy efficiency upgrades at minimal upfront cost. Edina's leadership enabled other local and regional entities to establish similar programs, with the St. Paul Port Authority now administering a statewide PACE program. Edina's PACE leadership created widespread acclaim, with the City winning a state environmental leadership award in 2012 for the Edina Emerald Energy Program. Recommendation: The EEC recommends that Council direct the City Manager to authorize staff and attorney time to issue an RFP for a Community Solar Garden on the Public Works Building Roof, with a target date for issuing the RFP by September I, 2015. G:\PW\CENTRAL SVCS\ENVIRONMENT DIV\Energy and Environment Comm ission\Monthly Meeting Packets\2015\0709\6.B 1 July EEC Community solar at Public Works Council Advisory.docx O(JRCE Community Solar Gardens are centrally -located photovoltaic (PV) systems that provide electricity to participating subscribers. Could it work for you? Are you interested in going solar but unable to do so on your own? Perhaps you live in an apartment, have a shaded roof at home, or don't have space at your organization. Now you can join a community solar garden installed near you! Community solar gardens are a simple way to go solar. You purchase an up -front subscription, then soak in the rays (much of Minnesota is as sunny as places like Houston, TX and Tallahassee, FL). 1 94 The amount of electricity you use each year helps you decide how much solar to get. Your solar garden subscription can cover up to 120% of your usage. A typical Minnesota home uses 800 kilowatt-hours (kWh) a month. Remember: a more efficient home means more cost-effective solar! Electricity Use A S i A typical MN home uses 800 kWh each month, or 9,600 kWh each year Solar Subscription museum � �-11,11 W, . r �4 p� "Nawanwas* S fI 4 kW of solar could provide half the electricity used by the typical MN home Utility Bill nthe ower production n and credited on criber's utility bill As a subscriber, you don't have to worry about every detail. See below for key players. 4) SUBSCRIBERS: individual entities who get solar power UTILITY: electricity provider * where solar garden is installed AMM" GIN DEVELOPER: primary group HOST SITE: location where FINANCE: sources of organizing the solar garden solar garden is installed financing for the project SITE ASSESSOR: expert thatINSTALLER: expert that OUTREACH PARTNERS: studies solar garden location installs the solar garden groups that find subscribers See more details about utility programs and rules for community solar gardens on our website at SolarGardens.MnCERTs.org#Who. a :s,, SRC 95 The University of Minnesota Law School Environmental Law Clinic In Conjunction With: Minnesota Renewable Energy Society (MRES) Presents: A Guide to Sample Community Solar Garden Leases Written By: Samuel Andre Vicki Kim Ross Edwards Ja Eon Cho 96 SOLAR GARDEN LEASE DISCLAIMER This lease is not legal advice nor a final, binding lease; it only provides information and guidance and should only be used as an example. This lease should not be duplicated without consideration of an individual's particular situation; it does not cover each and every project lease between the landowner and the developer. This lease cannot anticipate the parties' specific needs and should be negotiated and changed to fit your particular situation. A solar garden lease is a complex document and subjects a person who signs it to legal obligations. Due to this complexity, you should consult an attorney in your area before making any contractual commitment or signing any agreement. Due to variations in state laws, certain provisions included in this lease may not be enforceable or specifically address your situation. An attorney can solve this particular issue. This lease includes multiple interchangeable provisions that may be changed in order to satisfy your specific project. Additional or alternative provisions should be added when appropriate. Nothing contained in these sample lease should be construed to constitute a recommendation or endorsement of any organization, product, service, law firm or attorney. 2 97 Definitions A word to the wise: The following definitions are only common legal definitions to some of the words that appear in this lease. They are not the exact definitions of the words in the lease. If you are unsure about the meaning of a word in the lease, you must discuss it with the other party and come to a mutual understanding of the word. Access easement: An interest in land owned by another person, consisting in the right to use or control the land, or an area above or below it, for a specific limited purpose (such as to cross it for access to a public road). The land benefiting from an easement is called the dominant estate; the land burdened by an easement is called the servient estate. Unlike a lease or license, an easement may last forever, but it does not give the holder the right to possess, take from, improve, or sell the land. Act of God: An overwhelming, unpreventable event caused exclusively by forces of nature, such as an earthquake, flood, or tornado.The definition has been statutorily broadened to include all natural phenomena that are exceptional, inevitable, and irresistible, the effects of which could not be prevented or avoided by the exercise of due care or foresight. Affiliate: A corporation that is related to another corporation by shareholdings or other means of control; a subsidiary, parent, or sibling corporation. Alternative Energy Expenditure: A sum paid out from the energy source in question. Amendments or Modifications: Official, mutually agreed upon changes to a legal document or agreement. Applicable Law: All law affecting or relating to a particular person, group, or situation; having direct relevance. Assessments: The process of documents, judging, and quantifying certain things. Assignments: the transfer of rights held by one party—the assignor—to another party— the assignee. Audit: A formal examination of an individual's or organization's accounting records, financial situation, or compliance with some other set of standards. Beneficiary: Someone who is designated to receive the advantages from an action or change; esp., one designated to benefit from an appointment, disposition, or assignment (as in a will, insurance policy, etc.), or to receive something as a result of a legal arrangement or instrument. 98 Bond: A written promise to pay money or do some act if certain circumstances occur or a certain time elapses. Brokerage Fee: the amount of money that a broker charges. Broker: One who is engaged for another, on a commission, to negotiate contracts relating to property in which he or she has no custodial or proprietary interest. Collateral Assignment: Property that is pledged as security against a debt; the property subject to a security interest or agricultural lien. Commercially Unfeasible: A deal that would not produce an economic benefit to one or more parties involved. Condemnation: An official pronouncement that a building is unfit for habitation. Condemnor: A person or entity that expropriates property for public use. Contingent or Success Fee Basis: Dependent on something that might or might not happen in the future; conditional upon the success of the operation. Conveyance: The voluntary transfer of a right or of property. Counterpart: One of two or more copies or duplicates of a legal instrument. Covenant: A formal agreement or promise, usu. in a contract or deed, to do or not do a particular act; a compact or stipulation. CRP Contract: The Conservation Reserve Program (CRP) is a land conservation program administered by the Farm Service Agency. In exchange for a yearly rental payment, farmers enrolled in the program agree to remove environmentally sensitive land from agricultural production and plant species that will improve environmental health and quality. Contracts for land enrolled in CRP are 10-15 years in length. Debtor-in-possession: Chapter 11 or 12 debtor that continues to operate its business as a fiduciary to the bankruptcy estate. With certain exceptions, the debtor-in-possession has all the rights, powers, and duties of a Chapter 11 trustee. Deed of Trust: any written instrument that is signed, sealed, and delivered and that conveys some interest in property. Default: The omission or failure to perform a legal or contractual duty; esp., the failure to pay a debt when due. Delinquent Payment: Payment for a past failure to perform. 4 99 Designee: Someone who has been designated to perform some duty or carry out some specific role. Due Diligence: The attention and care required from a person in a given situation; care; heedfulness. Easement: An interest in land owned by another person, consisting in the right to use or control the land, or an area above or below it, for a specific limited purpose. Effective Date: The date on which the contract becomes enforceable or otherwise takes effect. This date sometimes differs from the date on which the instrument was enacted or signed. Embargo: The unilateral or collective restrictions on the import or export of goods, materials, capital, or services into or from a specific country or group of countries for political or security reasons Eminent Domain: The inherent power of a governmental entity to take privately owned property, esp. land, and convert it to public use, subject to reasonable compensation for the taking. Encumbrance: A claim or liability that is attached to property or some other right and that may lessen its value, such as a lien or mortgage; any property right that is not an ownership interest. a right, other than an ownership interest, in real property. Enforcement: The act or process of compelling compliance with a law, mandate, command, decree, or agreement. Escrow: A legal document or property delivered by a promisor to a third party to be held by the third party for a given amount of time or until the occurrence of a condition, at which time the third party is to hand over the document or property to the promisee. Also termed escrow account; impound account; reserve account. Estoppel: A bar that prevents one from asserting a claim or right that contradicts what one has said or done before or what has been legally established as true. Equity: Fairness; impartiality; evenhanded dealing. Exclusive Easement: An easement that the holder has the sole right to use. Exclusive Right: the right to do something to the exclusion of all others. Fee Simple: An interest in land that, being the broadest property interest allowed by law, endures until the current holder dies without heirs. Fee title: the owner's legal interest in the land. 100 Fiduciary Relationship: A relationship in which one person is under a duty to act for the benefit of another on matters within the scope of the relationship. Fiduciary relationships usu. arise in one of four situations: (1) when one person places trust in the faithful integrity of another, who as a result gains superiority or influence over the first, (2) when one person assumes control and responsibility over another, (3) when one person has a duty to act for or give advice to another on matters falling within the scope of the relationship, or (4) when there is a specific relationship that has traditionally been recognized as involving fiduciary duties, as with a lawyer and a client or a stockbroker and a customer. Foreclosure: A legal proceeding to terminate a mortgagor's interest in property, instituted by the lender (the mortgagee) either to gain title or to force a sale in order to satisfy the unpaid debt secured by the property. Force Majeure: An event or effect that can be neither anticipated nor controlled. The term includes both acts of nature (e.g., floods and hurricanes) and acts of people. Foresight: care or provision for the future; provident care; prudence. Forfeiture: The divestiture of property without compensation. The loss of a right, privilege, or property because of a crime, breach of obligation, or neglect of duty. Title is instantaneously transferred to another, such as the government, a corporation, or a private person. FSA Records: Farm Service Agency records; part of the United States Department of Agriculture. Good Faith: A state of mind consisting in (1) honesty in belief or purpose, (2) faithfulness to one's duty or obligation, (3) observance of reasonable commercial standards of fair dealing in a given trade or business, or (4) absence of intent to defraud or to seek unconscionable advantage. Hazardous Wastes: Waste that — because of its quantity, concentration, or physical, chemical, or infectious characteristics — may cause or significantly contribute to an increase in mortality or otherwise harm human health or the environment. In Gross: Undivided; still in one large mass. Indemnify: To reimburse (another) for a loss suffered because of a third party's or one's own act or default. To promise to reimburse (another) for such a loss. Ingress: The act of entering. The right or ability to enter Egress: The act of going out or leaving. The right or ability to leave; a way of exit. M 101 Injunction: A court order commanding or preventing an action. Insolvency: The condition of being unable to pay debts as they fall due or in the usual course of business. The inability to pay debts as they mature. Inure: To take effect; to come into use Investment Grade Company: refers to a companies credit. Most companies are issued a rating based on their financial strength, future prospects and past history. Companies that have manageable levels of debt, good earnings potential and a good debt -paying records will have good credit ratings. Invitee: person who has an express or implied invitation to enter or use another's premises, such as a business visitor or a member of the public to whom the premises are held open. Joint Venture: A business undertaking by two or more persons engaged in a single defined project. The necessary elements are (1) an express or implied agreement; (2) a common purpose that the group intends to carry out; (3) shared profits and losses; and (4) each member's equal voice in controlling the project. Jury Trial: A trial in which the factual issues are determined by a jury, not by the judge. Jurisdiction: A government's general power to exercise authority over all persons and things within its territory; or, a court's power to decide a case or issue a decree Lease: A contract by which a rightful possessor of real property conveys the right to use and occupy the property in exchange for consideration, usu. rent. The lease term can be for life, for a fixed period, or for a period terminable at will, and possibly including all covenants Leasehold Interest: A lessor's or lessee's interest under a lease contract. Lessee: Someone who has a possessory interest in real or personal property under a lease Letter of Credit: Commercial law. An instrument under which the issuer (usu. a bank), at a customer's request, agrees to honor a draft or other demand for payment made by a third party (the beneficiary), as long as the draft or demand complies with specified conditions, and regardless of whether any underlying agreement between the customer and the beneficiary is satisfied. Liability: A financial or pecuniary obligation in a specified amount License: A permission, usually revocable, to commit some act that would otherwise be unlawful; especially an agreement that it is lawful for the licensee to enter the licensor's land to do some act that would otherwise be illegal. 7 102 Liens: A legal right or interest that a creditor has in another's property, lasting usually until a debt or duty that it secures is satisfied. Typically, the creditor does not take possession of the property on which the lien has been obtained Material: significantly and substantially affecting the merits of a case Memorandum of Lease: An informal written note or record outlining the terms of a transaction or contract of the lease Memorializing: the process of writing an abstract of a legal record Metes and Bound Description: The description of territorial limits of real property as measured by distances and angles from designated landmarks and in relation to adjoining properties. Metes and bounds are usually described in deeds and surveys to establish the boundary lines of land. Mortgage: A lien against property that is granted to secure an obligation (such as a debt) and that is extinguished upon payment or performance according to stipulated terms. Negligent Act: An act that creates an unreasonable risk of harm to another. Intentional Act: An act resulting from the actor's will directed to that end. An act is intentional when it is foreseen and desired by the doer, and this foresight and desire resulted in the act through the operation of the will. Non -Disturbance Agreement: Non disturbance agreement refers to an agreement between a tenant and the landlord's lender to ensure the tenant will remain in possession of the leased property, despite any foreclosure action against the landlord. Subordination Agreement: Formal document acknowledging that one party's claim or interest is inferior to that of the other party or parties. If consent forms a part of a larger agreement, it is called a subordination clause. Nuisance: A condition, activity, or situation (such as a loud noise or foul odor) that interferes with the use or enjoyment of property especially a nontransitory condition or persistent activity that either injures the physical condition of adjacent land or interferes with its use or with the enjoyment of easements on the land or of public highways. Liability might or might not arise from the condition or situation. Omission: A failure to do something especially a neglect of duty - material omission is an omission that significantly affects a person's decision-making. Owner: Someone who has the right to possess, use, and convey something. An owner may have complete property in the thing or may have parted with some interests in it (as by granting an easement or making a lease). 103 Penalties: An extra charge against a party who violates a contractual provision. Premises: A house or building, along with its grounds especially the buildings and land that a shop, restaurant, company, and etc. uses. Proprietary: Of, relating to, or holding as property Punitive Damage (Exemplary Damage): Damages awarded in addition to actual damages when the defendant acted with recklessness, malice, or deceit specifically damages assessed by way of penalizing the wrongdoer or making an example to others. Punitive damages, which are intended to punish and thereby deter blameworthy conduct, are generally not recoverable for breach of contract. Quiet Use and Enjoyment (Covenant of Quiet Enjoyment): A covenant ensuring that the tenant will not be evicted or disturbed by the grantor or a person having a lien or superior title Reasonable: Fair, proper, or moderate under the circumstances; sensible Reasonable Notice: Notice that is fairly to be expected or required under the particular circumstances. Recordable/recordation: To set down in writing or the like, as for the purpose of preserving evidence. Reimburse: The primary meaning of this word is "to pay back." It means to make return or restoration of an equivalent for something paid, expended, or lost; to indemnify, or make whole. Remitting (Remit): To send or transmit as to remit money. To give up, annul, relinquish as to remit a fine. Revocation: The recall of some power, authority, or thing granted, or a destroying or making void of some deed that had existence until the act of revocation made it void. It may be either general, of all acts and things done before; or special, to revoke a particular thing. Right of Way: The right of passage or of way. The term would be used in an unusual sense, by applying it to an absolute purchase of the fee -simple of lands to be used for a railway or any other kind of a way. Right to assign or convey: Right to make or set over to another, to transfer as to assign property, or some interest therein. 9 104 Run with the Premises (Run with the land): A convention where covenants on land are passed from one owner to the next. Salvage Value: The residual value of a product when it has reached the end of its productive life but still has a value if salvaged for recycling or reselling its parts. Solar Energy Generating Equipment: Any equipment generate energy through the use of sun (such as solar panels), or any equipment that aids in generation, such as transmission wires or meter. This is a broad term. Solid Waste: A semi-solid and solid waste from demolition, mining, agriculture, sewage and garbage. The more concrete definition is defined in section 261.2 of the Resource Conservation and Recovery Act. Sublease: A lease by a tenant to another person of a part of the premises held by him. Subpoena: The process by which the attendance of a witness is required is called a "subpoena." It is a writ or order directed to a person, and requiring his attendance at a particular time and place to testify as a witness. Subordinate: An employee who is ranked below another employee in the office seniority or hierarchy. Subject to or under the authority of a superior. Subsurface Interests (Subsurface Rights): Rights of the landowner to water and substances below the surface of their land. Surrender: A yielding up of an estate for life or years to him who has an immediate estate in reversion or remainder, by which the lesser estate is merged in the greater by mutual agreement. Survival of Covenants: The contract shall continue for the duration of the contact even if one of the signing parties is no longer employed or passes away. Termination (Terminate): Customer cancellation of remaining work of a contract. Toxic Substance: According to EPA, A toxic substance means any chemical or mixture that may be harmful to the environment and to human health if inhaled, swallowed, or absorbed through the skin. Transferees (Transfer): A person to whom a transfer is made. Transmission: The act or process of transmitting. A transference of motive force or power. 