CITY OF STAPLES

ORDINANCE NO. 485

AN ORDINANCE GRANTING TO TODDWADENA ELECTRIC COOPERATIVE PERMISSION TO OPERATE AN ELECTRIC PUBLIC UTILITY AND MAINTAIN ITS ELECTRIC DISTRIBUTION SYSTEM CONSTRUCTED IN THE CITY OF STAPLES AND ENLARGING, OPERATING, REPAIRING AND MAINTAINING SAID SYSTEM IN THE CITY, THE NECESSARY LINES FOR THE DISTRIBUTION OF ELECTRICITY TO THE CITY AND ITS INHABITANTS AND OTHERS AND TO USE THE PUBLIC WAYS AND PUBLIC GROUNDS OF THE CITY FOR SUCH PURPOSE; AND PRESCRIBING CERTAIN TERMS AND CONDITIONS THEREOF.

THE CITY COUNCIL OF THE CITY OF STAPLES, MINNESOTA, DOES FIND AND ORDAIN:

FINDINGS

A. In Ordinance Number 398, the City has required each Electric Service Provider to obtain and maintain a franchise with the City and to provide consideration to the general fund of the City for the rights afforded to it in the franchise.

B. The City has for many years been well served by its publicly owned electric system which has operated under the ultimate control and authority of the Council and which has contributed to the support of the City and alleviated the costs and expenses of City associated with such operations as well as the acquisition and maintenance of the public grounds and public ways.

C. In the interest of fairness, comparable treatment and the fostering of competition, (1) the City has found that it is necessary and desirable to formalize its rules and regulations as applied to the City’s electric utility and to implement the terms of Ordinance Number 398 with respect to the City’s electric utility and (2) the City finds that to the extent feasible and practicable similar rules and regulations should be applied to the Todd-Wadena Electric Cooperative and to thus implement Ordinance Number 398 with respect thereto.

D. This Franchise is effective as of the Effective Date provided herein. It does not amend any earlier franchise with the Cooperative.

ARTICLE 1.

Definitions

1.1 In this Ordinance “City” means the City of Staples, Counties of Todd and Wadena, State of Minnesota and the corporate limits thereof on the Effective Date and as they may be adjusted, decreased or increased from time to time hereafter.

1 . 2 “Cooperat ive” means Todd-Wadena Electric Cooperative.

1.3 “Cooperative Service Area” means those areas within City to which Cooperative has been assigned the right to provide electric service by the MPUC, as in effect on the date hereof or as may be hereafter revised.

1.4 “Council” means the City Council of the City of Staples as from time to time constituted.

1 . 5 “Depar tment” means the agency of the City which produces or purchases, transmits and delivers electric energy and power.

1.6 “Effective Date” means the effective date of this Ordinance, that is, upon adoption and publication, as provided by law.

1.7 “Electric Facilities” means electric distribution towers, poles, lines, guys, anchors, ducts, fixtures, and necessary appurtenances owned or operated by the Cooperative for the purpose of providing electric energy for public use.

1.8 “Franchise” means the grant of rights made by City to Cooperative in this Ordinance, subject to its terms and conditions.

1.9 “Gross Revenues” means all revenues received by Cooperative from retail customers of Cooperative who purchase or receive electric power and energy from or through the Electric Facilities or the services of Cooperative and which arise from or are related to the provision of electric service. The term includes revenues derived from rates charged for electric energy (kilowatt hours) and power (kilowatts), the delivery or distribution thereof, and any customer service charge or cost imposed by Cooperative for the sale or delivery of electricity whether imposed on a single occasion or periodically. Gross Revenues for purposes of calculating the franchise fee imposed by Article 10, shall be subject to adjustment only as specifically provided in Sections 10.1 and 10.2.

1.10 “MPUC” refers to the Minnesota Public Utility Commission or any successor regulatory agency.

1.11 “Person” means a natural person, any partnership, joint venture, corporation, cooperative, limited liability company or any public corporation, political subdivision or agency of the state or any other legal entity that may be created by law.

1.12 “Public grounds” means all real property owned by or dedicated to the City with respect to which City holds the legal right or title to grant or withhold easement, leasehold or occupancy rights or servitudes.

1.13 “Public ways” means streets, avenues, alleys, parkways, walkways, and other public rights of way within the City.

ARTICLE 2.

The Franchise

2.1 City hereby confirms, grants, permits, licenses and conveys to Cooperative the following rights and privileges solely exercisable by Cooperative within the Cooperative Service Area:

(a) The right and privilege to operate and maintain a public electric utility; and

(b) The right to occupy and utilize the public ways and public grounds of City for the purpose of enlarging, extending, operating, repairing, and maintaining, in, on, over, under, and across the same, all of Cooperative’s Electric Facilities which are necessary or customary in accordance with sound utility practices for the purpose of the furnishing or the distribution of electricity, for public and private use; subject, however, to the provisions of this ordinance, zoning ordinances, other applicable ordinances, permit procedures and customary and necessary City practices.

