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HomeMy WebLinkAbout5.d. USPCI Trust Funde f CITY OF ROSEMOUNT EXECUTIVE SUMMARY FOR ACTION CITY COUNCIL MEETING DATE: October 6, 1992 AGENDA ITEM: USPCI Trust Fund AGENDA SECTION: City Trustee Appointments Old Business PREPARED BY: Stephan J'lk,"City Administrator AGENDA un— I UEM # 5D ATTACHMENTS: Trust Agreement APP VED Y:' 't1 According to the Trust Agreement approved between the City of Rosemount and USPCI the Mayor of Rosemount will recommend and the City Council will approve the three Trustees appointed by the City. The Company, USPCI, will be appointing two Trustees and the City Council will be informed of those two appointments when ma e USPCI is expecting to 'be in operations of their facility sometime in October of 1992 and it is important that the Board of Trustees be established soon so that they are in place when funds begin being placed into the Trust. As the trust agreement indicates these trustees will not be controlled in their decision making by the City Council and/or the Company once they are appointed. They will ac on their own unless removed by the Council or the Company. Attached please find a copy of the trust agreement as approved. Please see pages 5, 6 and 7 asit refers to the trustees for the Trust. Information on the three appointees that the Mayor is recommending for appointment will be provided. RECOMMENDED ACTION: A motion approving the appointment of the three persons recommended by Mayor Mcmenomy to the USPCI, Inc. Rosemount Community Trust Board of Trustees for a period of three years commencing January 1, 1993 or until replaced by the City Council according to the Trust Agreement. COUNCIL ACTION: • USPCI, INC. ROSEMOUNT COMMUNITY TRUST This Trust Agr 1989, by and betwee the laws of the Sta "Donor"), and o as "Trustees-). ement made this day of ��,,,_ USPCI, INC., a corporation organize under e of Delaware (hereinafter referred to as ------�- and `�Fiere'fna�te`r �olrect—iv`ely referred 1. Purpose . oTrust. This trust is created and shall be operated exc Mvel or the benefit of the citizens of Rosemount and the City of Ros mount, including, but not limited to, the following purposes: (a) To provide for the construction and maintenance of facilities for public recreation; (b) To furthr community, industrial, governmental and physical planning in the City of Rosemount; (c) To impro a living and gwelfareconditions thewithin citizensCity of Rosem unt forgeneral Rosemoun . (d) To furth r public educational opportunities, whether by establis ing programs or facilities devoted to educatio al purposes, or the furnishing of educational scholarships; and (e) To provide for the charitable needs of the citizens of Rosemount and the City of Rosemount, within the meaning of Section s01(c)(3) of the Internal Revenue Code of 1986, and amendments supplementary thereto. This trust is formed for and shall be operated exclusively for such purposes and in such a manner as shall make this trust tax exempt and the donations to it deductible from taxable income to the extent allowee by the provisions of the Internal Revenue Code of 1986 and such other applicable legislation and regulations as they now exist or as they may be amended. No part of the trust fund shall inure to the benefit of any private_ shareholder or individual, and no part of the activities of this trust shall consist of carrying on propaganda, or otherwise attempting, to influence legislation, or of participating in, or intervening in (including the pu lication or distribution of statements), any political campaigi on behalf of any candidate for public office. Notwithstanding any other provisions, this trust shall not conduct or carry on any activities not permitted to be conducted or carried on by any organization which is tax exempt or by an organization to which donations are deductible from taxable income to the extent allowed by the provisions of the Internal Revenue Code and other a plicable legislation and regulations as they now exist or may her after be amended. (j) To .employ suitable accountants, agents, counsel and custodians and to pay their reasonable expenses and compensation; (k) To register any securities held by them in their own name, or, to the extent permitted by law, in the name of a nominee with or without the addition of words indicating that such securities are held in a fiduciary capacity and to hold any securities unregistered or in bearer form; (1) To make, execute and deliver all instruments necessary or proper for the accomplishment of the purpose of this trust or of any of the foregoing powers, including deeds, bills of sale, transfers, leases, mortgages, security agreements, assignments, conveyances, contracts, purchase agreements, waivers, releases and settlements; (m) To exercise any and all powers granted to Trustees under Minnesota Statutes 5501.66, as it exists at the date of execution of this Trust Agreement; and (n) Any other provisions of this agreement notwithstanding, the Trustees shall not engage in any act of self-dealing as defined in Section 4941(d) of the Internal Revenue Code of 1986, or corresponding provisions of any subsequent federal tax laws; nor retain any excess business holdings'as defined in Section 4943(c) of the Internal Revenue Code of 1986, or corresponding provisions of any subsequent federal tax laws; nor make any investments in such manner as to incur tax liability under Section 4944 of the Internal Revenue Code of 1986, or corresponding provisions of any subsequent federal tax laws; nor make any taxable expenditures as defined in Section 4945(d) of the Internal Revenue Code of 1986, or corresponding provisions of any subsequent federal tax laws. '7. 