10 105 Trustee: The person appointed, or required by law, to execute a trust; one in whom an estate, interest, or power is vested, under an express or implied agreement to administer or exercise it for the benefit or to the use of another. Venue: A neighborhood, place, or county in which an injury or fact are declared to have happened. Venue also denotes the county in which an action or prosecution is brought for trial, and which is to furnish the panel of jurors. Waive (Waiver): The renunciation, repudiation, abandonment, or surrender of some claim, right, privilege, or of the opportunity to take advantage of some select, irregularity, or wrong. The passing by of an occasion to enforce a legal right, whereby the right to enforce the same is lost. Warranty (Warrant): In conveyance, to assure the title to property sold, by an express covenant to that effect in the deed of conveyance. To stipulate by an express covenant that the title of a grantee shall be good, and his possession undisturbed. In contracts, to engage or promise that a certain fact or state of facts, in relation to the subject matter, is, or shall be, as it is represented to be. Waste: Useless consumption or expenditure; use without adequate return; an act or instance of wasting. Written Notice: A legal notification or warning that is delivered in a written format or through a formal announcement. Written Approval: An official approbation in a written format. 11 106 A word to the wise: The following are plain language explanations to each provision for both leases. These explanations are only meant to shed light on what each provision means, why it is important to the lease, and point out some place where changes could be made. The customizability portions are not all inclusive, nor or they all exclusive. The lease contains the only true meanings, if you have any questions about a provision, you should discuss them with the other party and come to a mutual understanding. Land Lease ARTICLEI. Premises............................................................................................... I Section 1.1........... General................................................................. (a) Lease of Premises for Solar Energy Purposes Why have this provision: The provision is to designate that the premises is solely used for community solar garden that includes, but not limited to, solar energy generating equipment, solar facilities, and other uses in connection to solar energy generation purposes. Customizability: Most importantly, the provision states that the parties intend to be "legally bound" by the terms of the lease. The parties (both landowner and developer) should determine the scope and extent of the actual premises under the provision as well as the operations that are permitted under the designated premises. In fact, the parties can even narrow down what operations may and may not be allowed and define the terms in further detail, such as "time to time." The provision also states that "general description of the premises described in Exhibit A attached to this lease on the effective date may not be a precise legal description of the premises. The owner and Developer hereby acknowledge and confirm that, notwithstanding any insufficiency in the legal description attached as Exhibit A, the parties desire to enter this lease and to be fully and legally bound by the lease." However, the parties can ensure later that the precise legal description of the premises is met by the effective date, which too has to be determined by the parties, through a separate supplementary document. This is also written under the provision as "metes and bounds description" being substituted for Exhibit A pursuant to amendments. (b) Access Easement Why have this provision: The provision prescribes that the landowner acknowledges that the developer will need access easement in order to ingress and egress from the solar facilities to operate its functions and it further provides the scope of such right and to whom it will be applicable to. Customizability: The parties can explicitly state the term instead of referring to other provisions for the exact term, and amend what rights the scope of access 12 107 easement retains, and to whom it will be binding to. In the model provision, it binds the parties (landowner and developer), their heirs, personal representatives, transferees, successors, and assigns, and all persons claiming under them. (c) Transmission Easement Why have this provision: The provision is to mainly define what is included under the term "transmission facilities" and what rights and obligations it entails for the parties. Customizability: The parties can explicitly state the term (which is equivalent to the lease as stated in the provision). The provisions transmission easement binds the parties (landowner and developer), transferees, successors, assigns, and all persons claiming under them. This may, however, be amended between the parties upon their agreement before entering into the contract. (d) Owner's Retained Rights Why have this provision: The provision grants the landowner his/her right to use the premise that is not used for solar energy purposes, in a manner consistent with the developer's right under the lease, thereby protecting the landowner's right to use the premise to some extent. Customizability: The landowner should understand what is a "use not consistent with Developer's rights" under the lease by discussing with the developer so that the landowner can protect himself/herself from any compensation incurred upon breach of the provision. The landowner is also protected for the loss incurred, if the initial construction happens during the period of hunting season. (e) Location of Solar Facilities Why have this provision: The provision is to ensure that the developer makes good faith effort in consulting on its development plan prior to protect the landowner. (f) Part of a Larger Project Why have this provision: The provision is to provide prior notice to the landowner that the developer may further include "project properties" within the premises. Section 1.2........... Solar Easement................................................................... 3 (a) Open Access to Sun Why have this provision: "Open and unobstructed access to the sun" is significantly important for the purpose of the project and the provision thereby states the landowner grants and conveys exclusive easement to the developer. Customizability: There is no really a way out to change or opt out of this provision 13 as it is the crux of the project to operate. Refer to Solar Easement in Minnesota Statute § 500.30 (b) Owner Improvements Why have this provision: The provision is to provide whether the landowner may have further improvements on the premises based on developer's judgment, and determine the scope of them. Yet, the provision protects the landowner's improvements located before the date of lease and allows him/her to make improvements upon written approval from the developer. Customizability: The requirements are customizable depending on the parties' intention and consent. There are two requirements set out in the provision — (a) and (b). (a) relates back to Section 1.2 (a) and so it would be hardly possible for the requirement of no interference be changed. (b), however, can be amended by the parties. The distance, especially, is one element of the provision that is subject to customizability. (c) No interference Why have this provision: The provision is to reinstate that landowner himself/herself or any other party should not materially interfere with access to sun. Customizability: The parties may incorporate within the provision the circumstances where the landowner or any other party may interfere with access to sun. ARTICLE II. Lease Term........................................................................................ 4 Section 2.1........... Development Period; Operating Term; Renewal Terms... 4 (a) Development Period Why have this provision: The provision states the exact term of the "development period" in which both parties are bound to. Customizability: The current provision states as follows: "the development period commences on the effective date of this lease and expires on December 31, 201_." The parties shall decide the expiration date and even decide to explicitly state the effective date of the lease for clarity. (b) Operating Term Why have this provision: The provision states that the "operating term" of 25 years will begin from the earlier of either the "operation term" or the "operating term notice date," following the end of "development period." (c) Renewal Term 14 108 109 Why have this provision: The provision is to permit the developer to extend its operating term upon the requirement established in the provision. Customizability: The current provision states that the "Developer will have the right, at its option, to extend the operating term for one additional period of ten years." The parties are to determine the length of period. Once the length is determined — assume ten years for example, the parties may even decide if they would like to prefer one additional period of ten years or two, successive five year periods. The current provision also states that the "renewal term will be the same terms and conditions applicable during the operation term." However, the landowner may want to set forth a new monthly payment rate under the renewed lease based on the assessment of then -current fair market value of the system. The renewal process set out in the provision can be stated with more details. It currently states "Developer must deliver a written extension notice to owner prior to the expiration of the operating term." The provision, however, can be amended as follows: "Owner will send renewal forms three months prior to the expiration of the lease term, which forms shall set forth the new monthly payments due under the renewed lease, based on assessment of the then current fair market value of the System. If the Developer wants to renew and is in compliance with this lease, complete the renewal forms and return them to owner at least one month prior to the expiration of the lease term. In the event that Developer does not agree to the new monthly payments, the lease shall expire by its terms on the termination date." (d) Entire Term Why have this provision: The provision states that the entire term is comprised of developing, operating, and renewable (if applicable) term. Section 2.2........... Termination of Lease......................................................... 5 Why have this provision: The provision lays out the different circumstances in which the lease will be terminated. Customizability: This provision should not be considered as an exhaustive list of circumstances in which the lease should/will be terminated. For example, it should consider Force Majeure, default of parties, and one party's intention to terminate due to material breach of the lease. An example of amended provision may be amended as follows: Termination "Either party may terminate this agreement in the event a material event of default pursuant to events of default by owner or events of default by Developer prevents operation of the solar facilities for twelve months, except with respect to Force Majeure events. Developer shall terminate this agreement in the event that Developer 15 110 abandons the solar facilities prior to the operating period." Default Events of default in this section are subject to specific performance and monetary damages. 1. Events of Default by Owner Owner breaches any material obligation under this agreement, and fails to cure, despite good faith effort to cure such breach within one hundred eighty business days after notification by Developer of the breach. If any material representation or warranty made by owner proves to have been misleading or false in any material respect when made and to have a material adverse effect on Developer, and does not cure the underlying facts so as to make such representation or warranty correct and not misleading within ten business days of written notice from Developer. Any other material breach of this agreement, which proves to have a material adverse effect on Developer, not specifically enumerated above. 2. Events of Default by Developer Developer breaches any material obligation under this agreement, and fails to cure such breach within one hundred eighty business days after notification by owner of the breach. If any material representation or warranty made by Developer proves to have been misleading or false in any material respect when made and to have a material adverse effect on owner, and does not cure the underlying facts so as to make such representation or warranty correct and not misleading within ten business days of written notice from owner. Any other material breach of this agreement, which proves to have a material adverse effect on owner, not specifically enumerated above. Force Majeure Notwithstanding termination, events of default by owner, and events of default by Developer, if by reason of force majeure either party is unable to carry out, either in whole or in part, its obligations herein contained, such Party shall not be deemed to be in default during the continuation of such inability, provided that: - The non-performing party, as soon as practicable (and in any event within five business days after the force majeure events first prevents performance), gives the other party hereto written notice describing the particulars of the occurrence; The suspension of performance be of no greater scope and of no longer duration than is required by the force majeure event; No obligations of the party which were to be performed prior to the occurrence causing the suspension of performance shall use excused as a result of the occurrence; and The non-performing party shall use commercially reasonable efforts to remedy with all reasonable dispatch the cause or causes preventing it from carrying out its obligations. If an event of force majeure continues for a period of one hundred eighty days or longer, either party may treat such an event as an event of termination, and may immediately terminate this agreement by sending the non-performing owner written termination notice 16 ME setting forth the termination date, provided, however, that the other party may not terminate this agreement if the non-performing party is using commercially reasonable efforts to remedy the event of termination and the non-performing party provides reasonable written assurances that it will be able to remedy such event of termination within an additional one hundred eighty days. Section 2.3........... Survival of Covenants........................................................ 5 Why have this provision: This provision states that the developer's covenants, conditions, rights and restrictions will be considered as a part of the project and remains valid throughout the "entire term." ARTICLE III. Payments and Taxes................................................................... 6 Section3.1........... Payments............................................................................. 6 Why have this provision: The provision states that the payments will be made according to Exhibit D. Section 3.2........... Taxes, Assessments and Utilities ....................................... 6 Tax is a very important issue and the land in which the project is to be operated is subject to class 3a. If the real property upon which a solar energy generating system is located is used primarily for solar energy production subject to the production tax under Minn. Stat. § 272.0295, the real property shall be classified as class 3a. According to class rate schedule for taxes payable in 2015, if the land's market value is over $150,000, the class rate would be 2%. If the land's market value is under $150,000, the rate would be 1.5%. Also, the property's taxable market value will be multiplied by the class rates to determine the property's tax base (net tax capacity). Additionally, this class will not be subjected to state general tax but subjected to school district operating referendum levies. All voter -approved levies, except school district levies for bonded debt, are levied on referendum market value. School district levies for bonded debt are levied on the net tax capacity of all types of property. Meanwhile, MN excludes the value added by PV Systems from real property taxation; the land on which PV System is located remains taxable (Minn. Stat. § 272.02; Minn. Stat. § 272.028; Minn. Stat. § 272.029; H.F. 1298, Article 2, Sec. 12). This tax issue is an ongoing issue. For example, according to H.B. 3167 in Minnesota, beginning with tax payable in 2015, personal property consisting of solar energy generating system is exempt from property taxation, but the real property (i.e. the land on which the solar energy generating system is located) is still subject to property tax. As to the personal property tax, in lieu of this property tax on large solar energy generating systems, a production tax is set beginning with taxes payable in 2015. The production tax for electricity generated by solar is $1.20 per MW for systems exceeding IMC (AC); systems 1 MW (AC) or less are exempt from the 17 112 production tax. The wording in this section introduces some methods for tax payments based on the rent payment methods. There are also differences between systems which are or are not subject to the production tax. Based on the size, location, valuation, and production differences, the land is expected to face a unique tax effect vs. lease rate in each instance. 1 MW is an important dividing line for this tax issue. As the Bill 3167, any solar array up to 1 MW will be production tax free. Not only that, as to the classification of land, if the solar array produces more than 1 MW, agricultural land will be classified as class 3a (commercial -industrial property) and is taxed at a rate of $1.20 per megawatt hour produced. Please refer to the model contract provision Section 3.2(b) in relevance to this. (a) Owner Taxes and Assessments Why have this provision : The provision states the responsibility of the landowner to pay both real property and personal property taxes, and to clarify the consequences upon failure. Customizability: An alternative way to include the tax provision can be as follows: "Owner agrees to pay any applicable sales or use taxes on the monthly payments due under this lease. If this lease contains a purchase option at the end of the lease term, Developer agrees to pay any applicable tax on the purchase price for the project. Developer also agrees to pay as invoiced any applicable personal property taxes on the project that the party's local jurisdiction may levy. The total estimated amount landowner will pay for taxes over the lease term is (b) Developer Taxes and Assessments Why have this provision: The provision states the responsibility of the developer to pay taxes. It also protects the landowner in case the real property taxes increases due to the changes in classifications of the land. The developer will be paying/reimbursing if the landowner provides applicable statements with documentation. (c) Tax Contests Why have this provision: The provision provides both parties to contest the validity or amount of the tax. (d) Developer Utilities Why have this provision: The provision states the developer's responsibility to pay for the utilities in regards to the solar facilities, thereby relieving the landowner from the responsibility to pay for the utilities. Section 3.3........... Audit [*Only if there is Royalty Payment*] ...................... 6 18 113 Why have this provision: The provision is applicable only if there is a royalty payment and the landowner may be able to view the records on its own expense. Royalty payment is a periodic charge that the developer will have to pay to the landowner some percent of either the overall or net sales of the business and the payment is required each week, month, quarter, or year. ARTICLE IV. Developer's Covenants .............................................. 