2.2 Subject to Article 12, the term of the Franchise shall be from the Effective Date to the day prior to the second (2nd) annual anniversary of the Effective Date. The Franchise shall thereafter continue unless notice of termination is provided by either the City or the Cooperative with sixty (60) days advance written notice.

2.3 This Franchise is not an exclusive franchise.

ARTICLE 3.

Extension of Service

Cooperative shall provide such reasonable extensions of its Electric Facilities from time to time as are required to serve customers within the Cooperative Service Area. If such extensions are governed by any Cooperative tariff or policy, Cooperative shall (a) provide a copy thereof to City and (b) give notice to the City and the public of any proposal by Cooperative to change such tariff or policy. Cooperative shall apply any such tariff in a reasonable and liberal fashion so as to promote and maximize commerce and development within the Cooperative Service Area, to the full extent permitted by law.

ARTICLE 4.

Construction

Restrictions

4.1 Whenever the Cooperative desires to open or disturb any of the public ways or public grounds for the purpose of construction, maintenance or repair of Electric Facilities, it shall give the City reasonable advance notice, but not less than ten (10) business days by filing a written notice with the City Clerk. In any case, Cooperative shall not commence such work before obtaining

a permit or other appropriate written consent from City. The Cooperative shall not, during the progress of the work, endanger or unnecessarily obstruct the passage of traffic or the normal and customary use of the public ways or public grounds, and it shall, promptly and diligently, restore said properties to as good condition as it was before the excavations were made. During the progress of such work, Cooperative shall keep the public ways or public grounds affected guarded in order to avoid accidents to persons or property. If Cooperative fails to promptly restore the premises disturbed within ten (10) days of notice by City, the City may engage an independent contractor at the expense of Cooperative and upon City’s demand it shall pay such expense to City including City’s administrative expense and overhead, plus ten percent (10%) as reasonable liquidated damages.

4.2 The requirements for obtaining permits from the City prior to any maintenance or repair of any of the Electric Facilities of Cooperative shall not apply to emergency situations where it is necessary for Cooperative to act immediately to remedy a situation that jeopardizes the public health or safety. In such emergency situations, however, Cooperative shall as soon as practicable notify the City of such emergency situation and the efforts taken by it to remedy such situation and file its request for permit not later than the second (2nd) business day thereafter.

4.3 Cooperative shall provide field locations for all its underground facilities when requested by City within a reasonable period of time. The period of time will be deemed reasonable if it meets the requirements of the one call excavation notice system as now provided in Minnesota Statutes, Chapter 216D.

4.4 Before Cooperative constructs within the City any new transmission tower or lines or any new substation for the transformation of electricity, Cooperative shall first obtain the approval of the structure and the location thereof from the City. Such approval by City shall not be unreasonably withheld.

4.5 If the Cooperative’s facilities are present in any of the public ways or public grounds which City desires to open or disturb, for the purpose of maintenance, construction or repair, City shall provide reasonable advance notice to Cooperative. The notice shall be deemed reasonable if it meets the requirements of the one call excavation system as now provided for in Minnesota Statutes, Chapter 216D.

ARTICLE 5.

Relocating

5.1 In the event the City reasonably determines that it is necessary for Cooperative to move any part of its Electric Facilities because the City has determined to change, move or improve its public ways or public grounds, upon reasonable notice by the City to Cooperative, Cooperative will move its facilities at its sole cost. If City determines that it is necessary for Cooperative to move any of its Electric Facilities located within an easement granted to Cooperative on private property, Cooperative will move said Electric Facilities at City’s cost. City shall consider reasonable alternatives in designing its public works projects so as not to arbitrarily cause Cooperative unreasonable additional expense in exercising its authority under this Section 5.1. This Section 5.1 does not compel a waiver by nor constitute a taking by City of any written grant of easement to Cooperative or any prescriptive rights acquired by Cooperative as provided by law by way of adverse possession independent of and without reliance by Cooperative on this Franchise or any prior franchise adopted by City.

5.2 Nothing contained herein shall relieve any third party from liability arising out of their failure to exercise reasonable care to avoid injuring Cooperative’s facilities while performing any work connected with grading, regrading or changing the line of any public way or with any construction on or adjacent to any public way. Provided, however, this Section 5.2 shall not limit City’s rights to indemnification under Section 6.1 nor shall City in any way be liable to Cooperative for claims arising from the negligence of any third party.