'trustees Designation and Succession. The trust shall be managed and administered by five (5) Trustees. Class I 7t'ustees shall -be nominated and appointed by the Mayor of the City of Rosemount, with the approval of the City Council of Rosemount at the first City Council meeting in January of each year. Class I Trustees shall consist cz three (3) Trustees who are residents of the City of Rosemount, selected for their knowledge of the needs of the citizens of Rosemount and the City of Rosemount. No more than one Class I Trustee may be either a member of the Rosemount City Council or an employee of the City of Rosemount. Class I Trustees shall serve for three (3) year terms and may not -serve for more than two (2) consecutive three (3) year terms. Upon the initial appointment and designation of Class I Trustees, the Mayor shall designate and stagger the terms of the initial Trustees such that in January of each year a Trustee must be designated and appointed by the Mayor of the City of Rosemount, with the approval of the City Council of Rosemount. Class II Trustees, consisting of two (2) Trustees, shall be designated and appointed by the Donor. Class II Trustees shall serve at the pleasure of the Donor. Any Trustee may resign his office at any time without leave of Court by written notice to all Trustees then in office. The resignation shall be effective as of the time set forth in said notice of resignation. Vacancies existing in the office of Class I Trustees, for whatever cause, shall be filled by appointment by the Mayor of the City of Rosemount, subject to approval by the City Council of Rosemount. Vacancies existing in the office of Class II Trustees, for whatever cause, shall be filled by the Donor. The Trustees may act notwithstanding the existence of any vacancies so long as there shall continue to be at least three (3) Trustees in office. The appointment. of Trustees and successor Trustees shall be made by an instrument in writing. In the case of Class I Trustees, the writing shall contain a certified copy of the resolution of the City Council of Rosemount appointing the Trustee or successor Truste. In the -case of Class II Trustees, the writing shall be si ned by an executive oEEicer.of the Donor and appoint the Tru tee or successor Trustee. Trustees shall assume office immed ately upon their appointment, unless the notice of appointee t provides otherwise. Every successor Trustee shall have the same powers and duties as those conferred upon the Trustees named -in t is Trust Agreement. 8. Bond and Compensation. No Trustee shall be required to furnish any bond or surety. Each Trustee shall serve without compensation for services, but all expenses of this trust or of any Trustee shall be paid by the Trustees from the trust fund. 9. Acceunti b Trustees. The Trustees shall render accounts o their ransact ons to the Donor and the City of Rosemount at least annually, and the Donor and the City of Rosemount shall approve such accounts by an instrument in writing delivered to the Trustees* In the absence of the filing in writing with the Trustees by the Donor or the City of Rosemount of exceptions or_objections to any such account within sixty (60) days, --.-the Donor and the City of Rosemount shall be deemed to have approved such acco nt;:and in such case or upon the _written approval of the Donor and the City of Rosemount of any such account, the Trustees shall be released with respect to all matters and things set forth in such account as though such account had been settled by the decree of a court of competent jurisdiction. In the event either the Donor or the City of Rosemount do not approve such account, both the Donor and the City of Rosemount shall have such rights as are granted by law to the beneficiaries and trustees of the trust to require an accounting. No persons other than the Donor and the City of Rosemount may require an accounting or bring any action against the Trustees with respect to t is trust. The Trustees may at any time initiate r the settlement of their accounts legal action or p oceedings fo and, except as otherwise required by law, the only necessary parties defendant to such action or proceeding shall be the Donor and the City of Rosemount. 1'0. Liability of Trustees. No Trustee shall be answerable for loss in investments inai —`Me n good faith. No Trustee shall be liable for the acts or omissions of any other Trustee, or of any accountant, agent,'counsel or custodian selected with reasonable care. Each Trustee shall be fully protected in acting upon any instrument, certificate or paper, believed by him to be genuine and to be signed or presented by the proper person or pesons, and no Trustee shall be under any duty to make any investigation or inquiry as to any statement contained in any such writing but may accept the same as conclusive evidence of the troth and accuracy of the statements. 