7 Section 4.1........... Mechanics Liens .................................................. Why have this provision: The provision states the developer's responsibility to keep the premises free and clear from all liens and thereby protecting the landowner from potential harms incurred upon lien or any encumbrance. Section 4.2........... Permits and Laws............................................................... 7 Why have this provision: This provision states the developer's responsibility to comply with all legal requirements. It also states that the developer will have the right to contest the validity/applicability of legal requirement if needed, with the cooperation of the landowner. Landowner will be reimbursed for any out-of-pocket expenses incurred while cooperating. This provision thereby protects landowner from any potential liability resulting from failure in meeting legal requirements. Customizability: In the current lease agreement, there is no provision in relation to first obtaining the legal requirements or zoning — compliance should come afterwards. The parties can determine whether additional provision is needed accordingly. The language for such provision could be as follows: "Developer shall obtain at its sole cost all permits required for Developer's use of premises, the permitted use, and the solar facilities from any and all governmental authorities having jurisdiction in the matter. Owner shall reasonably cooperate with Developer in producing such permits." Section 4.3........... Developer's Improvements ..................................... 8 Why have this provision: This provision states that the improvements established by developer will remain as its sole property and that the responsibility of removing any construction debris that may result from the improvements lies upon developer, protecting the landowner's premises. Customizability: Note that the current lease agreement states that the improvements established by developer will remain as its sole property, and not the landowner. The parties can decide to break down the provision into two different provisions as follows: Maintenance; Repair; Management Responsibilities 1. Developer shall properly maintain the solar facilities, conduct all required 19 114 maintenance, and make all repairs thereto in accordance with good engineering practice. Developer shall be responsible for all costs related to the solar facilities, including, but not limited to, those costs necessary to construct, operate, maintain, repair, and remove the solar facilities. Alteration 1. Developer shall have the right from time to time both before and after the completion of the project and at Developer's sole cost and expense to make additions, alterations and changes, structural or otherwise in or to the premises as is reasonably required to conduct the permitted use in compliance with the provisions of this agreement. The provision, if amended as above, would protect the landowner from any damages or claims derived from mismanagement of the developer. It would also ensure that developer alters the project only subject to the provisions of this agreement. This provision exists to protect a landowner from any unexpected situations such that the alteration of the system can harm the leased premises or other parts of the owner's land which is not leased. Section 4.4........... Removal of Developer's Improvements (a) Developer will Remove Solar Facilities Why have this provision: The provision states the developer's responsibility of removing the project at the end of the term and the period of time in which it must be completed by. Customizability: The date of termination could be varied upon the involved parties' agreed terms. There could also be a provision in regards to site restoration and decommissioning at the time of termination. The provision language could be as follows: Site Restoration and Decommissioning On the termination date, Developer shall peaceably and quietly leave, surrender, and yield up unto owner the leased premises. Following the termination date of this agreement, Developer shall have _days to remove the solar facilities from the leased premises, and to restore the leased premises to the condition that existed as of the effective date. Such provision is to ensure the condition of the leased premises of the landowner once the developer is to exit on the effective date. In regards to the decommissioning, the financial resource could be done in the form of a "bond." (b) Owner's Right to Remove Solar Facilities Upon Failure by Developer Why have this provision: The provision is invoked when the developer fails to fulfill its responsibility of removing the project upon termination. The provision is to protect the landowner from any abandonment left on the leased premises. PIC 115 Customizability: The provision of the model contract does not state whether the landowner can retain all or any portion of it when abandoned. However, force majeure should be an exception to this provision's application. Another exemplary provision which includes such statement is as follows: "Notwithstanding anything to the contrary contained in this agreement, any waiver in whole or in part of the requirement to remove the solar facilities shall require the written approval of owner. Any of the solar facilities left on the leased premises after the passage of _days after the termination date shall be deemed abandoned. Owner shall provide written notice to Developer within days of expiration of such day period, of its election to retain all or any of the solar facilities as its property, or dispose of all or any of the solar facilities in such reasonable manner as owner may see it ft and at Developer's sole cost. It should be provided, however, that owner's election to retain all or any portion of the solar facilities as its property shall relieve Developer from any liability for its failure to remove such solar facilities and provided further, however, that the foregoing shall not apply to any of the solar facilities that is not timely removed if the failure to remove is caused by an event of force majeure or the negligent acts or omissions of owner (in which in either case the time period for removal shall be extended on a day for day basis)." (c) Security for Removal Why have this provision: The provision states that the developer will be establish a fund called "restoration security" cover obligations for removing the project. Customizability: The parties can determine the length of period of the provision. Section 4.5........... Hazardous Wastes.............................................................. 9 Why have this provision: The provision states the developer's responsibility to protect the premises from hazardous material substance, thereby protecting landowner's premises. Section4.6........... Insurance............................................................................. 9 Why have this provision: The provision states the developer's responsibility to obtain and maintain insurance covering the project and its activities on the premises. Customizability: The provision could definitely be more expanded in details by using the following language. Insurance 1. At all time during the term of this lease, the Developer shall maintain in full force a comprehensive public liability insurance policy covering Developer's operations, activities, and liabilities on the leased premises. 2. In insurance policy, the following liabilities can be included but not limited to; 21 Iir: workers' compensation and employers liability, commercial general liability, excess liability, professional liability, or property insurance. 3. Any insurance policy purchased by Developer must be written by an insurance carrier which has a current rating and must be authorized by law. 4. In the event Developer fails to procure, maintain and/or pay for any insurance required by this lease, owner may (but without obligation to do so), upon business days' prior notice to Developer, procure such insurance and pay the premium thereof. In such event, Developer shall repay owner all sums so paid by owner, together with interest thereon and any costs or expenses incurred by owner in connection therewith, within days following owner's written demand to Developer for such payment. 5. Owner shall be furnished with satisfactory evidence (i.e. a certificate of insurance) that the foregoing insurance is in effect, and owner shall be notified days prior to the cancellation or material change of any such coverage. Owner and its affiliates shall be named as additional insured with respect to Developer's activities under this agreement. 6. Maintenance by Developer of the insurance required herein shall in no way be interpreted as relieving Developer of any other obligations it may have under this agreement. 7. Developer's insurance coverage shall be primary coverage without right of contribution from any other insurance carried by owner. Insurance maintained by owner is for the exclusive benefit and shall not inure to the benefit of Developer. All policies procured by Developer shall require the insurer to waive subrogation against owner. So what does the amended provision do? Note that the insurance policy should have limits on the amount of money should be given, for example, not less than $ Also, such policy shall name a landowner as an additional insured under such policy as the landowner's interests may appear. Liability insurance is considered in the amended provisions number two as it protects the insured from the risks of liabilities imposed by lawsuits and similar claims. Public liability insurance should also be included to cover a business if a third party was to suffer an injury as a result of its business activities. Here, if the a third party, gets injured because of the project, the developer can be protected by this public liability insurance. Excess liability insurance means a liability insurance that is in excess of specified other policies and also potentially primary insurance for losses not covered by the other policies. If other policies would not protect the developer, this insurance coverage may do protection. Commercial general liability insurance is a coverage protecting a business in the event that a business owner is was against a suit. It is to protect against claims of either bodily injury or property damage. Section 4.7........... Gates and Fences................................................................ 9 22 117 Why have this provision: The provision provides that the developer will make gates and fences based on mutual agreement or landowner may require the developer to install a cattle guard. Section4.8........... Site Rules.......................................................................... 10 Why have this provision: The provision states developer's responsibility to comply with site rules attached on Exhibit E. The site rules are to protect the premise of the landowner. Customizability: The provisions set out in the site rules are protecting landowner's premise. Yet, there are provisions that could be customized based upon parties intent and agreement — such as provision (f) and (g) of the site rules. The landowner may want to require a notice before the developer burn, remove, and clear wood plants, and brush on the premises for provision (f) and change the numbers of provision (g) as needed. ARTICLE V. Owner Covenants....................................................................... 10 Section 5.1........... Title and Authority........................................................... 10 Why have this provision: The provision grants the landowner the title in the premises in fee simple and states that the lease is valid and binding agreement. Section 5.2........... Cooperation to Eliminate Lien Interference .................... 10 Why have this provision: The provision provides that the parties will cooperate to obtain non -disturbance and subordination agreements necessary to eliminate any actual or potential interference. Section 5.3........... Quiet Enjoyment............................................................... 10 Why have this provision: The provision provides that the developer will be granted the right of quiet use and enjoyment in the premises by the landowner. The landowner is to ensure such right, so that it is not materially interfered for the purpose of the project. Customizability: The current lease agreement states no exceptions in which the landowner may be permitted (to a certain extent) to interfere with the developer's right of quiet use and enjoyment. Thus, the provision could be amended as follows: Quiet Enjoyment 1. Owner covenants that Developer shall quietly have and enjoy the premises throughout the term and any extensions thereof. Owner agrees that, throughout the term and any extensions thereof the premises shall be dedicated to Developer's use for conducting the permitted use and designing, constructing, operating, maintaining, repairing, and expanding the solar 23 118 facilities, except as provided for in the following in this section. A. Owner shall protect Developer's quiet enjoyment of its rights hereunder. In the event of an emergency, owner shall have the right to enter upon the premises for the purposes of preventing damage or harm to property or people. The owner shall, when possible and feasible, make attempt to provide the Developer as much notice as possible, prior to entering the premises. Such access to the premises shall not be considered a breach of the covenant of quiet enjoyment. B. Except as specifically set forth below, owner shall not itself conduct any other use, nor shall Developer allow any third party to conduct any other use, on the premises. The only exceptions to the foregoing are; Owner retains the right to enter or access the property and to use the premises if doing so is required in order for the owner to complete tasks necessary to protect the environment. Owner retains the right to maintain drainage swales and other storm water retention and diversion features required to prevent flooding or erosion or to maintain animal habitats. Section 5.4........... Exclusivity 11 Why have this provision: The provision reinstates the sole and exclusive right of the developer to install and operate project on the premises. Customizability: This provision is rather a straightforward provision in which states that the landowner will not be able to enter into another contract that will allow others to construct, build, or locate solar energy facility other than the developer that the landowner has entered into contract with. Depending on how the parties want it, they can expand on the provision by stating what procedure should happen if it should be allowed in certain circumstances (the developer may fail to complete the project) or what the compensation would be for the landowner's breach of contract under this provision. Section 5.5........... Hazardous Materials 11 Why have this provision: The provision states the landowner's responsibility to comply with all legal requirements regarding hazardous materials on the premises. Customizability: As stated in the current provision, the landowner is allowed to use, store, dispose of or release on the premises, or cause or permit to exist or be used, stored, disposed of or released on the premises as a result of owner's operations to such quantity that may be required in the operations, and only if such use in full compliance with all legal requirements. Since the owner will have to ensure/warrant the statue of "no hazardous materials in compliance with all requirements" from the date the lease begins, it may be helpful to look at Standards Applicable to Generators of Hazardous Waste under https:Hwww.revisor.mn.gov/rules/?id=7045 to meet full 24 119 compliance. Minnesota Administrative Rules 7045.0020 states the definitions of "hazardous wastes." Section 5.6 Mineral Rights and Lateral Support ........................................... 11 Why have this provision: The provision is to protect both the landowner's subsurface interests and the developer's project. It defines subsurface interests and prescribes the duties and rights of both parties depending on whether the landowner owns more or t_ n. inn rn t r 1G33 U1CU1 1VV VG1GG11L V1 L11%, JU VJUIIQGG 111 LG1 GJLJ. Customizability: The current provision Section 5.6(d) states (in the case that landowner owns 100 percent of the subsurface interests in and under the premises), that "neither owner nor its successors or assigns will be entitled to use, or authorize the use of, any portion of the surface of the premises located within 300 feet of any existing or proposed solar facility or within one hundred feet of any existing or proposed transmission line." These numbers are customizable, however, it will be worthwhile to consult with an expert as well as the Developer on how much distance is actually required to maximize the use for the landowner while not hindering upon the project. Minnesota Statute on lands and minerals are available at: https://www.revisor.mn. gov/statutes/?view=part&header=LANDS+AND+MINERA LS Section 5.7........... Operation of the Solar Facilities......................................................... 12 Why have this provision: The provision prevents Landowner from asserting any possible legal claims, for example, nuisance claims by making clear that Landowner admits the fact that the solar facilities may impact the view of the premises. Customizability: Because the Solar Facilities may impact the view not only on the Premises where the Facilities is located, but also on adjacent Premises, Landowner should consider that the negative visual impacts on neighbors' Premises may sometimes create opposition to solar installations. ARTICLE VI. Indemnification........................................................................................ 12 Section 6.1........... Indemnification................................................................................... 12 Why have this provision: This provision sets and limits the scope of indemnification to prevent any possible legal claims arising from unclarified scope of indemnification. 25 120 Customizability: Landowner should consider whether this provision should survive the termination of this Lease. If this provision survives the termination of this Lease, Landowner should then determine how long this indemnity obligation can be maintained after the termination of the Lease. Lastly, Landowner should consider whether there should be a monetary limitation on the extent of the indemnity. Section 6.2........... Damage to Owner's Property............................................................ 12 Why have this provision: This provision explains what kinds of damage should be considered and provides appropriate resolutions for each types of damage. The resolutions can be further negotiated by both parties. Also, it limits the scope of indemnification for each damage. Customizability: As to the drain tile or irrigation system damage, it is good to set an alternative damage measurement in case the Developer fails to repair, restore, replace or rebuild the damaged drain tile or irrigation system. Also, Landowner should make sure that the effect of this provision shall not terminate upon the termination or expiration of the Lease until damages are fully compensated. Section 6.3........... Conservation Reserve Program ................................................. 13 Why have this provision: This provision states that reimbursement made by the Developer to Owner can be operated differently if the Owner is a party to Conservation Reserve Program contract. Before entering this agreement, it is a duty for Landowner to provide Developer with a true and complete copy of such CRP Contract. Customizability: Before entering this agreement, Landowner who is a party to a CRP Contract should make sure whether he/she breaches the CRP contract or not. Obtaining any exemptions allowed under the CRP for the use of Solar Facilities on the Premises covered by a CRP contract will be an important matter. Landowner should discuss this provision with his/her legal counsel. ARTICLE VII. Assignment; Encumbrance of Lease ............................................. 14 Section 7.1........... Right to Encumber.............................................................................. 