ARTICLE 6. Indemnification and

Insurance

6.1 If at any time any claim of any kind is made against City for injury to persons or property arising from the acts or failure to act of Cooperative, its agents, servants, or employees in connection with the operations of the Cooperative under and pursuant to this Franchise, Cooperative shall fully indemnify, defend and hold harmless the City, its agents, servants or employees from any and all such claims, including, but not by way of limitation, reimbursement of any reasonable expenses City may incur in the handling, denial, or defense of such claims, including, but not by way of limitation, reasonable attorneys fees and costs. Cooperative’s obligation to indemnify City shall not extend to any injury to persons or property caused by the negligent act or failure to act of City or any actions of Cooperative taken pursuant to directions of the City if performed within the scope of the City’s directions without negligence by Cooperative. The City shall determine who will defend any such claims arising under this Section 6.1 and will thereafter have complete control of such litigation. This section is not, as to third parties, a waiver of any defense or immunity otherwise available to City; and City, in defending any action shall be entitled to assert in any action every defense or immunity that City could assert in its own behalf. Cooperative’s obligations under this Section 6.1 shall survive the expiration, amendment or termination of this Ordinance.

6.2 Prior to the Effective Date, Cooperative shall furnish City a summary of insurance, if any, carried by the Cooperative, or of its self insured status, in either case, demonstrating adequate protection to the City from any and all obligations, liabilities, or claims of any nature whatsoever, growing out of the operation, construction, and maintenance of its Electric Facilities within the City. Cooperative shall maintain such insurance coverage.

6.3 In its operations under this Ordinance, Cooperative shall observe all federal, state and local laws, rules, regulations and orders with respect to the transmission, distribution, transformation or furnishing of electric energy and the handling of all materials, substances and wastes deemed toxic or hazardous to health, natural resources or the environment pursuant thereto (“Hazardous Substances”). Cooperative shall remove or remediate any Hazardous Substances located on, in or surrounding its Electric Facilities or caused by Cooperative to be located on, in or surrounding the public ways and public grounds or elsewhere within the City in compliance with all applicable laws, regulations and lawful governmental orders, and pay or cause to be paid all costs associated therewith. The indemnification terms and conditions of Section 6.1 shall apply to all claims made against City by any person including any governmental agency who or which asserts any right to costs, damages or other relief based upon the terms and conditions imposed upon Cooperative under this Section 6.3 or which arise from or are related to Cooperative’s acts or failure to act in compliance with any law, rule, regulation or lawful order governing Hazardous Substances.

ARTICLE 7. Vacation of Public

Ways

The City shall consult with Cooperative at least two weeks’ prior to its action on any proposed vacation of a public way. Except where ordered pursuant to Section 5.1, the vacation of any public way, after the installation of Electric Facilities, shall not operate to deprive Cooperative of its rights to operate and maintain such Electric Facilities, until the reasonable cost of relocating the same and the loss and expense resulting from such relocation are first paid to Cooperative. In no case, however, shall City be liable to Cooperative for failure to specifically preserve a right-of-way, in the exercise of its authority under Minnesota Statutes, Section 160.29.

ARTICLE 8.

Reports and Records

8.1 Cooperative shall file annually with the Clerk, not later than four (4) calendar months after the close of each calendar year of Cooperative the certifi ed annual financial statements of Cooperative and a statement showing gross revenues from customers within Cooperative Service Area. Upon written request of City, Cooperative shall submit to City an unaudited financial statement of its operations within Cooperative Service Area, including revenues from customers located within the City, expenses of service thereof and a statement of Cooperative’s Facilities within the Cooperative Service Area, including the original cost thereof less accumulated depreciation. The latter, unaudited financial data may be based on reasonable estimates of Cooperative if and to the extent such City specific data is not reasonably accessible to Cooperative.

8.2 City shall be accorded the right, during normal business hours, to examine and copy the books and records of the Cooperative, which relate to Cooperative’s operations in the City, or upon City’s request in writing to provide such information relating to Cooperative’s operations in City, and which is collected and maintained by Cooperative in the ordinary course of its business, as City may reasonably designate, provided, City shall pay for Cooperative’s duplicating or other out of pocket costs as may be directly incurred by Cooperative in complying with City’s request, if any.

8.3 City, upon written request, shall have access to written customer complaints and written responses of Cooperative to such complaints for customers residing within the Cooperative Service Area.

ARTICLE 9.

Rates and Service

9.1 The electric service provided and the rates charged by Cooperative for electric service, at the date hereof, are not subject to the jurisdiction of the MPUC as provided in Minnesota Statutes, Chapter 216B. City by the grant of this Franchise does not waive its right to regulate the rates and terms and conditions of Cooperative’s electric service within the Cooperative Service Area as permitted by law.