11. Amendment. This Trust Agreement may be amended or modified from time to time by the unanimous consent of the Trustees, together with the approval of the City of Rosemount and the Dbnor, whenever necessary or advisable for the more convenient or efficient administration of this _trust or to enable the Trustees to carry out the purpose of this trust more effectively, but no such amendment or modification shall alter the intention of the Donor that this trust be operated exclusively for the purposes set forth in Section 1 hereof, and in a manner which shall make this trust tax exempt and the donations to it deductible from taxable income to the extent allowed by the provisions of the Internal Revenue Code of 1966 and other applicable legislation and regulations as they now exist or as they may be amended. livery amendment or modification of this agreement shall be made in writing, and shall be signed by the City of Rosemount, by two (2) officers of the Donor pursuant to authority of its Board of Directors, and by all Trustees, and shall be delivered to each of the Trustees then in office. 12. irrevocability and Termination. This trust shall be irrevocable, but may be term nated at any time by unanimous action of the Trustees, with the approval of the City of Rosemount and the Donor. Upon any such termination, the Trustees shall promptly distribute the entire trust Lund to qualified recipients under the terms of this trust. 13. Situs. This agreement is executed and delivered in the State of Min senin sen ota, the situs of the trust shall be in the State of Minnesota, and all terms and provisions of this trust shall be governed by the laws of the State of Minnesota. 14. Acceptance of Trust. The Trustees accept this trust, and hold, manage and 'a min ster the trust fund in accordance with the terms of this agreement. _7_ IN WITNESS WHE Rosemount, Minnesot Trustees, Attest: By: Its: Secretary IEOF, this agreement has been executed in �, by the Donor and each of the named STATE OF MINNESOTAI) USPCI, INC. By' Its; President USPCI, INC. ROSEMOUNT COMMUNITY TRUST FUND Trustee - Trustee Trustee Trustee Trustee I)ss. COUNTY OF DAKOTA ) On this day of , 1989, before me, a Notary Public, within and for said County, personally appeared and _► the Prudent and Secretary— respectively of USPCI',_ INC., to me known to be the p rsons named in and who executed the foregoing instrument and ac nowledged that they executed the same on behalf of the corpora tia Notary Public STATE OF MINNESOTA) COUNTY OF DAKOTA )ss/ On this day of , 1989, before me, a Notary Public, wit its and for said County, personally appeared ..�..._, Trustee for the USPCI, INC. ROSEMOUNT COMMUNITY TRUST FUND, to me known to be the person named in and who executed the foregoing instrument and acknowledged that he executed the same on behalf of the trust fund. Notary PUSITC --�- STATE OF MINNESOTA) COUNTY OF DAKOTA )ss. On this day of , 1989, before me, a Notary Public; w1"TWin and for sai County, personally appeared ---- ___ , Trustee for the USPCI, INC. ROSEMOUNT COMMUNITY TRUST FUND, to me known to be the person named in and who executed the foregoing instrument and acknowledged that he executed the same on behalf of the trust fund. Notary Public STATE OF MINNESOTA) )$s. COUNTY OF DAKOTA ) this NotarynPublic; wj- ingandffor sai Co t _, personally before me,ear a • y, personally appeared , Trustee for the USPCI, INC. ROSEMOUNT IMMUNITY TRUST FUff, to me known to be the person named in and who executed the foregoing instrument and acknowledged that he executed the same on behalf of the -trust fund. Mttary Pu lc - -9- . STATE OF MINNESOTA COUNTY OF DAKOTA sse On this day of - , 1989, before me, a Notary Public, wit in and for said County, personally appeared , Trustee for the USPCI, INC. ROSEMOUNT COMMUNITY TRUST FUND, to me known to be the person named in and who executed the foregoing instrument and acknowledged that he executed the same on behalf of the trust fund. STATE OF MINNESOTA COUNTY OF DAKOTA On this Notary Public, wit COMMUNITY TRUST FC who executed the f executed the same 100689 Notary -Pu�M as* day of , 1989, before me, a iin and for sa d County, personally appeared , Trustee for the USPCI, INC. ROSEMOUNT JD, to me known to be the person named in and Dregoing instrument and acknowledged that he )n behalf of the trust fund. Nota- y PUb`f is -10- USPCI, INC. (h corporation with it local office at representations Minnesota municipa Minnesota (herein WITNESSETH: DEVELOPMENT COMMITMENT =rein referred to as "USPCI") a Delaware principal office at Houston, Texas and its mount, Minnesota, makes the following commitments to the CITY OF ROSEMOUNT, a corporation located in Dakota County, ferred to as "City"). 1. Project -(Facility. USPCI proposes to locate in the City a non -hazardous industrial waste containment facility ("the Facility or "the Project") as generally described in both the Environmental Assessment Report dated November 28, 1988, prepared by Environmental Engineering and Management, Ltd., a copy of which Environmental Assessment Report (herein referred to as "EAR") has been provided to.the City as well as the Preliminary Permit Application dated April, 1989 which was also prepared by Environmental Engineering and Management, Ltd. The Facility will be located on approximately 240 acres of land ("the Property") as is more specifically described on the attached Exhibit "A", which is incorporated herein by reference. The proposed Facility is a "state of the art" project and will allow containing of non- hazardous industrial waste in a manner vastly superior to the way these wastes are presently being disposed of in Dakota County. 