14 Why have this provision: This provision deals with a situation when the Developer mortgages all or any part of its interest in the Lease and rights under this Lease and/or 26 121 enter into a collateral assignment of all or any part of its interest in the Lease or rights under this Lease to any entity without the consent of Landowner. Because this mortgage can be done without the consent of Landowner, this provision sets Landowner's right to encumber in case of Developer default. Customizability: Developer will want the flexibility of mortgaging his/her interest as collateral for financing, as well as the flexibility of foreclosure. Landowner should be able to provide the flexibilities, but Landowner should make sure that there is assurance that any foreclosing lender cures outstanding defaults under the lease. Meanwhile, Landowner must evaluate any potential conflicts that the solar lease may have with any existing mortgage terms. Especially, Landowner should consider that it would be difficult to remortgage their lands. Lenders can be reluctant to Landowner who enters into this kind of Lease on the basis that a land -lease agreement is usually a 25 -year lease agreement. For lenders, a 25 years is too burdensome. Regarding (d) and (f), Landowner can customize numbers. (30 days period for notification to Lender in case of Developer default, and 60 days period for Lender to request new lease after the rejection or termination of this Lease.) Landowner should discuss it with his/her legal counsel. Section 7.2........... Assignment of Developer's Interest ....................................... 15 Why have this provision: This provision sets examples of Developer's right to assign without need for Owner's consent. Customizability: Unlike this provision, any agreement between Landowner and Developer that prohibits assignment can be fully binding and enforceable. If Landowner does not want Developer's assignment to any successors or does not want that the assignment is made without his/her consent, Landowner can customize this provision. Landowner should discuss the customization with his/her legal counsel. Section 7.3........... Continuing Nature of Obligations...................................................... 15 Why have this provision: This provision explains the nature of easements and rights granted by Landowner to Developer. When those kinds of right and easement are assigned or succeeded, this provision will guide which party will have the benefit of those. 27 122 Customizability: An easement in gross intended to benefit Developer regardless of whether he/she owns any lands. The purpose is to benefit a holder of the easement right. Also, Landowner should consider a negative easement issue. A negative easement is an obligation not to use land in specified ways. This may prevent Landowner from using his/her land in ways he/she wants to. By entering into a written agreement with neighbors, Landowner can prohibit the neighbors from doing anything that would impede access to solar energy. Restricting the height or shape of new buildings can be one of the examples. Also, regarding solar easements, please consider Minnesota Statute§500.30 According to section 7.3, because Landowner grants easements in gross to Developer and the burdens of the easements will run with and against the Premises and will be binding upon and against Owner and its successor, Landowner should consult with an attorney about whether there is any possibility that the nature of easements can change from easement in gross to other types of easement, which could impact the benefit of Landowner. ARTICLE VIII. Condemnation......................................................................................... 16 Section 8.1........... Effect of Condemnation..................................................................... 16 Why have this provision: This provision gives Developer options to terminate or amend this Lease when the construction, installation or operation of Solar Facilities is adversely affected because of condemnation. Section 8.2........... Condemnation Proceeds..................................................................... 16 Why have this provision: This provision states the right of Developer to participate in condemnation proceedings and to what extent Developer will be entitled to get payment for condemnation. Customizability (ARTICLE VIII): As against eminent domain proceedings, a principal concern is the payment of just compensation once the right to take for a public purpose has been established. The effect of condemnation to this leasehold interest begins with the condemnation clause in this Lease. Once the contractual rights between Landowner and Developer are settled, the parties must look to the law of eminent domain to determine whether damages exist to the leasehold and how those damages should be measured. In this Lease, it is Developer's discretion, either amending this Lease or terminating this Lease in the event of eminent domain proceedings. However, the parties can discuss this issue by dividing condemnation issue into "Acquisition of part of the leased property" and "Acquisition of the entire leased Premises." In the case of the latter, the parties can settle that the termination of this Lease is automatic and no written notice is required. In the case of "Acquisition of part of the leased property", there are several issues the parties must decide. First, they must decide who can decide whether the partial taking is sufficient to terminate the lease — both, Landowner, Developer or either. Second, if the termination of this Lease is 28 123 decided, they should determine whether written notice of the termination of this Lease is required. ARTICLE IX. Default/Termination............................................................................. 16 Section 9.1........... Events of Default............................................................................... 16 Why have this provision: This provisions sets conditions to constitute a "Breach" that will permit the non -defaulting party to terminate the Lease or pursue other remedies. Customizability: 30 -days requirement can be customized. In this section, only two cases can be said as a "Breach", but Landowner may want to add more examples that can be said as a "Breach". For example, if either party has provided any false or misleading financial or other information to obtain this Lease, it can be a breach. Landowner should discuss it with his/her legal counsel. Section9.2........... Surrender............................................................................................ 17 Why have this provision: This provision explains what Developer should do upon the termination or expiration of this Lease; Removal of Solar Facilities. Also, this provision solves the issue whether Developer should pay the rent fee after expiration or termination of this Lease but before the removal of Facilities. Customizability: The date could be varied upon the involved parties' agreed terms. The financial resource of decommissioning can be done in the form of "bond." Landowner should discuss this provision with his/her legal counsel. Section 9.3........... Specific Performance.......................................................................... 17 Why have this provision: This provision introduces other ways to recover damages caused by Landowner. Developer will have the right to seek specific enforcement of this Lease under certain conditions. Customizability: In general, a Party who is suing for any breach of a land contract is almost always given the option specific performance. In many jurisdictions, this is a flat rule or regarded as a presumption. ►4 124 Section 9.4........... Damages 17 Why have this provision: This provision will be one of the key material provisions which induce or deduce parties to enter into this Lease. Under this provision, any rights to recover consequential, incidental and punitive damages will be waived. This provision should be considered with other provisions dealing with damages to clarify what the impact of this provision will be. Customizability: This provision does not release each Party from any liability to the other Party, but instead apportions the potential liability between the parties. In general, the law permits parties having relatively equal bargaining power to decide to limit the liability of one party to other. Several courts have ruled that this kind of provision may be valid if the limitation clause has been freely negotiated by parties with relatively equal bargaining power; the limitation clause is conspicuous and clearly set forth in the agreement; and there exists no public policy prohibiting the enforcement of the limitation of liability provision. However, whether this provision will induce Landowner to enter into this Lease should be consulted with Landowner's legal counsel first. Section 9.5........... Waiver of Jury Trial............ 17 Why have this provision: This provision will be another one of the key material provisions which induce or deduce parties to enter into this Lease. However, it can certainly prevent certain Landowner which does want to install Solar Facilities on their premises but does not want to waive the right to a trial by jury. Customizability: Like Section 9.4, whether this provision will induce Landowner to enter into this Lease should be consulted with an attorney first. Meanwhile, here are other ways to resolute dispute arising under this Lease. First: Dispute Negotiation. In the event of any dispute arising under this Agreement (a "Dispute"), within _ Days following the delivered date of a written request by either Party, (1) each Party shall appoint a representative (individually, a "Party Representative", together, the "Parties' Representatives"), and (2) the Parties' Representatives shall meet, negotiate and attempt in good faith to resolve the Dispute quickly, informally and inexpensively. Second: Non -Binding Mediation. In the event the Parties' Representatives cannot resolve the Dispute within —Days after commencement of negotiations pursuant to dispute negotiation the Parties shall submit to non-binding mediation. 30 125 Third: Arbitration. In the event that the Parties are unable to resolve their dispute through non- binding mediation pursuant to non-binding mediation within _ Days following the initiation of such mediation, either Party may seek binding arbitration. Such methods also aim to prevent contract disputes from going through litigation, which may cost more than these alternatives to court action and take longer, but it does not need to waive the rights for court action. Section 9.6........... Delinquent Payments......................................................................... 18 Why have this provision: This provision sets payment rate in case of delinquent payments, which will eliminate wide discrepancies in rate and the amount of payment. Customizability: The rate can be customized. For example, a rate of ten percent can be twelve percent if an agreement is made between Landowner and Developer. This customization can be discussed with Landowner's legal counsel. Also, another example that can be raised from this provision is the late charge of monthly payments. In this case, Landowner will want to make sure to obtain this late charge by setting another provision stating that Developer agrees that this is a Net Lease and the obligation to pay all monthly payments and all other amounts due under this Lease shall be absolute and unconditional under all circumstances and shall not be subject to any abatement, defense, counterclaim, setoff, recoupment or reduction for any reason whatsoever, it being the express intent of the parties that all amounts payable by Developer hereunder shall be and continue to be payable in all events including by its heirs and estate. ARTICLE X. Miscellaneous............................................................................................. 18 Section10.1......... Notice................................................................................................. 18 Why have this provision: This provisions explains how notices, consents or other documents required or permitted by this Lease can be given to either party, and sets presumption on delivery if certain conditions are satisfied, which is similar to common law mailbox rule. Customizability: Parties can state more options. For example, each Party shall deem a document faxed or sent via PDF as an original document. Another example is this: Whenever this Agreement requires or Permits delivery of a "notice" or requires a Party to "notify", the Party with such right or obligation shall provide a written communication in the manner specified below. A notice sent by facsimile, transmission, or e-mail will be recognized and shall be deemed received on the day on which such notice was transmitted if received before 5 31 126 p.m. Central Standard Time (and if received after 5 p.m., on the next day) and a notice by overnight mail or courier shall be deemed to have been received two (2) days after it was sent or such earlier time as is confirmed by the receiving Party unless it confirms a prior oral communication, in which case any such notice shall be deemed received on the day sent. A Party may change its addresses by providing notice in accordance with this provision. Section 10.2......... Relationship of the Parties; No Third Party Beneficiaries ................. 18 Why have this provision: This provision states the duties, obligations and liabilities of each parties should be several. Both parties will not bear one party's responsibilities in the form of joint venture or fiduciary relationship. This provision clarifies the scope of responsibilities each party should bear. Customizability: It is good to specify what kind of interpretation of this Lease should not be permitted. For example, the terms of this Lease shall not be construed to provide Landowner with any interest in nor any right to receive renewable energy credits, environmental attributes, state or federal subsidies including tax benefits, not the proceeds of any of the foregoing except as expressly provided herein. Section 10.3......... Entire Agreement................................................................................ 18 Why have this provision: This provision clarifies this Lease will be the entire and final agreement that is agreed upon by both parties, and gets rid of any possible challenges by either party to amend this Lease by providing other prior statements or representations. Customizability: If there is an agreement other than this Lease or any this Lease -related materials between Landowner and Developer, they can discuss about which agreement shall control in the event of a conflict between a provisions set forth in this Lease and the other agreement. Section 10.4......... Governing Law................................................................................... 19 Why have this provision: This provision sets which state law will govern this Lease. This provision will solve disputes arising from the interpretation of this Lease. Also, this provision can solve any possible jurisdictional and venue issues in a lawsuit. 32 127 Customizability: There is another option to replace the right to go to court; Arbitration. Arbitration replaces the right to go to court, including the right to a jury and the right to participate in a class action or similar proceeding. In arbitration, a dispute is resolved by an arbitrator instead of a judge or jury. Landowner can discuss this option with Developer. But it would be much safer to discuss this issue after Landowner consult with his/her attorney. Section10.5......... Cooperation........................................................................................ 19 Why have this provision: This provision requires both parties' cooperation to carry out the purposes and intent of this Lease and to fulfill the obligations of the respective parties. Because of this provision, either party cannot be knowingly uncooperative towards the other party. Also, this provision will reduce any possibilities to go to law when there are inaccuracies or insufficiencies in the legal description of the Premises. Under this provision, the first thing both parties have to do is to amend this Lease to correct the inaccuracies or insufficiencies. Customizability: Neither party shall not unreasonably delay its compliance with any reasonable request made pursuant to this provision. It would be better to make sure that the parties acknowledge that they are entering into a long-term arrangement in which the cooperation of all of them will be required. Section10.6......... Waiver................................................................................................ 19 Why have this provision: This provision sets conditions which should be done by a party to properly waive any provisions of this Lease. By this provision, both party will not be easily deemed to have waived any provision of this Lease without satisfying those conditions. Customizability: This clause aims to ensure that a party's failure to enforce its contractual rights, whether intentionally or by oversight, does not result in an automatic waiver of those rights or remedies for their breach under certain conditions. Both parties can discuss further about whether they agree that the waivers and disclaimers set forth above shall survive the expiration or termination of this Lease. Section 10.7 ..... Force Majeure... 33 .................. 19 128 Why have this provision: this provision takes into account factors outside of the lease that could affect the lease. An outside factor is something that neither party caused or could predict, such as a storm or earthquake. Neither party will be at fault to the other party if such an unforeseen and outside factor prevents either party from meeting their obligation to the other party. Also, neither party can end the contract based on that inability to meet the obligation. Section 10.8......... Confidentiality.................................................................................... 19 Why have this provision: this provision protects personal information pertaining to and included in the lease from disclosure to non -contracting parties. Any information regarding the solar equipment, design, payments, or any other information within the contract cannot be disclosed by either party unless both parties allow the disclosure or the information is already public. This information may be disclosed to a party's representatives, such as an attorney or accountant. These privacy rules continue to apply even after the contract expires. Section10.9......... Tax Credits.......................................................................................... 20 Why have this provision: developers, through their development and maintenance of the solar garden, may be eligible for government tax credits, benefits, or incentives. This provision protects the developers' interest in such tax breaks coming from their percentage holdings in the garden; if the government changes the tax credit requirements, this provision requires the contract to be changed in order for the developers to meet those requirements. Section 10.10......... Severability....................................................................................... 20 Why have this provision: this provision keeps the overall contract working if any part or provision of the lease becomes invalid. The invalid provision is taken out and the parties follow the rest of the contract as if that invalid provision never existed. A provision may become invalid due to a change in the law, a judge's ruling, the actions of the parties, or any outside factor. Section 10.11......... Counterparts...................................................................................... 20 Why have this provision: the final lease does not need to be executed all at once or all by the same parties. In dealing with a company as the other party, you may not be dealing with the same company representative the entire time. Also, a lease of this size may take more than one meeting to complete. Instead of requiring the lease to be completed in one sitting by the same parties, this provision allows both sides to complete the final lease piecemeal due to time or availability of the parties. Once all provisions are agreed to, the parts of the lease completed at each meeting will be combined to form the final lease. Section 10.12......... Memorandum of the Lease............................................................... 20 34 129 Why have this provision: this provision states how the lease will be recorded once completed. This provision also states that, once the parties sign the lease, they are consenting to the included interests and obligations within that lease. ROOF LEASE Section 1.2......... Lease to Use and Access to Rooftop....................................................... 1 1.2.1 Why have this provision: this provision states that, by accepting and signing the lease, the roof owner provides the developer the right to use the roof -top for the installation, operation, and maintenance of the solar garden. The cost of these actions falls solely on the developer. Included in this right to use the rooftop is an easement, providing the developer the ability to use stairs or other ways to access the rooftop at its leisure in order to install, operate, or maintain the solar garden. Each of these rights granted to the developer are subject to the other provisions of the lease that may limit or expand those rights. 