9.2 In the event Cooperative shall determine at any time after the Effective Date to change its rates or terms and conditions of electric service, Cooperative shall provide reasonable advance public notice of such proposed action, including Cooperative’s calculations showing the effect of such changes on average consumers within the Cooperative Service Area.

9.3 Every rate made, demanded or received by Cooperative for providing electric service to a cus- ORDINANCE continued from page 8a

tomer within the City shall be just and reasonable; shall not be unreasonably preferential, unreasonably prejudicial or discriminatory, but shall be sufficient, equitable and consistent in application to a class of consumers. The rate charged by Cooperative to customers within the City shall be nondiscriminatory in relation to the rate charged to customers outside the City.

ARTICLE 10.

Franchise Fee

10.1 As a condition of this Franchise hereby granted, City imposes on Cooperative the obligation to pay a franchise fee to City. The initial franchise fee shall be an amount equal to five (5%) percent of that portion of Cooperative’s annual Gross Revenues arising from its operations within the Cooperative Service Area. For purposes of computing Cooperative’s Gross Revenues, there shall be imputed and added: (i) the value of power and energy not sold or provided by Cooperative but distributed to a customer on any portion of Cooperative’s Electric Facilities, calculated at the cost which would have been paid to Cooperative or incurred in favor of Cooperative for the power and energy used by that customer if such power and energy had been sold or provided by Cooperative at the time under consideration and (ii) the value of the distribution of power and energy sold and provided by Cooperative but not distributed on Cooperative’s Electric Facilities calculated at the cost which would have been paid to Cooperative or incurred in favor of Cooperative for distribution services rendered to the customer if such power and energy had been distributed on Cooperative’s Electric Facilities. Provided, however, Cooperative’s Gross Revenues shall not be so increased to the extent that Cooperative is prohibited by law from collecting the amount so calculated from the third party providing the power and energy or providing the distribution services or from the retail purchaser thereof.

10.2 The franchise fee shall be paid by Cooperative to City not less often than monthly, and shall be based on complete billing months during the period for which the payment is due. The Cooperative may, in its sole discretion, impose a surcharge in its rates for electric service. Cooperative shall pay the City the franchise fee based upon the rate then prevailing under Section 10.1 and as billed to the customer, but subject to subsequent adjustment in either of the following events: (i) if any amount so billed subsequently becomes uncollectible after reasonable efforts of collection by Cooperative or (ii) if Cooperative shall, after any of said billings, retroactively reduce its rates or costs to its retail electric customers so that a refund is due from Cooperative of an amount previously paid or incurred by the electric retail customers. For purposes of calculating the franchise fee, no other adjustment may be made to Gross Revenues, regardless of how calculated or described and whether or not characterized as a rebate, dividend, patronage, refund or return of a capital or ownership interest. The first payment due under this Article 10 shall be paid to City in February, 2010 with respect to Gross Revenues accrued in January, 2010.

10.3 If for any reason the amount or rate of the franchise shall be determined to be in excess of the amount or rate allowed by law, then the amount or rate shall automatically, and without further action by City, be reduced to the maximum amount or rate permitted by law.

ARTICLE 11.

Franchise

Assignment or

Transfer

11.1 Cooperative shall promptly provide written notice (“Notice”) to City if Cooperative receives and proposes to accept any offer whereby Cooperative would sell, assign, lease or otherwise transfer whether by outright sale, gift, pledge and foreclosure, merger, consolidation, reorganization or in any other manner transfer or cause the transfer (“Transfer”) to any third party (the “Offeror”) any of the following (an “Offer”):

(a) The Franchise, in its entirety, or any rights or obligations thereunder;

(b) The Electric Facilities and operations utilized by Cooperative in the retail sale and distribution of electricity within the Cooperative Service Area or outside of City if such Electric Facilities are substantially devoted to the provision of service with the City and are connected with facilities located within the City, extending only to the point of interconnection with interstate electric transmission lines;

(c) All or substantially all of the Electric Facilities located within the State of Minnesota which are owned, managed or operated by Cooperative or any other entity controlled by Cooperative which hereafter succeeds to the Electric Facilities, rights or obligations of Cooperative (“Cooperative Successor”); or

(d) A controlling interest in the voting or equitable ownership interest in any entity which is a Cooperative Successor.