2. Environmental Im act Statement. USPCI has affirmatively requested an Environmental Impact Statement ("EIS") of the Project which study is presently underway. rt 0/`./89 3. Approvals. It is understood that various governmental approvals are required for the Project including approvals at the federal, state, and regional as well as local level. 4. Economic Benefits. The Facility, in addition to providing a "state of the art" facility for the handling of non- hazardous industrial waste, will also provide economic incentives from USPCI as delineated in this Commitment to the City as required in conjunction with permits and approvals required under the City Zoning Ordinance. NOW, THEREFORE, USPCI hereby represents and commits to the City as follows: S. City Approval. The commitments herein contained are subject to USPCI obtaining all governmental approvals required for the Project, including but not limited to all permits, authorizations and approvals from the City required to allow construction, operation and.maintenance of the Facility. The commitments are further conditioned upon the issuance, existence and continuance of all permits, approvals and authorizations required to allow construction, operation and maintenance of said Facility. 6. USPCI to Proceed. USPCI agrees to construct, operate and maintain the Facility on all or a portion of the Property, as outlined in the EAR, subject to obtaining all necessary approvals and subject to such modification, if any, as may be required, and agreed to by USPCI resulting from the EIS or reasonable mandates from other approvin- authorities. - 2 - 7. Tax capabilities of INCREMENT DISTRI commercial develo ment Financing. USPCI understands the City or its HRA to establish and operate TAX in their program to expand industrial and int in the City. In an effort to assist in this effort USPCI will not object to the City or its HRA in establishment of such a district to include the Property. S. Park Dedication Fees. USPCI recognizes the City of t?n�cmnlmt�s park and Recreation development program and the methods the City uses to fund this program by collection of "Park Dedication Fees". USPCI also recognizes the equivalent payment which would be required to be paid if their Project would be required to go through a platting process. Because the City could require this platting and a specific park dedication fee would be required, although the City is not requiring that the Property be plated, USPCI will voluntarily make a non-refundable payment of $85,0 0 in lieu of the park dedication fee. This is the amount of ten (10) acres equivalent dedication or ten (10) times the current per acre value for this purpose. (1989 value of $8,500 per acre = $85,000). The payment may be made in five (5) equal annual installments of $17,000 each. The first installment shall be due on the date the City issues a permit for the Project and subsequent installments shall be due annually thereafter on the same day each year for the next four (4) years. If uSPCI-decides to pay the fee in installments, it agrees to furnish the City an irrevocable letter of credit to guarantee - 3 - payment of the unpaid portion of the fee. The bank issuing the letter of credit and the form of the letter of credit shall be approved by the City. 9. Option to Purchase. At such time as the storage cells are completed and closed, and the Facility will no longer be accepting waste, the City will have an option for a period of 12 months immediately subsequent to closing of the last cell, to purchase that portion of the Property not required for closure and maintenance of the Facility. Said option right will terminate, if not exercised prior thereto, 12 months after closure of the last cell. The purchase price will be an amount equal to 85 percent of the value of the Property being purchased, as said value is determined by appraisal. USPCI shall select one appraiser familiar with real estate values in Dakota County and the City shall select one appraiser familiar with real estate values in Dakota County. The two appraisers shall select a third appraiser and the three appraisers shall proceed to determine the fair market value of the Property. If the two appraisers selected by the City and USPCI are unable to agree on the third appraiser, they shall apply to the Chief Judge of the District Court in Dakota County, Minnesota and the Chief Judge shall select the third appraiser. Any valuation agreed upon by a majority of the appraisers shall be accepted as final by both USPCI and the City. Payment shall be in cash, at closing, unless otherwise agreed by the parties with the Property being sold in an "as is" condition, free of all encumbrances and with real estate taxes due in the year of closing pro -rated to date of - 4 - closing. USPCI Registered Prop title insurance f 1 all provide to the City an Abstract of Title or y