1.2.2 Why have this provision: this provision provides that by agreeing to this lease the developer states that it inspected the roof itself, that the roof owner did not guarantee that the roof is suitable for the solar garden, and that the roof owner has not obligation to make sure that the roof is suitable for the garden. Each of these statements are subject to any other provisions within the lease requiring the roof owner to do anything with the roof. Overall, this provision takes away any responsibilities of the roof owner to the developer in regards to the condition of the roof. Section1.3......... Equipment Space.............................................................................. 2 Why have this provision: this provision clearly states that the developer will install the roof -top equipment and will do so at its own expense. Also, installation is subject to any other provisions within the lease that limit or expand the rights and obligations of the developer and roof owner in regards to installation and expenses. Section 1.4......... Term of Rooftop Lease......... Why have this provision: this provision provides how long the lease lasts, and also what each party must do once the lease ends. Specifically, this provision provides that, once the lease ends, the developer will remove the equipment at its own expense, make any necessary repairs in order to leave the roof in good condition, and that if the developer at any time defaults on any of its obligations under the lease the roof owner may hold onto the equipment as collateral. Section 1.5......... Fees Paid for Rooftop Lease................................................................... 2 35 130 Why have this provision: this provision describes what will be paid, by who, and when for the developer's use of the roof -top. Section 1.6......... Responsibilities of Tenant.................................................................... 2 1.6.1 Why have this provision: this provision provides that the developer will design, operate, and maintain the roof -top solar garden equipment. These actions will be at the sole expense of the developer. All plans must be shared with the roof owner. 1.6.2 Why have this provision: this provision limits the use and maintenance of the rooftop equipment by the developer. For instance, the developer cannot use the roof for anything illegal, dangerous, creating a nuisance, or increasing the insurance costs of the building. This includes using or storing environmentally hazardous materials. Also, the roof -top equipment must be stored securely at all times, a responsibility of both the developer and roof owner. Ownership, operation, and maintenance of the equipment still falls on the developer. 1.6.3 Why have this provision: this provision lists the duties of the developer in caring for the roof. For instance, the developer will not injure the roof and must keep it in good condition. Any equipment not necessary will be removed in order to keep the rooftop clean and accessible. Once the lease terminates, the developer will leave the roof in good condition. 1.6.4 Why have this provision: this statement provides that the developer will comply with any and all building and site standards. Such standards may come from city, county, state, or federal laws and regulations. 1.6.5 Why have this provision: this provision describes what happens during the removal of any installed equipment. The amount of time the developer has to remove the equipment is included and may be contracted or expanded upon both parties' wishes. The developer will repair any damages from the use and removal of the equipment that are not caused by the general wear and tear that a roof regularly receives. The developer cannot remove the equipment if in default to the rooftop owner for any reason. If the developer does not remove the equipment, the equipment will be considered abandoned and in possession of the roof owner to do with as he or she pleases. If the developer asks the roof owner for an extension of time to keep the equipment in place after the lease expires, and the roof owner agrees to it, the equipment cannot be considered abandoned if not removed by the end of the lease. Section 1.7......... Responsibilities of Landlord................................................................. 3 36 131 1.7.1 Why have this provision: this provision provides what duties or things the roof owner has to provide to the developer. Specifically, the roof owner will provide the developer and its employees with access to the roof in order to operate or maintain the equipment. 1.7.2 Why have this provision: under this provision, the roof owner cannot do anything to interfere with the work of the equipment. This prohibition includes engaging in activity that would negatively affect the use or effectiveness of the equipment, or allowing someone else to negatively affect the equipment's use or effectiveness. Section 2.1......... Use of Electrical Services by Tenant ................................................... 4 Why have this provision: this provision provides how the project will get power, and who will pay for that power. The roof owner will provide electrical power access to the developer, but the developer will pay for increased electricity costs to the roof owner from the projects' electricity usage. The roof owner is not liable for any temporary power outages, but the roof owner must do whatever is reasonable to restore power if able to do SO. Section 2.2......... Construction, Alteration, Maintenance..................................................4 Why have this provision: this provision describes what regulations the parties must comply with during construction, alteration, and maintenance of the equipment. These regulations are added on the any other regulations or rules that must be complied with under the lease. The rules are in an attached appendix, and may also include any additional rules that the roof owner creates. Section 2.3......... Law and Regulations.......... 4 Why have this provision: under this provision, the developer needs to follow all laws and regulations that pertain to creating and maintaining a roof lease. Such laws and regulations may be from local, state, or federal government entities. The developer also agrees that all the equipment they use will meet, and continue to meet, industry standards. The developer is solely responsible for maintaining the solar equipment. Also, the developer will use its best efforts not to interfere with the roof owner's business or actions. If the developer's solar equipment does present interference, they must make adjustments to correct the interference. Nothing in this section limits developer's obligations or roof owner's rights under Article 1.7.5, and the developer still agrees to indemnify the roof owner for any issues or damage arising under the contents of this section. Section 2.4......... Building Rules .................... 37 Why have this provision: under this provision the developer must follow all relevant building rules and regulations of the building created by the roof owner. This requirement also applies to all of the developer's agents. Any changes by the roof owner to the rules must be sent in writing. Section2.5......... Entry by Landlord................................................................................ 5 Why have this provision: under this provision, developer gets entry to the land or roof at all reasonable hours and in case of emergencies. The developer must abide by the roof owner's schedule, and not the other way around. Section 2.6......... Assignment, Subletting and Transfers by Agreement ......................... 5 Why have this provision: this provision describes how the developer can pass its responsibilities under the lease to other parties. The developer has the power to give one of its agents, i.e. a corporation or a partner, the power to run day to day operations, but the developer will not be excused from any liability resulting from this lease. Section 2.7......... Consent to Mortgage......... 2.7.1 Why have this provision: under this provision, the developer can mortgage its interest in the roof panels/garden whenever it wants to. This lease always comes before such mortgages or other agreements, requiring the developer to fulfill the lease before any such mortgages. If the developer does obtain a mortgage, they must give a copy to the roof owner. Any mortgages will not affect the roof owner's ownership of the property in any way. 2.7.2 Why have this provision: this provision describes the obligation of the roof owner to give information on the state of the agreement to the developer at the developer's request. It is important that the developer be able to check on the status of this lease so that the developer can know where it stands with the roof owner, and if the developer needs to make any sort of adjustments to the lease. It is important for both parties to maintain good communication regarding the status of the lease. Section 2.8......... Insurance.............................................................................................. 6 2.8.1 Why have this provision: this provision lists the forms of insurance that the developer needs to acquire insurance while building and maintaining the roof panels. The developer needs to acquire insurance that covers: workers compensation, employer's liability, automobile liability, builders risk insurance, and excess insurance. Each insurance has a required amount, most amount should be respected, but the excess liability portion should be discussed. 2.8.2 38 132 133 Why have this provision: each insurance policy under this provision will include the names of additional insured parties of the involved roof owner, its partners, directors, officers, agents and representatives, and affiliates as designated from time -to -time by the roof owner, as well as all other indemnity obligations as set forth in this lease. Each policy also requires thirty days prior notice of cancellation to each party. 2.8.3 Why have this provision: the developer must secure insurance before this lease is signed. The roof owner must inspect the developer's insurance and make sure that it meets the amounts specified in this lease. 2.8.4 Why have this provision: if the developer uses any contractors or subcontractors in building or maintaining the equipment or roof structure, those contractors or subcontractors must abide by the provisions in this lease, including having necessary insurance. Section2.9......... Indemnity............................................................................................. 7 Why have this provision: this provision is needed to protect the roof owner. If the developer or its agents cause any damage to property or person while building or maintaining the project then the developer is responsible for reimbursement for those damages. Thus, if the roof owner is sued by a damaged person or entity arising from the developer's actions, the developer will pay for the roof owner's expenses arising out of that suit. This provision does not apply in the case of gross or extreme negligence by the roof owner leading to damage or injury. Section2.10......... Casualty Damage............................................................................... 7 Why have this provision: this provision details what will happen in the event that the property is severely damaged in any way, such as by a building fire. If the event damages the building or panels too much, both parties will have the ability to terminate the lease. If both parties agree to continue, the roof owner is responsible fixing up the building so that the solar panels can be operated again. The developer and the developer alone is responsible for restoring the solar equipment. The roof owner will not be responsible for any loss of money suffered by the developer. Section 2.11......... Condemnation.......... Why have this provision: this provision details what would happen if the building, or part of it, was to be taken over or seized by the government for public use. If the entire building is taken by the government through eminent domain, then the lease will be terminated immediately. If only part of the building is taken, and it affects the operations of the solar facility, then the developer has the right to terminate the lease, but must give notice to the roof owner within 30 days of its decision to terminate. 39 134 Section 2.12......... Damages from Certain Causes.......................................................... 8 Why have this provision: this provision protects both parties from liability for any acts or circumstances that are beyond the roof owner or developers control. Examples of such acts include acts of God, war, riots, etc. Section 2.13......... Events of Default/Remedies.......... 2.13.1 Why have this provision: this provision states what constitutes default by the developer, and more importantly what happens if the developer breaks the lease in any way. The roof owner will not be able to recover more than twenty-four months of lease fees in case of a default. This provision proves very important because it details things that can and will end this agreement. 2.13.2 Why: If the developer does break the lease, the roof owner may take any legal actions to recover damages, including taking possession of the solar equipment. 2.13.3 Why: Any party that does not comply with an order to comply with this lease within thirty days will be in breach. If the roof owner is found to be in default, the developer's recovery shall not exceed twenty-four months rent. This provision has much room for negotiation. It is important that the roof owner has some protection, but the length of time and amount can and should be negotiated. 2.15......... Subordination To Mortgage........................................................9 Why: Existing agreements, such as a mortgage or deed, come first before this lease. This lease is subject to all pre-existing agreements. As such, both parties should be aware of any other agreements on the property. 3.1 ......... Attorneys' Fees............................................................................9 Why: In case of a dispute, the losing party agrees to pay the fee for the other's lawyers. This is an important thing to consider before beginning any court proceedings. Although attorney's fees need to be reasonable, they can still be sizable. 3.2 ......... No Implied Waiver......................................................................10 Why have this provision: If someone does not do what they are supposed to, and the other party does not immediately demand performance, the demanding party does not waive its right to demand performance. The demanding party can later demand performance. This provision is in place so that there is no trickery. Parties now know they will not be let off the hook by hiding a default for a certain amount of time. This Lease should be based on trust and full disclosure. .o 135 3.3 ......... Personal Liability......................................................................10 Why have this provision: Neither party can be held liable to third parties, such as other tenants in the building. Parties should not be held responsible for things that are beyond their control. 3.4 .........Notice.....................................................................................10 Why have this provision: All communications required by this agreement must be in writing. And the postage must be prepaid by whoever sends the document. Communications in writing, although not full proof, are the best way to show that something actually happened. 3.5 ......... Severability...............................................................................11 Why have this provision: If any of the portions of this lease become invalid or unenforceable, the rest of the lease will still stand. It is not in either parties best interest to have this lease invalidated by a small provision no longer being enforceable. 3.6 .........Recordation............................................................................11 Why have this provision: If the developer wishes to have a Memorandum of the Lease, they are responsible for filing it themselves. 3.7 ......... Governing Law..........................................................................1 I Why have this provision: Parties need to agree that this lease will be enforced under the laws of the state in which the land is located. This is important so parties may easily comply with the lease, and in case of a dispute, both parties have previously agreed which laws will apply. This will assure that either party is not unduly burdened in case of a lawsuit. 3.8 ......... Time of Performance...................................................................11 Why have this provision: All acts will be performed swiftly by the developer so as to not cause unnecessarily delay. 3.9 ......... Transfers by Landlord..................................................................3.9 Why have this provision: The roof owner may transfer their interest in this lease, such as by selling their land or building, as long as the new interest holder agrees to abide by this lease. 3.10 ......... Commissions ............................................................................11 41 WTI Why have this provision: The roof owner will not pay for any brokerage fees in renewing this lease. If the developer chooses to use a broker, it is the developer's responsibility to pay for the broker. 3.11......... Taxes.....................................................................................11 Why have this provision: The developer needs to pay any taxes incurred from the project. The roof owner also needs to pay any taxes from its increase in revenue coming from the project. 3.12......... Regulatory Authority..................................................................12 Why have this provision: It is the developer's responsibility to obtain any permits to run the project. If the developer becomes aware that it will be unable to secure the necessary permits, it must immediately inform the roof owner. 3.13......... Independent Contractor................................................................12 Why have this provision: The developer cannot make the roof owner do anything beyond the scope of this lease. The developer agrees that any agents or independent contractors it uses represent the developer. This is important if an independent contractor that the developer uses does some harm; the developer cannot later claim that they are not responsible for the damage. 3.14......... Force Majeure..........................................................................12 Why have this provision: If some event happens, such as an earthquake or fire, that is beyond the control of either party, the affected party will be excused from performance. The affected party will make all reasonable efforts to get the solar facility back on track if possible. Force majeure means something that is beyond any one person control, such as a hurricane or act war. Neither party should be held responsible for something that is beyond their control; sometimes stuff happens. 3.16 ......... Ownership of Equipment.............................................................12 Why have this provision: The developer holds all ownership right to the solar equipment. The roof owner does not have any say about maintenance of the equipment, as long as it takes place during the roof owner's agreed upon and reasonable schedule. The roof owner is simply renting their space; they do not own anything that the developer puts in that space, and the developer needs to able to access their equipment without the burden of asking the roof owner's permission first. 3.17......... Entire Agreement......................................................................12 Why have this provision: Both parties agree that this is the only lease between them. There can be no claims that parties agreed to anything else, only this lease is binding; if it 42 137 is not in this lease, it is not binding and it does not apply. While verbal agreements and handshake deals can be binding contracts in other circumstances, they shall not apply in this case. 43 138 DRAFT MODEL ROOFTOP SOLAR LEASE SOLAR ENERGY FACILITY ROOFTOP LEASE AGREEMENT BY AND BETWEEN AS LANDLORD, AND AS TENANT DATED [ , 2015] 4849-7712-9248.3 139 DRAFT MODEL ROOFTOP SOLAR LEASE Table of Contents BACKGROUND RECITALS.....................................................................................................................1 I. GRANT OF ROOFTOP LEASE.............................................................................................................1 1.1 DEFINITIONS...................................................................................................................1 1.2 LEASE TO USE AND ACCESS TO ROOFTOP..............................................................1 1.3 EQUIPMENT SPACE.......................................................................................................2 1.4 TERM OF ROOFTOP LEASE..........................................................................................2 1.5 FEES PAID FOR ROOFTOP LEASE...............................................................................2 1.6 RESPONSIBILITIES OF TENANT..................................................................................2 1.7 RESPONSIBILITIES OF LANDLORD............................................................................3 II. GENERAL COVENANTS....................................................................................................................4 2.1 USE OF ELECTRICAL SERVICES BY TENANT.........................................................4 2.2 CONSTRUCTION, ALTERATION AND MAINTENANCE..........................................4 2.3 LAWS AND REGULATIONS..........................................................................................4 2.4 BUILDING RULES...........................................................................................................5 2.5 ENTRY BY LANDLORD.................................................................................................5 2.6 ASSIGNMENT, SUBLETTING AND TRANSFERS BY AGREEMENT ......................5 2.7 CONSENT TO MORTGAGE.......................................................................................... 