11.2 The Notice required in Section 11.1 shall set forth the following:

(a) The identity of the Offeror and the statement of the Offeror’s plans and intentions for the operation under the Franchise of the Electric Facilities;

(b) Data adequate for a reasonable evaluation by City concerning the experience and capability (both financial and technical) of the Offeror in the operation of Electric Facilities;

(c) The terms of the Offer in sufficient detail so that City may reasonably evaluate the Offer in light of the options available to it as provided in Section 11.3, including, but not by way of limitation, all material terms essential to permit the City and the Cooperative to contract for the purchase of the Electric Facilities on the basis hereinafter provided.

11.3 Within one hundred twenty (120) days of the receipt of the Notice (the “Option Period”), City shall have the right to exercise any one of the following options:

(a) City may consent to and permit the Transfer pursuant to the Offer, conditioned solely upon the third party filing its written acceptance of the terms and conditions of this Franchise;

(b) City may deny its consent to the Transfer if the City reasonably determines in good faith that the Offeror does not have the experience or capability (financial or technical) to perform the obligations imposed on Cooperative (i) as the operator of a public utility within the City and (ii) by the terms of this Franchise, in which event, the Franchise shall be deemed revoked and terminated effective one hundred and eighty (180) days following notice thereof by City; or

(c) elect whether or not to purchase or otherwise acquire the Electric Facilities as provided by Minnesota law.

Provided, however, not withstanding any contrary provision in this Article 11, City shall be bound to consent to any transfer under paragraph 11.3(b) if the transferee is a rural electric cooperative existing on the Effective Date or if the parties to the merger are the Cooperative and any one or more rural electric cooperatives existing on the Effective Date.

11.4 Except as specifically provided in this Article 11, the City shall be deemed to have consented to the Transfer upon the terms and conditions of the Offer as if the City had affirmatively consented to the Transfer as provided in Section 11.3(a) unless within the Option Period it has taken the following actions:

(a) City has commenced the purchase or acquisition proceedings referred to in Section 11.3(c); or

(b) City has denied its consent to the Transfer as provided in Section 11.3(b).

11.5 In the event the Transfer contemplated by the Offer is not completed and accomplished by the Cooperative and the Offeror pursuant to the terms and conditions stated in the Offer or is not completed and accomplished within the later of (a) one hundred twenty (120) days after the expiration of the Option Period or (b) ten business days following receipt of all regulatory approvals required by Cooperative and the Offeror to effect the Transfer, any election by the City, whether to purchase, consent (whether affirmatively or by implication) or deny, shall be deemed void and, in such case, Cooperative shall not be permitted to proceed with that Transfer except by resubmitting it to City subject and pursuant to all of the terms and conditions of this Section 11.

ARTICLE 12.

City Purchase Rights

Notwithstanding any provision of this Franchise, the City shall have the right to purchase or otherwise acquire the Cooperative’s Electric Facilities or Cooperative Service Area, or portion(s) thereof, at any time by way of eminent domain under Minnesota Statutes, Chapter 117 or by proceedings under Minnesota Statutes, Chapter 216B, in either case, as such statutes or amendments to such are in effect on the date the City commences such purchase or acquisition. In that event, the pleading commencing the acquisition proceeding by City shall be noticed to Cooperative for it to make any adjustments to its longrange planning for facilities and service for the area affected by the proceeding. Any damages to the Cooperative as a result of such proceeding shall be determined as of the commencement of such proceeding. Cooperative shall continue to operate Electric Facilities at City’s sufferance only until the acquisition is completed. The expiration or termination of this Franchise as hereinbefore provided shall not, by itself, be an independent basis of any claim by Cooperative against City.

ARTICLE 13.

Water Services

This Ordinance shall not be deemed to address public water utility services or any duties of the Cooperative with respect to said services.

ARTICLE 14.

Other Facilities

14.1 Subject to such procedures, regulation and supervision as the Council may establish, Cooperative shall trim all trees and shrubs in the public ways of the City located within Cooperative Service Area interfering with the proper construction, operation, repair and maintenance of any Cooperative Electric Facilities installed or maintained hereunder.

14.2 Street name signs, “no parking” signs and other traffic control signs, as requested and provided by City, may be installed on the electric and street light poles within the Cooperative Service Area. No rental fee or other charge shall be payable by City for this use. The installation or placement of said signs shall comply with the National Electric Safety Code.

14.3 City shall own its street lights within the Cooperative Service Area, and for those street lights, the City shall be served by the Cooperative and treated as a customer of the Cooperative in all respects.

ARTICLE 15.

Effective Date,

Publication

15.1 The Franchise shall be effective upon adoption and publication as provided by law. Cooperative shall bear the costs of publication of this Franchise ordinance and any amendment hereto and Cooperative shall make a sufficient deposit with the City Clerk to assure publication prior to its adoption.