Certificate, evidencing marketable title,.or a title insurance company acceptable to the City. USPCI shal have the right to determine which acreage is not required for Ilosure and maintenance and is therefore subject to the terms of this option, which determination shall be made at the time of closure of the last cell. Upon closure of the last cell, USPCI shall notify the City in writing of this event, receipt of which otice shall commence the 12 month option period. Notice o exercise of the option, during the option term, shall be in writing delivered to USPCI. Closing shall be within 90 days of notice of exercise of the option. The City may, during the term of the option, exercise same and purchase the Property, but shall not be under any obligation to do so. If prior to closure of the final cell, a portion of the Property has been conveyed to the Metropolitan Waste Control Facility for its use and purposes, as is presently contemplated with reference to approximately to (10) acres of the subject Property, said Property shall bE excluded from the Property to which the option rights shall apply. If requested by the City, USPCI will execute .and deliver to the City a real estate option in standard recordable form, setting forth the terms of this option. 10. City Service Charge. a. Basis for Charge. USPCI recognizes certain aspects of the prior -app Facility of the has required and ,oval review, placement and operation of a nature proposed in a residential/rural type city will further require the City to expend funds - 5 - for the pre -approval review and the ongoing monitoring of the operation of the Facility, the administration of the permit for the Facility and interaction with USPCI and state, county and federal agencies. The City may incur other costs associated with the Facility and its impact on the City. b. Base Service Charqe. To offset those costs, USPCI will, for each ton of waste deposited into the Facility, pay the City a City Service Charge. The City Service Charge which shall initially be imposed, commencing with the first day the Facility accepts waste, shall be computed at the rate of $2.75 per ton, for each ton accepted and disposed of in the Facility. Tonnage computation for the City Service Charge shall be the same as for the Waste Generation Charge. This City Service Charge shall be subject to adjustment, from time to time, and offset, as hereinafter provided. Payments shall be made monthly to the City at 2875 - 145th Street West, Rosemount, Minnesota 55068, or such. other location designated in writing by the City. Payments for each month shall be due by the 15th day of the following month. C. Generator Charge Adjustment. At the present time it is anticipated that the initial per ton fee charged by USPCI to waste generators ("Waste Generator Charge") will be $75.00 per ton, and the City Service Charge payable to the City, is predicated on that anticipated Waste Generator Charge. If the Waste Generator Charge is increased or decreased by USPCI (other than as a result of an increase in amounts due governmental entities after the Facility commences operation, such as special taxes, permit fees, etc., which governmentally required increases - 6 - ^1 shall not impact the per ton charge due the City pursuant to this paragraph) then the City Service Charge shall be adjusted pro - rata. Accordingly.and by way of example, if there is a ten (10) percent increase in the Waste Generator Charge (other than governmentally mandated) then the City Service Charge shall likewise be increased by ten (10) percent. Adjustment based on this subparagraph c) shall be applied to the previously existing City Service Charge, before the following adjustments or offsets. d. Ad'us ment for Future Required, Legislatively Imposed, or Ne oti ted Payments. If there are future required, negotiated or legislatively mandated payments due to the City by USPCI (other than as provided herein) the intent of which is to respond to impacts resulting from the Facility, such payments shall be an offset against and a reduction of the amounts due.the City pursuant to this paragraph. Accordingly and by way of example if the Minnesota Legislature or other governmental entity with authority to do so mandates that USPCI shall pay the City a tax, or other imposition, the amount of said tax or imposition shall reduce the City Service Charge, dollar for dollar, due pursuant to this paragraph. e. Consultant Offset. To assist the City in evaluating the Application of USPCI for necessary rezoning and permit issuance, the City has, and will hereafter retain outside consultants (e.g. legal, environmental, etc.) to assist it. USPCI has agreed to reimburse the City for these outside consultant expenses, pursuant to a letter agreement dated in August 1989. Pur uant to said letter agreement, USPCI has - 7 - deposited funds with the City and may hereafter deposit additional funds with the City, to reimburse the City for outside consultant expenses. At the time of City issuance of the last permit required by USPCI to construct the Facility, the amount of the outside consultant expense incurred by the City will be determined and will be paid by USPCI to the City unless these funds advanced by USPCI to the City exceed said amount, in which case said excess shall be