5 2.8 INSURANCE..................................................................................................................... 6 2.9 INDEMNITY..................................................................................................................... 7 2.10 WAIVER OF SUBROGATION RIGHTS.........................................................................7 2.11 CASUALTY DAMAGE....................................................................................................7 2.12 CONDEMNATION...........................................................................................................8 2.13 DAMAGES FROM CERTAIN CAUSES......................................................................... 8 2.14 EVENTS OF DEFAULT/REMEDIES..............................................................................8 2.15 SUBORDINATION TO MORTGAGE.............................................................................9 III. MISCELLANEOUS ............................................................................................................................10 3.1 ATTORNEYS' FEES.......................................................................................................10 3.2 NO IMPLIED WAIVER..................................................................................................10 3.3 PERSONAL LIABILITY................................................................................................10 3.4 NOTICE...........................................................................................................................10 3.5 SEVERABILITY.............................................................................................................11 3.6 RECORDATION.............................................................................................................11 4849-7712-9248.3 140 DRAFT MODEL ROOFTOP SOLAR LEASE 3.7 GOVERNING LAW........................................................................................................11 3.8 TIME OF PERFORMANCE...........................................................................................11 3.9 TRANSFERS BY LANDLORD.....................................................................................11 3.10 COMMISSIONS..............................................................................................................11 3.11 TAXES............................................................................................................................11 3.12 REGULATORY AUTHORITY......................................................................................12 3.13 INDEPENDENT CONTRACTOR..................................................................................12 3.Error! Bookmark not defined. 3.15 FORCE MAJEURE.........................................................................................................12 3.16 OWNERSHIP OF EQUIPMENT....................................................................................12 3.17 ENTIRE AGREEMENT..................................................................................................12 Appendix 1 Solar Equipment 4849-7712-9248.3 141 DRAFT MODEL ROOFTOP SOLAR LEASE SOLAR ENERGY FACILITY ROOFTOP LEASE AGREEMENT THIS ROOFTOP LEASE AGREEMENT (sometimes referred to alternatively as "Lease" or "Agreement"), is made and entered into as of the day of (the "Effective Date"), between INC. ("Landlord"), and a corporation ("Tenant"). BACKGROUND RECITALS A. Tenant desires to obtain a lease in order to install and operate solar (photovoltaic) equipment in and on the rooftop of the Building; and B. Landlord is willing to grant the above referenced non-exclusive lease to Tenant subject to certain terms and conditions NOW, THEREFORE, in consideration of the premises and other good and valuable consideration, the receipt and adequacy of which is hereby acknowledged, the parties hereto agree as follows: I. GRANT OF ROOFTOP LEASE 1.1 DEFINITIONS In addition to terms defined in this Lease, the following terms set forth below will be defined as follows: 1.1.1 "Building" will mean that certain building located at , currently known as 1.1.2 "Equipment Space" will mean not more than [XX] equipment rack spaces located in the rooftop mechanical room. 1.1.3 "Rooftop' will mean the applicable portions of the roof of the Building designated by Landlord as the space for the Solar Equipment. 1.1.4 "Solar Equipment" will mean Tenant's solar generation facility and related equipment including wiring, cabling and other accessories used therewith for installation, operation and maintenance on the Rooftop [and in the Equipment Space] and described on Appendix 1, attached hereto and made a part hereof. 1.2 LEASE TO USE AND ACCESS TO ROOFTOP 1.2.1 Subject to the terms and conditions contained in this Lease, Landlord hereby grants to Tenant and Tenant agrees to accept the non-exclusive, as to other non -solar uses, right to use the Rooftop for the installation, operation and maintenance, at Tenant's sole cost and expense, of the Solar Equipment. Throughout the Term of the Lease, as described below, Landlord hereby grants Tenant an easement through the Building, including all elevators, stairways or other access points of egress and ingress for purposes of accessing the Rooftop for the purpose described herein and pursuant to the terms and conditions of Section 1.7 below. 4849-7712-9248.3 142 DRAFT MODEL ROOFTOP SOLAR LEASE 1.2.2 Tenant acknowledges that it has inspected the Rooftop, that Landlord has made no representations or warranties respecting the condition thereof or otherwise or its suitability for Tenant's use, and that, except as may be expressly provided to the contrary in this Lease, Landlord has no obligation or duty to make any alterations, improvements, or repairs in and to the Rooftop to make same ready for Tenant's use and occupancy and Tenant takes and accepts the Rooftop in its present "as is" condition. 1.3 EQUIPMENT SPACE Landlord acknowledges that Tenant will be installing equipment in the Equipment Space and that the installation, maintenance and use of the Equipment Space will be at Tenant's sole expense and is subject to the terms of this Lease. 1.4 TERM OF ROOFTOP LEASE This Lease will commence on the Effective Date and will terminate on the date that is (__) [months/years] from the Effective Date (the "Term"). Upon termination of this Lease, Tenant will at its own cost remove all Solar Equipment and repair any damage to the Building. Tenant will surrender the Rooftop to Landlord in good condition and repair (subject to ordinary wear and tear). If Tenant is in default of this Lease, then Landlord can prohibit the removal of any of the Solar Equipment, in its sole discretion, until the default is cured. 1.5 FEES PAID FOR ROOFTOP LEASE Tenant agrees to pay Landlord a fee for this Lease, without notice, setoff or demand, of and no/100ths Dollars ($__) per month [year], pro rata for any partial month [year] to the extent that the Term commences or terminates on a day other than the first or last day of the month [year], respectively (the "Lease Fee"). Such payments will be due on the Effective Date and on the first day of each succeeding calendar month [year] of the Term of the Lease and will be made by United States Mail, postage prepaid, to the address of Landlord set forth in Paragraph 2.19. [Automatic Deposit?] 1.6 RESPONSIBILITIES OF TENANT 1.6.1 Plans and Specs of Solar Equipment. Tenant at Tenant's sole expense will design, procure and install the Solar Equipment in accordance with its plans and specifications, which plans and specifications Tenant will share with Landlord. Tenant is responsible for all costs associated with the Lease, including the costs of operating and maintaining the Solar Equipment. 1.6.2 Use and Maintenance. This Lease is limited to allowing Tenant only to install, maintain and operate the Solar Equipment on the Rooftop in the location or locations described in Appendix 1. Tenant agrees not to use or permit the use of the Rooftop for any purpose which is illegal, dangerous to life, limb or property or which, in Landlord's reasonable opinion, creates a nuisance or which would increase the cost of insurance coverage with respect to the Building. In particular, no environmentally hazardous materials will either be used or stored in or around the Rooftop and no such materials will be used in any of the Solar Equipment installed by Tenant on the Rooftop. Tenant will not permit unauthorized person or persons with insufficient expertise or experience to access the Equipment Space or maintain or operate the Solar Equipment. Tenant and Landlord understand that the Equipment Space must be kept locked and secure at all times. 4849-7712-9248.3 143 DRAFT MODEL ROOFTOP SOLAR LEASE Tenant acknowledges that interruptions in utility services and power surges are not uncommon in facilities such as the Building. Tenant acknowledges that all Solar Equipment in the Building is the sole responsibility of Tenant and that the use and operation of such Solar Equipment is at Tenant's sole risk. 1.6.3 Care and Maintenance by Tenant. Tenant agrees not to commit any waste or allow any waste to be committed within or on any portion of the Rooftop and will not injure the Rooftop or Building but will maintain the Rooftop in a clean condition and in good repair, except as to damage to be repaired by Landlord, as provided herein. Tenant will remove all excess cable, tools and equipment and will keep all areas neat and clean at all times. At the termination of this Lease, Tenant agrees to deliver up the Rooftop to Landlord in as good condition as at the date of the commencement of the term of this Lease, ordinary wear and tear excepted. 1.6.4 Site Technical Standards. Tenant agrees that the installation, operation and maintenance of its Solar Equipment will at all times, and at Tenant's sole cost and expense, comply with such technical standards for the Rooftop as may from time to time be established by Landlord in Landlord's reasonable discretion, including, without limitation, technical standards relating to structural engineering, and city construction permits (the "Site Technical Standards"). 1.6.5 Removal of Solar Equipment. Tenant will remove its Solar Equipment within ten (10) business days after the termination of this Lease provided Tenant repairs any damage to the Building (including the Rooftop) caused thereby, excluding ordinary wear and tear. [To assure that Tenant will remove its Solar Equipment and will effect such repairs, Landlord may require Tenant to deposit in escrow cash in the amount it reasonably estimates will be incurred to remove Solar Equipment and to affect such repairs.] Tenant will not be permitted to remove any moveable Solar Equipment or other personal property or equipment from the Rooftop at any time, including at the end of the Term or any renewal thereof or other sooner termination of this Lease, if Tenant is then in default under this Lease. If Tenant does not remove its Solar Equipment (to the extent such is entitled to be removed) on or prior to the expiration or termination of this Lease without the written consent of Landlord to maintain the Solar Equipment at the Rooftop, Tenant's Solar Equipment will be conclusively deemed to be abandoned (after Landlord has given Tenant twenty (20) business days written notice of such expiration or termination) and will become Landlord's property and Landlord may remove and/or dispose of such Solar Equipment as Landlord sees fit, all at Tenant's cost and expense. In connection therewith, provided Tenant is not in default hereunder, Landlord agrees that if Tenant requests permission to maintain its Solar Equipment on the Rooftop after the termination of this Lease, Landlord will not unreasonably withhold its consent thereto, but in no event will Tenant be permitted to maintain its Solar Equipment on the Rooftop for more than forty-five (45) days after the termination of this Lease. Such consent will be deemed to be reasonably withheld if such space is relet to a third party or if the marketing of such space is inhibited by the presence of the Solar Equipment. 1.7 RESPONSIBILITIES OF LANDLORD 1.7.1 Rights of Access and Provision of Space and Facilities. Landlord will provide employees or agents of Tenant rights of ingress and egress in those portions of the Building controlled by Landlord and Landlord will provide Tenant with access to and use of the Rooftop and Equipment Space consistent with the requirements of the installation, operation, maintenance, and service of the Solar Equipment; provided, however, such rights of ingress and egress will be consistent with (i) the terms and conditions 4849-7712-9248.3 144 DRAFT MODEL ROOFTOP SOLAR LEASE of any leases between Landlord and tenants; and (ii) rules and regulations reasonably promulgated from time to time by Landlord regarding such rights of ingress and egress. 1.7.2 Non -Interference. Tenant will have the sole and exclusive right to install and operate solar energy generating equipment on the Rooftop. In no event during the Term will Landlord construct, build or locate, or allow others to construct, build, or locate any equipment or facilities (solar or otherwise) that would interfere with the Solar Equipment or otherwise engage in, or allow others to engage in activity, that might impede the Solar Equipment's access to the sun or decrease the output or efficiency of the Solar Equipment. II. GENERAL COVENANTS 2.1 USE OF ELECTRICAL SERVICES BY TENANT Landlord will furnish Tenant electrical facilities to provide sufficient power for Tenant's Solar Equipment; provided, however, that Tenant will be responsible for (i) the cost of installing such facilities, (ii) the cost of the installation of any separate meters required by Tenant, and (iii) the sums charged Landlord by the applicable utility for such service as reflected by such meter. Temporary interruption in the power provided by such facilities will not render Landlord liable in any respect for damages to either person or property nor relieve Tenant from fulfillment of any covenant or agreement hereof. If any of Tenant's Solar Equipment fails because of a loss of electrical power, Landlord will use reasonable diligence to restore electrical power promptly, but Tenant will have no claim for damages on account of any interruption in electrical service occasioned thereby or resulting therefrom. 2.2 CONSTRUCTION, ALTERATION AND MAINTENANCE In addition to and not in limitation of any provision herein concerning construction, alterations, installation and maintenance of any equipment installed herewith, Tenant will comply and, to the extent applicable, the contractors or subcontractors of Tenant will comply with the provisions of Appendix R-3, attached hereto, together with such other rules and regulations promulgated from time to time by Landlord. 2.3 LAWS AND REGULATIONS Tenant agrees to comply with all applicable laws, ordinances, rules, and regulations of any governmental entity or agency having jurisdiction with respect to the Lease and/or the Building. Tenant warrants that the equipment installed in conjunction with this Lease will comply with manufacturers' specifications, such specifications to comply with all federal, state and local rules and regulations. Tenant will, at Tenant's sole cost, take all measures necessary to ensure that such equipment is within manufacturers' specifications and that all equipment strictly complies with all laws, rules, regulations, ordinances and codes, whether now or hereafter existing, of all federal, state and local governmental authorities and that the equipment strictly complies with all contractual obligations to which Tenant is bound in connection with such equipment and as applicable to the Solar Equipment or similar facilities. Tenant will use best efforts and take all measures necessary to ensure that the Solar Equipment installed by Tenant does not interfere with or disturb the operation of any other equipment or business of Landlord or of any other tenant, or occupant of the Building. In the event of such interference or disturbance to an existing tenant, occupant, Tenant will make such necessary adjustment to its equipment to correct such interference or disturbance. 4 4849-7712-9248.3 145 DRAFT MODEL ROOFTOP SOLAR LEASE Nothing herein will be deemed to limit Tenant's obligations or Landlord's rights under Article 1.7.5 above. In addition to all indemnifications provided by this Lease, Tenant expressly warrants to indemnify and hold Landlord harmless, with counsel acceptable to Landlord, against any claim, cause of action, damage, liability of any type or nature arising from a claim by any party arising under this section. [Discuss] 2.4 BUILDING RULES Tenant will comply with the rules and regulations of the Building as adopted and altered by Landlord from time to time and will cause all of its agents, employees, invitees and visitors to do so, provided such rules: (i) do not unreasonably and materially interfere with Tenant's conduct of its business; and (ii) do not require payment of additional moneys. All changes to such rules will be sent by Landlord to Tenant in writing. 2.5 ENTRY BY LANDLORD Tenant agrees to permit Landlord or its employees, agents or representatives to inspect any portion of the Solar Equipment installed in or on the Building by Tenant at all reasonable hours (and in emergencies at all times) to inspect the same, to clean or make repairs, alterations or additions to the Equipment Space or to the Building, and Tenant will not be entitled to any abatement or reduction of Lease Fees by reason thereof. However, Landlord will not be obligated to change or delay its intended entry into these areas for this purpose and Tenant agrees to make any such representative available, if at all, on the schedule desired by Landlord. 2.6 ASSIGNMENT, SUBLETTING AND TRANSFERS BY AGREEMENT 2.6.1 Tenant may assign this Lease or its rights hereunder to (a) any corporation, company or other entity which is controlled by, or is under common control with, Tenant, (b) any partnership in which Tenant has a controlling interest or (c) any entity which has purchased all or substantially all the assets of Tenant or the Solar Equipment [*discuss*]. In the case of any assignment, the assignee will be deemed to have assumed, without releasing Tenant, all obligations under this Lease. Any other assignment by Tenant of this Lease or the rights hereunder will be subject to the prior written consent of Landlord, which consent will not be unreasonably withheld. No assignment, whether or not with Landlord's consent, will ever relieve Tenant of any liability hereunder. [*discuss*] 2.7 CONSENT TO MORTGAGE 2.7.1 Consent. Tenant may from time to time, without the prior written consent of Landlord, encumber Tenant's interest in this Lease by mortgage, deed of trust or other real or personal property security instrument (a "Mortgage"), provided that any Mortgage and all rights acquired under it will be subject to each and all of the covenants, conditions and restrictions stated in this Lease and to all rights and interests of Landlord, and that any Mortgagee will assume each and every obligation of Tenant upon foreclosure. Tenant will promptly upon the execution of any Mortgage deliver a true copy thereof to Landlord. Nothing contained in such Mortgages will release or be deemed to relieve Tenant from full and faithful observance and performance of the terms, covenants and conditions herein contained to be observed and performed by Tenant or from any liability for the non -observance or non-performance of any of the terms and conditions hereof, nor be deemed to constitute a waiver of any rights of Landlord hereunder, except as expressly provided for herein. Such mortgage or other security interest will encumber only Tenant's leasehold interest, and will not encumber the fee simple interest of the Landlord in any way. 4849-7712-9248.3 146 DRAFT MODEL ROOFTOP SOLAR LEASE 2.7.2 Statement by Landlord. At the request of Tenant or a Mortgagee, Landlord (a) will execute, acknowledge and deliver to such Tenant or Mortgagee a written statement declaring: (i) either that the Lease is unmodified and in full force and effect, or the manner in which the Lease had been modified and whether the Lease as so modified is in full force and effect; (ii) the dates to which Tenant's monetary obligations hereunder have been paid in advance; (iii) whether Tenant is or is not then in default hereunder; and (iv) whether any past defaults have been fully cured and (b) enter into an estoppel and consent agreement recognizing the rights of the Mortgagees as may be reasonably requested by Mortgagees. 