15.2 The Cooperative shall, within twenty (20) days after passage and publication of this Franchise, file with the City Clerk in writing its acceptance or rejection as provided in Section 15.3 thereof. If such acceptance is not filed or if a rejection is filed within said period, Cooperative, by its continuing operations under the Franchise, shall be deemed to have accepted the terms and conditions of this Franchise, except with respect to such particulars as it may successfully challenge under the procedures specified in Section 15.3.

15.3 A rejection of this Franchise may be made by Cooperative only upon the grounds that the terms and conditions hereof exceed the lawful authority of the City under its Charter or the laws or Constitutions of the State of Minnesota or of the United States or are otherwise unlawful and shall be submitted in writing, stating with particularity the points and authorities of law upon which Cooperative relies. If the City fails to amend this Franchise or otherwise satisfy Cooperative’s objections as stated in its rejection within twenty (20) days of its receipt of Cooperative’s rejection, Cooperative shall have the right thereafter to seek appropriate judicial or administrative relief based solely upon those provisions it has alleged are unlawful in its rejection. If Cooperative fails to initiate such legal action within twenty (20) days from the expiration of the aforesaid twenty (20) day period provided for City’s amendment or cure, Cooperative shall be deemed to have waived its objections and to have accepted the terms of this Franchise.

ARTICLE 16.

Right of Repeal

If this Franchise, having become final and operative as herein provided, shall be declared in any part illegal or void, then the City, in its sole discretion, may repeal the entire or any portion of this Ordinance. If any material portion of this Ordinance is declared void or illegal, then this Ordinance shall be void in its entirety.

ARTICLE 17.

Defaults

If Cooperative shall be in default in the performance of any of the material terms and conditions of this Ordinance, and shall continue in default for more than thirty (30) days (or fails to initiate the cure of the default within said period and diligently pursue said cure, if the cure of the default cannot reasonably be accomplished within said 30 days) after receiving notice from the City of such default, the City may elect to cure such default and charge Cooperative for the costs thereof, seek equitable relief to require the performance, revoke and terminate this Franchise or apply such other sanctions as the Council may provide for the violation of its ordinances.

The notice of default shall be in writing, shall specify the provisions of this Ordinance and the performance of which it is claimed that Cooperative is in default and the date of the public hearing required to be held, which date shall be not less than thirty (30) days nor more than sixty (60) days from the date of such notice. Such notice shall be served in the manner provided by the laws of Minnesota for the service of original notices in civil actions. Cooperative at such hearing shall be afforded an opportunity to present whatever information it deems appropriate. Nothing herein shall in any way be construed to prevent a review of such City action by the appropriate Minnesota Court and/ or regulatory agency, nor limit the right of City to enforce this Ordinance by such other equitable or legal remedies as may be provided by law. In the event of repeated or protracted violations of this Ordinance involving payments due to City, City may also require Cooperative to file a bond or letter of credit with the Clerk, against which City may draw to assure prompt payment of amounts due by Cooperative to City under this Ordinance.

ARTICLE 18.

Construction,

Jurisdiction and

Venue

This Franchise is granted and is intended to be performed in the State of Minnesota and shall be construed and enforced in accordance with the laws of Minnesota. Cooperative shall be subject to personal jurisdiction in the State of Minnesota. All actions related to this Ordinance or its enforcement shall be venued in the District Courts of the State of Minnesota within which venue City is located.

ARTICLE 19.

Amendments

City reserves the right to amend this Franchise by ordinance. Cooperative’s rights are also subject to the rights of purchase and acquisition referred to in Article 12 and the police power of the City to adopt and enforce ordinances necessary to the health, safety, and welfare of the public, and this Franchise may be amended by City as deemed necessary or appropriate in the exercise of this power. Provided, however, no amendment shall be made which shall increase the franchise fee to be paid by Cooperative under Section 10.1 or otherwise impose any material fee or cost payable by Cooperative not referred to in this Franchise. The foregoing provision shall not limit the right of City to impose such fees and costs against such other parties as it may from time to time elect. If the City proposes to enact any ordinance that directly amends this Franchise Ordinance, the City shall provide notice of such proposal not less than thirty (30) days prior to its final adoption.

PASSED AND APPROVED this 22nd day of December, 2009.

Attest: Phil Lindaman, Clerk of the City of Staples, Minnesota

Chris Etzler, Mayor of the City of Staples, Minnesota

SEAL

First Reading: December 8, 2009 Second Reading: December 22, 2009 Published: December 31, 2009

51pnc

NOTICE COUNTY PRINTING

TODD COUNTY -

MINNESOTA

Notice is hereby given that the Board of County Commissioners of Todd County will receive sealed bids until Four o’clock p.m., Friday, January 1, 2010 at the County Administrator’s Office. Bids will be opened at the County Board meeting on Tuesday, January 5, 2010 at 9:05 a.m. in the County Board Room, for publication for the year 2010 as may be required by the County of Todd, a municipal corporation, as follows:

Designation of the

Official Newspaper

This requires the publishing of official proceedings by the Todd County Board, and other legal and public notices required by all Todd County Departments, publication of the financial statement and publication of the list of lands in Todd County, delinquent in taxes for the year 2009 which have not been attached to prior judgment.