returned to USPCI. The total amount expended or incurred by the City up to the time of issuance of the last permit (the "Consultant Offset" amount) will be an offset against the City Service Charge due the City by USPCI pursuant to the preceding provisions of this paragraph. Said Consultant Offset amount will reduce the per ton City Service Charge at the rate of 25 cents per ton, until the total Consultant offset amount has been eliminated. Accordingly and by way of example if the total..consultant charge amount is $50,000, the amount due by USPCI to the City for the first 200,000 tons deposited in the Facility, determined in accordance with the foregoing subparagraphs, shall be reduced by 25 cents per ton. f. The City agrees that the funds provided pursuant to this paragraph will not be used in any manner directly competitive to the business operations of USPCI at the Facility. Nothing in this provision shall be construed to limit the City of Rosemount's participation in recycling efforts. 11. City of Rosemount - USPCI Community Trust Fund. a. Establishment. USPCI in conjunction with the City - 0 - 1 will establish a Community Trust Fund which shall be known as the City of Rosemount USPCI Community Trust Fund. The trust fund will be administered by a board of trustees made up of five (5) persons, three (3) of whom will be designated by the City and two (2) by USPCI. The trust will be funded by USPCI with a payment of $4.00 per ton (subject to adjustment as hereinafter provided) for each ton of waste accepted and disposed of in the Facility during the years that the Facility is accepting waste. Tonnage computation for tha City Service Charge shall be the same as for the Waste Generator Charge. Payments to the trust shall be made monthly at such place designated in writing by the trustees. Payments for each month shall be due by the 15th day of the following month. b. Use. The principal of the trust may only be used at the determination of the trustees as set out in the trust agreement. Detailed activity of the trust fund shall be as set forth on the trust document, a copy of which is attached hereto as Exhibit "B" and. incorporated herein by reference. C. Ad'u tment Based on Waste Generator Charge. At the present time it is anticipated that the initial per ton fee charged to waste generators ("Waste Generator Charge") will be $75.00 per ton, a d the Community Trust Fund Charge payable to the Trust, is predicated on that anticipated Waste Generator Charge. If the Waste Generator Charge is increased or decreased by USPCI (other t an.as a result of an increase in amounts due governmental entiies after the Facility commences operation, such as permit fe s, etc., which governmentally required increases shall not impact the per ton charge due the City pursuant to this paragraph) then the Community Trust Fund Charge shall be adjusted pro -rata. Accordingly and by way of example if there is a ten (10) percent increase in the Waste Generator Charge (other than governmentally mandated) then the Community Trust Fund Charge shall likewise be increased by ten (10) percent. Adjustment based on this subparagraph (c) shall be applied to the previously existing Community Trust Fund Charge, before the following adjustments or offsets. d. The City agrees that the funds provided pursuant to this paragraph will not be used in any manner directly competitive to the business operations of USPCI at the Facility. Nothing in this provision shall be construed to limit the City of Rosemount's participation in recycling efforts. 12. Miscellaneous. a. The City will be given access to operating records of USPCI for the purpose of verifying the accuracy of the amounts reported to have been accepted at the Facility. b. USPCI agrees that any permit issued by the City for the Project may incorporate the provisions of this Commitment. C. USPCI agrees not to sell, assign, or transfer its interest in the Facility or Property without the prior consent of the City. It is further understood that the City may not assign rights or obligations of the City hereunder without prior written consent of USPCI. - 10 - 13. Summary. JJSPCI feels it is in the best interest of the City as well as the region and the state that a Facility be constructed consistent with "state of the art" technical knowledge to accomm date non -hazardous industrial waste. The proposed Facility is a "state of the art" project and will allow containment of said non -hazardous waste in a manner vastly superior to the manner in which said wastes are presently being disposed of in Dakota County. Portions of the Property have been designated by the Minnesota Pollution Control Agency as "intrinsically suitable" for such a Facility. Thus, USPCI agrees to use their best efforts to accomplish all necessary steps to allow the construction -and operation of the Facility for the good of all persons c This Develo day of _ erned. t Commitment is executed by USPCI, INC. this . 1989. USPCI, IN . By: Subject to the above provisions, the City will cooperate with USPCI in the permit application process and provide reasonable assistance to USPCI in seeking all necessary approvals. Accepted and agreed to this day of 6'Q1 ✓uta 1989. CITY OF ROSEMOUNT By: Aqo -Ian Hoke, Ma r .By: teph.Ah Jilk, ministrator/ Clerk - 12