2.8 INSURANCE 2.8.1 Insurance Policies. Prior to the commencement of any work in, on or about the Building and during the term of this Lease, Tenant will obtain and maintain the following insurance, at its own expense, in amounts not less than those specified below: A. Workers Compensation insurance in accordance with the laws of the State of XXXXXXXXXX, but not less than [$500,000]. B. Employer's liability insurance in an amount not less than [$500,000]. C. Commercial General Liability for bodily injury liability and property damage liability with limits of [$5,000,000] combined single limit each occurrence, and including but not limited to Comprehensive Form, Premises - Operation, Explosion Collapse, Underground Hazard, Products/Completed Operations Hazard (2 years extension beyond completion of the Project), Blanket Contractual Coverage (including coverage for the Indemnity Clauses provided under this contract), Broad form Property Damage, Independent Contractors, Personal Injury (employees exclusion deleted). D. Comprehensive Automobile Liability covering owned, hired and non -owned vehicles with limits of $1,000,000 combined single limit each occurrence. E. Excess liability (Umbrella insurance with limits of [$2,000,000]). [*discuss*] F. Builder's Risk insurance. 2.8.2 Policy Terms. The above insurances will, without liability on the part of Landlord for premiums thereof include the following: A. Endorsement as Additional Named Insureds of Landlord and its partners, directors, officers, agents and representatives, and affiliates as designated from time -to -time by Landlord. 2. All other indemnity obligations as set forth in this Lease. B. Thirty (30) days prior notice of cancellation to each certificate holder. The carrying of the insurance described herein will in no way be interpreted as relieving Tenant of any responsibility or liability under this Lease. 4849-7712-9248.3 147 DRAFT MODEL ROOFTOP SOLAR LEASE 2.8.3 Certificates of Insurance. Tenant will before the Effective Date of this Lease and during the term hereof file certificates with Landlord showing existence of such insurance, which insurance will be subject to Landlord's approval as to the adequacy of protection and compliance with this Lease and the satisfactory character of the insurer. Such insurance will be placed with reputable insurance companies Leased to do business in the State of [XXX]. 2.8.4 Contractors and Subcontractors. Should Tenant engage a contractor or subcontractor, the same conditions applicable to Tenant under this Lease apply to each contractor or subcontractor, including but in no way limited to the indemnity and insurance clauses. 2.9 INDEMNITY Except for the gross negligence, willful misconduct or default under this Lease by Landlord, its employees or agents, Tenant hereby agrees to protect, defend, and hold harmless Landlord and its agents and their respective officers, employees, agents, directors, shareholders and assigns, from and against all loss, claims and expense, including without limitation any loss or damage attributable in whole or in part to Tenant or its employees, servants, agents or contractors, because of damage to, loss or destruction of property, including loss of use thereof, and/or because of bodily injury, sickness or disease, or death sustained by any person, including workmen's occupational disease arising directly or indirectly from Tenant's activities under the Lease, arising directly or indirectly from the Solar Equipment, or the use and occupancy by Tenant of the Rooftop, or any breach of this Lease. 2.10 CASUALTY DAMAGE If the Solar Equipment or any part thereof will be damaged by fire or other casualty, Tenant will give prompt written notice thereof to Landlord. In case the Building will be damaged such that alteration or reconstruction of the Building, in Landlord's sole opinion, is required (whether or not any equipment or property of Tenant will have been damaged by such casualty) or in the event any mortgagee of Landlord's should require that the insurance proceeds payable as a result of a casualty be applied to the payment of the mortgage debt or in the event of any material uninsured loss to the Building, Landlord may, at its option, terminate this Lease by notifying Tenant in writing of such termination within ninety (90) days after the date of such casualty. If Landlord does not elect to terminate this Lease, Landlord will commence and proceed with reasonable diligence to restore the Building shell, excluding any of the Solar Equipment (which will be Tenant's sole responsibility to restore at its sole cost and expense) in accordance with the terms of the Lease; except that Landlord's obligation to restore will not require Landlord to spend for such work an amount in excess of the insurance proceeds actually received by Landlord as a result of the casualty. When the repairs described in the preceding sentence have been completed by Landlord, Tenant will then complete the restoration of all improvements in excess of such improvements installed by Landlord which are necessary to permit Tenant's resumption of operations pursuant to the Tenant's final working drawings and specifications ("Improvement Restoration"). Construction of the Improvement Restoration will be completed within two (2) months after Landlord first notifies Tenant that the improvements to be completed by Landlord have been substantially completed. All cost and expense of completing the Improvements Restoration will be borne by Tenant. Landlord will not be liable for any inconvenience or annoyance to Tenant or injury to the business of Tenant resulting in any way from such damage or the repair thereof except that the Lease Fee will abate from the date of the damage through the period of restoration. 4849-7712-9248.3 148 DRAFT MODEL ROOFTOP SOLAR LEASE 2.11 CONDEMNATION If the whole or substantially the whole of the Building should be taken for any public or quasi -public use, by right of eminent domain or otherwise or should be sold in lieu of condemnation, then this Lease will terminate as of the date when physical possession of the Building is taken by the condemning authority. If less than the whole or substantially the whole of the Building is thus taken or sold, Landlord (whether or not Tenant's equipment or property are affected thereby) may terminate this Lease by giving written notice thereof to Tenant; in which event this Lease will terminate as of the date when physical possession of such portion of the Building is taken by the condemning authority. If less than the whole of the Building is taken and the portion so taken materially interferes or prohibits Tenant from providing its services, then Tenant may terminate this Lease upon notice to Landlord received no later than thirty (30) days after the taking. If this Lease is not so terminated upon any such taking or sale, Landlord will, to the extent Landlord deems feasible, restore the Building to substantially its former condition, but such work will not exceed the scope of the work done by Landlord in originally constructing the Building and installing shell improvements in the Building, nor will Landlord in any event be required to spend for such work an amount in excess of the amount received by Landlord as compensation for such taking. All amounts awarded upon a taking of any part or all of the Property or Building will belong to Landlord, and Tenant will not be entitled to and expressly waives all claims to any such compensation. 2.12 DAMAGES FROM CERTAIN CAUSES Notwithstanding any provision herein, neither party will be liable to the other for any loss or damage to any property or person occasioned by theft, fire, act of God, public enemy, injunction, riot, strike, insurrection, war, court order, requisition, or order of governmental body or authority. 2.13 EVENTS OF DEFAULT/REMEDIES [add interference by Landlord of access to sun] 2.13.1 The following events will be deemed to be events of default by Tenant under this Lease: (i) Tenant fails to pay any Lease Fees or other sum of money when due hereunder and such failure continues for a period of ten (10) business days after receipt of written notice from Landlord of such failure; (ii) Tenant and/or Landlord fails to comply with its respective obligations under any provision of this Lease, and such failure continues for a period of thirty (30) days after written notice of such default is delivered to the defaulting party, provided, however, if such condition cannot reasonably be cured within such thirty (30) day period, it instead will be an event of default if the defaulting party fails to commence to cure such condition within such thirty (30) day period and/or thereafter fails to prosecute such action diligently and continuously to completion within ninety (90) days of the date of the notice of default; (iii) the Lease hereunder granted will be taken on execution or other process of law in any action against Tenant; (iv) Tenant ceases to do business or abandon any rights granted under the Lease; (v) Tenant becomes insolvent or unable to pay its debts as they become due, or Tenant notifies Landlord that it anticipates either condition; (vi) Tenant takes any action to, or notifies Landlord that Tenant intends to file a petition under any section or chapter of the United States Bankruptcy Code, as amended from time to time, or under any similar law or statute of the United States or any State thereof, or (vii) a receiver or trustee will be appointed for Tenant's Lease interest in this Lease or for all or a substantial part of the assets of Tenant. 2.13.2 Upon the occurrence of any event or events of default by Tenant, whether enumerated in Paragraph 2.13.1 or not, Landlord will have the option to pursue any remedies available to it at law or in equity without any additional notices to Tenant or demand for possession. Landlord's remedies will include but not be limited to the following: (i) terminate this Lease and take possession of the Solar Equipment; (ii) terminate electrical power to the Solar Equipment; and (iii) exercise all other remedies 4849-7712-9248.3 149 DRAFT MODEL ROOFTOP SOLAR LEASE available to Landlord at law or in equity, including, without limitation, injunctive relief of all varieties, and termination rights. Upon the occurrence of any event or events of default by Landlord, whether enumerated in Paragraph 2.13.1 or not, Tenant may exercise all remedies available to it at law or in equity, including, without limitation, injunctive relief of all varieties, and termination rights 2.13.3 Each party will be in default hereunder in the event the defaulting party has not begun and pursued with reasonable diligence the cure of any failure to comply with its respective obligations under any provision of this Lease within thirty (30) days of the receipt by the other of written notice of the alleged failure to perform. In no event will either party have the right to terminate or rescind this Lease as a result of the alleged default as to any covenant or agreement contained in this Lease. In addition, Tenant hereby covenants that, prior to the exercise of any such remedies, it will give the mortgagees holding mortgages on the Building notice and a reasonable time to cure any default by Landlord. Tenant hereby agrees that in no event will Tenant's right to recover its actual damages from Landlord hereunder exceed a sum equal to the aggregate sum of [twenty-four (24)] months of Lease Fees paid Landlord hereunder to Tenant (using the twenty-four months immediately preceding any default). If [twenty-four (24) months] have not elapsed then the maximum amount of damages will be equal to the product of twelve multiplied by the average monthly fees paid to date. Tenant acknowledges that the limitation of actions and damages is material consideration for Landlord entering into this Lease. 2.14.4 Notwithstanding the provisions of Paragraph 2.13.2 above, an event of default by Tenant which has resulted from mandated compliance by Tenant with applicable laws, rules or regulations of any federal, state or other local governmental authority will be waived by Landlord; however Tenant agrees to use all reasonable efforts to comply with the terms hereof consistent with such laws, rules or regulations. 2.15 SUBORDINATION TO MORTGAGE Tenant accepts this Lease subject and subordinate to any mortgage, deed of trust or other lien presently existing or hereafter arising upon the Building and/or the Property and to any renewals, modifications, consolidations, refinancing, and extensions thereof, but Tenant agrees that any such mortgagee will have the right at any time to subordinate such mortgage, deed of trust or other lien to this Lease on such terms and subject to such conditions as such mortgagee may deem appropriate in its discretion. Landlord is hereby irrevocably vested with full power and authority to subordinate this Lease to any mortgage, deed of trust or other lien now existing or hereafter placed upon the Rooftop or the Building and Tenant agrees upon demand to execute such further instruments subordinating this Lease or attorning to the holder of any such liens as Landlord may request, provided Tenant's use and quiet enjoyment of the Rooftop and Equipment Space will not be materially disturbed, so long as Tenant has signed the subordination agreements discussed herein and is not in default hereunder beyond any applicable cure period. In the event that Tenant should fail to execute any subordination or other agreement required by this paragraph within fourteen (14) days after receipt of the document from Landlord as requested, Tenant hereby irrevocably agrees that any mortgagee or holder of deed of trust, their successors or assigns, will have the right to terminate this Lease upon written notice to Tenant, upon the foreclosure of such mortgagee or holder's interest in the Building. Tenant agrees that it will from time to time upon request by Landlord execute and deliver to such persons as Landlord will request a statement in recordable form certifying that this Lease is unmodified and in full force and effect (or if there have been modifications, that the same is in full force and effect as so modified), stating the dates to which Lease Fees and other charges payable under this Lease have paid, stating that Landlord is not in default hereunder (or if Tenant alleges a default stating the nature of such alleged default) and further stating such other matters as Landlord will reasonably require. 4849-7712-9248.3 III. MISCELLANEOUS 3.1 ATTORNEYS' FEES 150 DRAFT MODEL ROOFTOP SOLAR LEASE In the event of a dispute hereunder, the non -prevailing party will pay the reasonable attorneys' fees and costs of the prevailing party. 3.2 NO IMPLIED WAIVER The failure of either party to insist at any time upon the strict performance of any covenant or agreement herein or to exercise any option, right, power or remedy contained in this Lease will not be construed as a waiver or a relinquishment thereof for the future. 3.3 PERSONAL LIABILITY In no event will either party be liable to the other for (a) any loss or damage that may be occasioned by or through the acts or omissions of other tenants of the Building or of any third parties or (b) any consequential, special or incidental damages. 3.4 NOTICE All notices, demands, requests, or other communications which are required to be given, served, or sent by one party to the other pursuant to this Lease will be in writing, and will be mailed, postage pre -paid, by registered or certified mail, or by a reliable overnight courier service with delivery verification, addressed as follows: If to Landlord to: and If to Tenant to: Each notice, demand, request, or communication which is mailed or delivered in the manner described above will be deemed sufficiently given, served, sent or received for all purposes at such time as it is delivered to the addressee first named above for each party (with the return receipt of verification of delivery being deemed conclusive evidence of such notice), or at such time as delivery is refused by addressee upon presentation. Either party may designate by notice in writing a new address and/or individual to which any notice, demand, request or communication made thereafter will be so given, served or sent. 10 4849-7712-9248.3 151 DRAFT MODEL ROOFTOP SOLAR LEASE 3.5 SEVERABILITY If any term or provision of this Lease, or the application thereof to any person or circumstance will, to any extent, be invalid or unenforceable, the remainder of this Lease, or the application of such term or provision to persons or circumstances other than those as to which it is held invalid or unenforceable, will not be affected thereby, and each term and provision of this Lease will be valid and enforced to the fullest extent permitted by law. 3.6 RECORDATION Tenant will have the right to record a Memorandum of Lease for purposes of memorializing its rights to the Rooftop; provided Tenant will be responsible for filing and recording a termination of the memorandum within thirty (30) days prior to the expiration of this Lease. 3.7 GOVERNING LAW This Lease and the rights and obligations of the parties hereto will be interpreted, construed, and enforced in accordance with the laws of the State of XXXXXXXX. The parties acknowledge that any court of competent jurisdiction will apply principles and rules of law as they apply to Leases and not leases, and in the event that any provision contained herein is deemed to create a lease versus a Lease such provision will be deemed severable from the remainder of this Lease. 3.8 TIME OF PERFORMANCE Except as expressly otherwise herein provided, with respect to all required acts of Tenant, time is of the essence of this Lease. 3.9 TRANSFERS BY LANDLORD Landlord will have the right to transfer and assign, in whole or in part, all its rights and obligations hereunder and in the Building, and in such event and upon such transfer Landlord will be released from any further obligations hereunder, and Tenant agrees to look solely to such successor in interest of Landlord for the performance of such obligations, provided, however, such successor in interest expressly accepts such obligations in writing. 3.10 COMMISSIONS Tenant hereby indemnifies and holds Landlord harmless against any loss, claim, expense or liability with respect to any commissions or brokerage fees claimed on account of the execution and/or renewal of this Lease any action of Tenant. 3.11 TAXES Tenant will be responsible for collecting and remitting all applicable federal, state and local taxes attributable to the ownership and operation of any equipment installed pursuant to this Lease, provided, however, that Tenant will not be responsible for any taxes imposed on the income of the Landlord derived from the Building or otherwise. 11 4849-7712-9248.3 152 DRAFT MODEL ROOFTOP SOLAR LEASE 3.12 REGULATORY AUTHORITY Tenant will use reasonable business efforts to secure any permits, Leases, regulatory approvals and authorizations from federal, state and local governments ("Permits") required currently or in the future for the provision of any services and exercise of any of its rights under the Lease, and Tenant's right and obligations hereunder will be subject to receipt and maintenance of all necessary Permits. Tenant will promptly inform Landlord of (i) any legal or regulatory development of which Tenant becomes aware that would prohibit or render all or any portion of the any Leased service commercially unfeasible or (ii) revocation of or failure to obtain any Permits. 3.13 INDEPENDENT CONTRACTOR Tenant will at all times act in its own capacity and right as an independent contractor. Tenant will have no right to make purchases, or to obligate Landlord to expend any funds or to perform any obligations other than as provided in this Lease or as may be authorized in writing by Landlord. Tenant agrees that it and any of its employees or agents will at all times present and represent itself or themselves as representatives of Tenant. 