The successful bidder will be required to furnish a performance bond in such amount as may be determined by the County Board. The County Board reserves the right to reject any or all bids if in its judgment of the public interest so require pursuant to M.S. 279.07, and to waive any informalities therein.

Nathan Burkett, Todd County Administrator

50-51pnc

NOTICE OF

MORTGAGE FORECLOSURE SALE

YOU ARE NOTIFIED THAT:

1. Default has occurred in the conditions of the Mortgage dated January 8, 2002, executed by Vernon A. Solem and Evelyn L. Solem, husband and wife, as Mortgagors, to First State Bank of Swanville, as Mortgagee, and filed for record January 28, 2002, as Document No. 406459, in the Office of the County Recorder of Todd County, Minnesota. The land described in the Mortgage is not registered land.

2. The Mortgage has not been assigned.

3. The original principal amount secured by the Mortgage was $48,000.00.

4. No action or proceeding at law is now pending to recover the debt secured by the Mortgage, or any part thereof.

5. The holder of the Mortgage has complied with all conditions precedent to acceleration of the debt secured by the Mortgage and foreclosure of the Mortgage, and all notice and other requirements of applicable statutes.

6. At the date of this Notice the amount due on the Mortgage, protective advances, and taxes, if any, paid by the holder of the Mortgage is $35,000.00.

7. Pursuant to the power of sale in the Mortgage, the Mortgage will be foreclosed, and the land located in Todd County, Minnesota, described as follows:

Lots 16 and 17, Block 1, Bauer’s Subdivision to Burnhamville Township, Todd County, Minnesota

will be sold by the County Sheriff of Todd County, Minnesota, at public auction on February 4, 2010, at 10:00 a.m., at the Todd County Sheriff’s Department, located at 115 Third Street South, Long Prairie, Minnesota.

8. To the best of Mortgagee’s information, the property being foreclosed has a property address of 19499 Empire Trail, Burtrum, Minnesota 56318 and has tax parcel identifi- cation numbers 06-0073300 and 06-0073200.

9. The time allowed by law for redemption by Mortgagors or Mortgagors’ personal representatives or assigns is six (6) months after the date of sale.

10. The property must be vacated by 11:59 p.m. on August 4, 2010, provided the Mortgagors have not reinstated the Mortgage under Minnesota Statutes, Section 580.30 or redeemed the property under Minnesota Statutes, Section 580.23.

11. THE TIME ALLOWED BY LAW FOR REDEMPTION BY THE MORTGAGOR, THE MORTGAGOR’S PERSONAL REPRESENTATIVES OR ASSIGNS, MAY BE REDUCED TO FIVE WEEKS IF A JUDICIAL ORDER IS ENTERED UNDER MINNESOTA STATUTES, SECTION 582.032, DETERMINING, AMONG OTHER THINGS, THAT THE MORTGAGED PREMISES ARE IMPROVED WITH A RESIDENTIAL DWELLING OF LESS THAN FIVE UNITS, ARE NOT PROPERTY USED IN AGRICULTURAL PRODUCTION, AND ARE ABANDONED.

THE PURPOSE OF THIS COMMUNICATION IS TO COLLECT A DEBT AND ANY INFORMATION OBTAINED WILL BE USED FOR THAT PURPOSE.

Date: December 9, 2009

FIRST STATE BANK OF

SWANVILLE

By: James L. Wiant Attorney Reg. #116774

Rinke-Noonan Attorneys for Mortgagee 1015 West St. Germain, Suite 300 P.O. Box 1497 St. Cloud, MN 56302 (320) 251-6700 Our File No. 8512.016

49-2pnc

PUBLIC NOTICES

Protect Your

Right to

Know

NOTICE

OF NONDISCRIMINATION

In accordance with Federal law and the U.S. Department of Agriculture’s policy, Todd-Wadena Electric Cooperative is prohibited from discriminating on the basis of race, color, national origin, sex, religion, age or disability. (Not all prohibited bases apply to all programs.) To file a complaint of discrimination, write USDA, Director, Office of Civil Rights, Room 326-W, Whitten Building, 1400 Independence Avenue, SW, Washington, DC 20250- 9410, or call (202) 720-5964 (voice or TDD). USDA is an Equal Opportunity Provider and Employer.