3.14 FORCE MAJEURE Except with respect to Tenant's payment obligations under this Lease, if the performance by a party to this Lease of any nonmonetary obligation hereunder is interfered with by reason of any circumstances without the fault or negligence, or beyond the reasonable control, of either party, including fire, explosion, power failure, acts of God, war, revolution, civil commotion, or acts of public enemies, any law, order, regulation, ordinance, requirement, acts of, or failures to act by, any government or any legal body or representative of any such government, labor unrest, including without limitation, strikes, slowdowns, picketing or boycotts, embargo, delay of a common carrier, or any act of any tenant or tenant's agents, or any other cause beyond such party's control, then the party affected will be excused from such performance on a day-to-day basis to the extent of such interference (and the other party will likewise be excused from performance of its obligations on a day-to-day basis to the extent such other party's obligations relate to the performance so interfered with), provided that the affected party will use reasonable efforts to remove such causes of non-performance. 3.16 OWNERSHIP OF EQUIPMENT Landowner will have no ownership or other interest in any Solar Equipment installed on the Building. The manner of operation of the Solar Equipment, including but not limited to decisions on when to conduct maintenance, is within the sole discretion of Tenant, subject to Landlord's reasonable rules and regulations as it relates to access to the Rooftop. Tenant will, in good faith, work to coordinate all construction and maintenance (emergency repairs excepted) of the Solar Equipment with Landlord so as to not unreasonably interfere with Landlord's use of the Property. 3.17 ENTIRE AGREEMENT This Lease embodies the entire agreement between the parties hereto with relation to the transaction contemplated hereby, and there have been and are no covenants, agreements, representations, warranties or restrictions between the parties hereto with regard thereto other than those specifically set forth herein. IN WITNESS WHEREOF, the parties hereto have executed this Lease as of this day of 12 4849-7712-9248.3 153 DRAFT MODEL ROOFTOP SOLAR LEASE LANDLORD: Name: Title: TENANT: By: Name: Title: 13 4849-7712-9248.3 Appendix 1 SOLAR EQUIPMENT 4849-7712-9248.3 154 DRAFT MODEL ROOFTOP SOLAR LEASE 155 Item VI.D 6/24/2015 ECCT meeting notes Present: Scott Neal, Kevin Staunton, Bill Sierks, Sarah Zarrin, Tim Barns, Ross Bintner, and Chad Millner Guests/presenters: CR -BPS, Nancy Schultz (owner) and Laura Malwitz (business director) Names in bold have actions, pis follow up on action (S) for the next meeting Next two meetings are 7/6 and 7/22 • Edina city baseline for the city buildings o Reviewed existing city GHG baseline, B3 info ■ Data continuously gets collected and updated by Ross ■ Data that was presented was updated on April 2015 ■ Data/info collection is continuous and Ross collects and inputs the data? Ross ■ Data collection is the amount of consumption of gas, water, and electricity? Ross ■ Data is on major selected bldgs not all the bidgs that city owns? Ross ■ City has started data collection since? Ross o Tim Barns attended the meeting CR -BPS, Presented a package at the meeting o They are working with the city of Duluth and a bldg. at at the univ of Minnesota o They use VFA software asset management tool o They are already working with the Edina city "utility sub -committee" that Mary Brindle and Tim barns are members 7/6 EECT meeting agenda items o Fleet information summary consumption and what is the overall strategy for reduction of GHG on fleets, Scott 156 From: Sarah F Zarrin To: Keith Kostuch: Ross Bintner Subject: Fwd: Meeting notes of 6/24 meeting Date: Wednesday, July 01, 2015 8:51:10 AM I just sent this to ECCT members to discuss at our next meeting. I have put this together with Richard early June, but has not had chance to bring up at the ECCT meeting since one meeting was cancelled and another one we had an outside presenter. I have been working on to put the outline and timeline together after introduction and background info gathering for the team. Regards, Sarah Zarrin Seagate Technology (952) 402 8719 ---------- Forwarded message ---------- From: Sarah F Zarrin <sarah.f.zarrin(j�seagate.com> Date: Wed, Jul 1, 2015 at 8:46 AM Subject: Re: Meeting notes of 6/24 meeting To: "Scott H. Neal" <sneal edinamn.gov>, "Bill Sierks (MPCA)" <bill.sierks(�state.mn.us>, Kevin Staunton <kevin(,Dstauntonlaw.com>, Richard Manser <richardmanseraicloud.com> In the early June Richard and I put the following outline together from overall meetings we had so far. Also, the purpose of it to have a talking outline for Kevin, Scott, and the EEC members on the ECCT team to take back to council and the EEC members to share the progress. Sorry, did not get a chance to share with the group earlier. We will go over this on Monday and put them in a word or power point presentation. Mission of ECCT Goal slide: consider including the following 1� Timeline of GHG reduction goals 6�) Baseline 6n Demonstrate gradual and measurable progress 69 Tracking tool, dashboard style widget 6�) Responding to requests of constituents Er) Reference to sustainability in Edina Vision o Approach slide: will require input from City to help with priorities and actionable activities T —01 *# ❑■ City government related GHG reduction 6D Focus on buildings and fleet T Short term vs. long term targets • Short: solid waste reduction, composting, water use reduction, City solar project, community solar project • Long: building replacement/upgrades, T Embed sustainable/GHG reduction principals within existing City processes (maintenance, purchasing, capital improvements, planning, status meetings, etc.) m Partnering (i.e., Xcel Partners in Energy) Et Staffing — Acquire the necessary skill set to effectively facilitate / manage / implement this process on behalf of City 157 Champion/leader at the city government to lead Regards, Sarah Zarrin Seagate Technology (952) 402 8719 On Wed, Jul 1, 2015 at 8:19 AM, Sarah F Zarrin <sarah.f.zarrin(c�seagate.com> wrote: I need to keep the meeting since I was going to add a couple of important items on the agenda as following. . I had a meeting with Keith, EEC chair, yesterday to put together agenda items for the EEC month of July meeting. The following items are crucial for The EEC members to get answers on 7/6 meeting. Since the city and council budget is coming up in July and EEC has to outline the working plans for the 2016 in the month of Aug, the following items needs to be discussed at 7/6 meeting. 1. Mission of ECCT 2. Put a timeline for the goals of the ECCT team 3. Budget allocation for meeting GHG goals for the city's bldgs and fleets 4. City planning and the champion to lead the above items at the city operations We have been meeting for 3-4 times covering background items. We know that fleets are important, it can be reviewed at one of the meetings in July or Aug. Regards, Sarah Zarrin Seagate Technology (952) 402 8719 On Tue, Jun 30, 2015 at 4:14 PM, Scott H. Neal <sneal(aedinamn.gov> wrote: Sarah — Staff cannot be ready with the fleet management presentation in time for the proposed ECCT mtg on 7/6. We will be prepared with the a wonderful presentation on fleet management for the 7/22 meeting. 158 Do you wish to meet on 7/6 anyway, or cancel that meeting? Scott Scott H. Neal, City Manager 952-826-0401 1 Fax 952-826-0390 u sneal@EdinaMN.gov I www.EdinaMN.gov t ...For Living, Learning, Raising Families & Doing Business Read my ¢l49 or follow me on Twi r. From: Sarah F Zarrin[mailto:sarah.f.zarrinCabseagate.com] Sent: Tuesday, June 30, 2015 3:24 PM To: Bill Sierks (MPCA); Kevin Staunton; Richard Manser; Sarah F Zarrin; Scott H. Neal Cc: Ross Bintner Subject: Meeting notes of 6/24 meeting Hi all, Attached is a copy of the meeting notes of 4/24 meeting. I will send to Rebecca to include in the EEC July package. The next 2 meetings are 7/6 and 7/22. Agenda item for 7/6 o Fleet information summary consumption and what is the overall strategy for reduction of GHG on fleets, Scott Regards, Sarah Zarrin Seagate Technology (952) 402 8719 Item VILA 159 From: Isabel Meyer To: Ross Bintner Subject: Re: Energy & Environment Commission - Raising Ducks in Edina Date: Friday, May 29, 2015 3:50:59 PM Dear Mr. Bintner, I understand that ducks are not currently allowed in Edina. However, I have read the ordinance that accepts keeping chickens and hope that a similar rule can be made for ducks. Knowing that you are part of the Energy and Environment Commission, I decided to contact you. I was wondering if this idea could be brought up at the next council meeting, as a proposal for a bylaw. Thank you for your consideration. Sincerely, Isabel Meyer On May 29, 2015, at 9:27 AM, Ross Bintner <RBintneraEdinaMN.gov> wrote: Isabel, You spoke with the right person. Tim Hunter enforces the animal ordinances in the City. I gather ducks are not allowed? Ross Bintner, PE, Environmental Engineer <lma e003. n > 952-903-5713 1 Fax 952-826-0392 g P g RBintnerO.EdinaWoov I www.EdinaMN.aov ...For Living, Learning, Raising Families & Doing Business From: Isabel Meyer[mailto:meyerisabe102(&amail.com] Sent: Thursday, May 28, 2015 3:47 PM To: Ross Bintner Subject: Energy & Environment Commission - Raising Ducks in Edina Dear Mr. Bintner, My name is Isabel Meyer. I have spoken to Timothy Hunter concerning the following issue, and he referred you to me. My sister and I want to purchase and maintain two domestic ducks. We live on Browndale Avenue in Edina. I read the city Code of Ordinances and I understand that it is ok to own and maintain four female chickens in Edina (Section 8-212). If we were to purchase ducks, we would buy two egg -laying females. We would keep them in an enclosed area (a coop or pen) so they would not be a distraction to our neighbors. When I was researching ducks, I found out that they are much quieter than chickens. I discovered the Pekin duck, which closely resembles a chicken. Pekin ducks cannot fly, but they can produce up to two eggs daily. Pekin ducks are domesticated and raised for the purpose of laying eggs. They a generally easier to take care of than chickens, because they have higher intelligence. Unlike chickens, ducks do not tear up your garden. If I had two female Pekin ducks, I would take care of them almost exactly as I would a chicken. Ducks are low maintenance and they produce healthier eggs than most birds. Thank you for your consideration. 160 Sincerely, Isabel Meyer Below is an article on the advantages of having a duck (over a chicken): Advantages over Chickens With the exception of Call ducks (which can be noisy, this was what they were bred for!) ducks are quieter than chickens so keeping a few ducks may well be the answer if you don't want to disturb the neighbours. If you allow your birds to free range around the garden, chickens tend to scratch up everything they can find in search for worms and other delights. They will peck at most plants that are chicken height. Ducks on the other hand will not bother so much with plants and don't scratch up the ground with their webbed feet. Eat the duck eggs. Duck eggs are richer and higher in protein, calcium, iron, and potassium as compared to chicken eggs. Many breeds of duck also lay more eggs on a yearly basis than chickens do. if -11 Item IKA CITY OF EDINA MINNESOTA ENERGY & ENVIRONMENT COMMISSION March 2015 — February 2016 Term SUMMARY AND DRAFT SCHEDULE Advisory, Date MM/YY Acted on Not Acted No response Golf dome re -commissioning 10/12 Item # WP1.1 Workplan GHG Measurement X WP1.2 City Building Energy March staff report on building energy use WP1.3 Capital Process Environmental Considerations X WP2.1 Community Solar May CC Community Solar advisory. WP2.2 Coordinate with PC, ETC, PB X WP2.3 Promote Home Energy Squad April Edina dialogue event, April Movie, June Motion to recommend $3200 OR1 Green Step Cities Reporting May annual assessment OR2 Urban Forestry OR3 Solid Waste and Recycling OR4 Purchasing policy, review annual report OR5 Business Recycling OR6 Local Food / Bees and Chickens Ordinances passed Spring 2015. May recommendation for Xcel franchise agreement WP = work plan number. OR = ongoing responsibility number Advisory, Date MM/YY Acted on Not Acted No response Golf dome re -commissioning 10/12 X New facility carbon goals 10/13 X Urban forest task force 3/13 X Yorktown community garden pervious parking 4/13 X Water bottle sales 4/14 X EEEP transfer to SPPA 5/14 X Building energy system CIP 1/15 X Braemar capital improvements, 1/15 X CIP environmental considerations, 1/15 X Fleet operations task force, 1/15 X Grandview sustainability principles, 3/15 X Community solar joint purchase, 5/15 X March 12, 2015 Televised Meeting Item of focus: Elect Chair and Vice Chair. Presentations: TELEVISED MEETING April 9, 2015 Meeting Item of focus: EEC/CC Meeting Recap Presentations: None May 14, 2015 Meeting Item of focus: Xcel Energy Franchise Presentations: June 11, 2015 EEC/CC Joint Workshop 162 Item of focus: City Climate Commitment Subcommittee, Water Bottle Advisory (Sarah) Presentations: July 9, 2015 Meeting Item of focus: Street Sweeping, Community Solar, EEC Workplan, City Climate Commitment Subcommitee Presentations: August 13, 2015 Meeting Item of focus: Xcel Partners In Energy Program / Working Group Creation September 10, 2015 Meeting Item of focus: Workplan, Presentations: October 8, 2015 Meeting Item of focus: Presentations: November 12, 2015 Meeting Item of focus: Presentations: December 10, 2015 Meeting Cancel January 14, 2016 Meeting Item of focus: Presentations: February 11, 2016 Meeting Item of focus: Presentations: 163 ENERGY AND ENVIRONMENT COMMISSION 2015 Annual Work Plan Approved by City Council on 12/16 with following notes: Certain items are not included in the approved budget. Projects that involve considerable staff time may need to span two calendar years. Suggest that prioritization be considered during upcoming joint meeting. New Initiative Target Budget2015 ... Workplan Item 1 (WP1) Completion Required Required Approval Date Reduce Energy Consumption and Greenhouse Gas Emissions (GHG) in City of Edina Operations to meet Comprehensive Plan Chapter 10 Goals. 1) Measurement — continue to use and refine metrics and analyses a. B3 database for all City Buildings April 1, 2015 Staff Time Tim Barnes (12hrs) b. Create metrics for City vehicle fleets(gallons of fuel) July 1, 2015 Staff Time Gunnar Kaasa (20hrs) c. Create metrics for Utility operations (energy usage) July 1, 2015 Staff Time Dave Goergen (20hrs) d. Regional Indicators for City as a whole April 1, 2015 $500 (Consultant) 2) City Building Energy Efficiency initiative a. EEC Commissioners to work with City Manager and City October 1, Staff + $1,000 Scott Neal (8hrs) Building manager to create a detailed plan for retrofitting 2015 (Consultant) Tim Barnes (80hrs) existing buildings within 5 years b. At least one building will be retrofitted in 2015 either under December 31, Staff + $10,000 Tim Barnes (200hrs) the City's own effort or under the State GESP program 2015 (Consultant) 3) City Capital Process Environmental Considerations Initiative a. EEC to review results of having an environmental April 1, 2015 Staff Time Eric Roggeman (20hrs) considerations section in 2014 CIP process. EEC commissioners will work with City staff to refine and expand so that all capital decisions (i.e., new buildings, major building renovations and fleet purchases) have explicitly environmental analysis on how they will affect City GHG 164 commitments . Progress Report: New Initiative Target Budget2015 ... Workplan Item 2 (WP2) Completion Required Required Approval Date Promote the Reduction of Energy Consumption and Greenhouse Gas Emissions (GHG) in the City of Edina at large to meet Comprehensive Plan Chapter 10 Goals. 1) Community solar project a. City will allocate staff time to scope, bid and execute a December 31, Staff + $10,000 Ross Bintner (100hrs) community solar project on a city building in 2015 once PUC 2015 (Consultant) finalizes community solar details. Public Works roof is initial target site. b. EEC commissioners will work with the City staff on this effort c. The City will determine whether it wishes to purchase a share in this project for itself d. The April 2015 EEC community event will be used to roll out April 1, 2015 Staff Time Krystal Caron (80hrs) Community Solar to residents 2) EEC coordination with Planning, Transportation and Parks commissions to achieve Chapter 10 commitments a. EEC commissioners will be encouraged to track these December 31, None None commission meetings and to comment and recommend 2015 actions per the City's commitments 3) Expand City subsidized Home Energy Squad (HES) installs for residents a. The City will fund 150 HES installs at a cost of $10500, December 31, $10,500 Minor prioritize for lower income (a dramatic increase over the 2015 (Consultant) current funding of $4000) b. EEC will educate and promote HES with the goal to get 500 visits in the year. Progress Report: 165 Ongoing Responsibilities Green Step Cities Reporting — review ongoing activities in GreenSteps program. Urban Forestry —track progress through Parks and Planning Commissions, review final product. Solid Waste and Recycling —track MPCA compost rulemaking and emerald ash borer quarantine changes. Annual Purchasing Policy Report — review ongoing purchasing activities. Business Recycling—track progress Local Food Task Force — track progress Other Work Plan Ideas Considered for Current Year or Future Years Proposed Month for Joint Work Session: January, August 166 2015 EEC Workplan preface Whereas the City of Edina is forward looking with respect to energy and environmental matters; and Whereas the City of Edina is committed to significant GHG emission reductions of 15% below 2007 levels by 2015; and Whereas the City of Edina is committed to GHG emission reductions of 30% below 2007 levels by 2025; and Whereas the City of Edina is committed to GHG emission reductions of 80% below 2007 levels by 2050, the EEC recommends the following course of action to attain or exceed those goals: Item IX.B 167 2015 COPY DEADLINES About Town (Circulation 25,000) Jan. 16 for Spring/April 1 issue April 17 for Summer/July 1 issue July 17 for Autumn/Oct. 1 issue Oct. 16 for Winter 2016/Jan. 1 issue Public Works Pipeline (About Town magazine insert) April 17 for Summer/July 1 issue July 17 for Autumn/Oct. 1 issue Activities Directory (Circulation 25,000) Dec. 23/29,2014 for Spring/Summer issue June 5/12 for Fall issue Oct. 2/9 for Winter issue Dec. 22/29 for Spring/Summer 2016 issue City Slick Jan. 9 for January issue Feb. 6 for February issue March 6 for March issue April 3 for April issue May 1 for May issue May 29 for June issue June 26 for July issue July 24 for August issue Sept. 4 for September issue Oct. 2 for October issue Oct. 30 for November issue Nov. 25 for December issue More Uncorked (Sun -Current newspaper insert) Jan. 21 for Feb. 5 distribution Feb. 18 for March 5 distribution March 18 for April 3 distribution April 22 for May 7 distribution May 20 for June 4 distribution June 17 for July 2 distribution July 22 for Aug. 6 distribution Aug. 19 for Sept. 3 distribution Sept. 23 for Oct. 1 distribution Oct. 21 for Nov. 5 distribution Nov 18 for Dec. 3 distribution Edition: Edina (Sun -Current newspaper insert) Jan. 9 for Jan. 29 distribution Feb. 6 for Feb. 26 distribution March 6 for March 26 distribution April 3 for April 30 distribution May 6 for May 28 distribution June 3 for June 25 distribution July 3 for July 30 distribution Aug. 5 for Aug. 27 distribution Sept. 2 for Sept. 24 distribution Oct. 2 for Oct. 29 distribution Nov 4 for Nov. 25 distribution Dec. 2 for Dec. 30 distribution The Times (Senior Center newsletter) Jan. 5 for February issue Feb. 6 for March issue March 6 for April issue April 3 for May issue May 1 for June issue June 5 for July issue July 31 for August issue Aug. 7 for September issue Sept. 4 for October issue Oct. 2 for November/December issue Dec. 4 for January 2016 issue Agenda: Edina Scripts are generally prepared by the 1st and 15th of every month. Story ideas and calendar listings should be turned in before then. Beyond the Badge Scripts are generally prepared the first week of every month. Story ideas should be turned in before then. Enterprise Edina Scripts are generally prepared the first week of every month. Story ideas should be turned in before then. There is no December episode. Item IX.E �C)Poara ana Commission Communication with City Council: 168 .7 Board and Commission Communication Writing Formats• 169 A resolution is a document that contains all the issues the commission wants to solve and the proposed Resolutions set forth background information and propose a course of action. "Whereas" statement: which provides the basic facts and reasons for the resolution; the rationale for the course of action. "Resolved" statement: identifies the specific proposal for the requestor's course of action; stated as a motion. Letter in support or opposition of an issue. Recommendation or request of action. Approved by entire Board and Commission