51pnc

CITY OF STAPLES ORDINANCE NO. 484

STATEMENT OF

INTENT AND

PURPOSE

AN ORDINANCE establishing a franchise fee for each company, person, firm, or corporation, and their successors and assigns, that owns, operates, controls, leases, or manages any gas plant or system to generate, manufacture, distribute, convey, or sell natural gas or artificially manufactured gas for power, light, fuel, heat, and other purposes (the “Gas Company”) within the City of Staples.

THE CITY COUNCIL OF THE CITY OF STAPLES, MINNESOTA DOES ORDAIN AS FOLLOWS:

Customer

Class

Monthly Per

Meter Fee

Residential $1.50/

month/meter

Small Commercial & Industrial

$1.50/

month/

meter

Large Commercial & Industrial

$1.50/

month/

meter

Interruptible $1.50/

month/

meter

Article 1:

Franchise Fee

Sect ion1.1< tent with Ordinance 359 and Minnesota law, a franchise fee is hereby imposed on each Gas Company. The first component of the franchise fee shall be a monthly fee per meter as follows:

If any premises has two or more meters being billed at different rates, the franchise fee shall be the monthly fee for each meter according to the customer classification for that meter.

Section 1.2 The second component of the franchise fee shall be a volumetric fee in an amount equal to the result of multiplying $0.013 times each 100 cubic feet of gas by volume transported, sold, furnished, or delivered by the Gas Company within the City limits, using any of the Gas Company’s services or facilities. The franchise fee rates provided in Section 1.2 shall be adjusted annually for inflation, based upon the most recent Urban Consumer Price Index inflation adjustment rates. Such adjustment shall not require formal amendment to this Ordinance.

Article 2: Fee

Payment

Section 2.1 Franchise fees shall be paid to the City quarterly, based upon a calendar year, with payment due by the 30th day of the month after the end of each quarter. Payment shall be adjusted for amounts billed but uncollectible after reasonable efforts of collection by the Gas Company.

Section 2.2 With each payment, the Gas Company shall provide information to summarize how the franchise fee payment was determined. The City shall have access to and the right to examine during normal business hours those of the Gas Company’s books, receipts, files, records, and documents that are reasonably necessary to verify the correctness of franchise fee payments.

Section 2.3. The Gas Company may, in its sole discretion, impose a surcharge equivalent to the franchise fee in its rates for gas service. The Gas Company shall be responsible to obtain any necessary approvals to impose the surcharge upon its customers. Such approval process shall not delay the effective date of the franchise fee.

Article 3:

Effective Date

This Ordinance shall be effective immediately upon its passage and publication according to law. Collection of the franchise fees shall commence no later than sixty (60) days after the publication date of the Ordinance.

PASSED AND APPROVED this 22nd day of December, 2009.

Attest: Phil Lindaman, Clerk of the City of Staples, Minnesota

Chris Etzler, Mayor of the City of Staples, Minnesota

SEAL

First Reading: December 8, 2009 Second Reading & Adoption: December 22, 2009 Published: December 31, 2009

51pnc

NOTICE OF

MORTGAGE

FORECLOSURE SALE

NOTICE IS HEREBY GIVEN, that default has occurred in the conditions of a mortgage dated June 21, 2006, executed by Patti L. Davis, unmarried, as mortgagor(s) to U.S. Bank National Association ND as mortgagee in the original principal amount of Fifty- Five Thousand ($55,000.00) Dollars, recorded with the Todd County Recorder, State of Minnesota, on July 27, 2006, as doc. no. 443373; that all pre-foreclosure requirements have been complied with; that no action or proceeding has been instituted at law to recover any part of the debt secured by said mortgage; that there is claimed to be due thereon the sum of Fifty-Eight Thousand Four Hundred Eighty-Seven ($58,487.00) Dollars on this date; and that pursuant to the power of sale therein the mortgage will be foreclosed and the property in Todd County, Minnesota, described as follows:

Lot 6, Block 9, Shellabarger’s First Addition to Staples, Todd County, Minnesota.

Property address: 101 Dakota Avenue Southeast, Staples, MN 56479

Parcel I.D. #: 38-0035300

will be sold by the sheriff of said county at public auction on February 25, 2010, at 10:00 o’clock A.M. at Sheriff’s Office, County Detention Center, 115 Third Street South, Long Prairie, Minnesota, to pay the debt secured by the mortgage, including costs and attorneys’ fees allowed by law subject to redemption by the mortgagor(s), her heirs or assigns, within six (6) months from the date of sale.

You must vacate the property on or before 11:59 p.m. on August 25, 2010, if (i) the mortgage is not reinstated under §580.30, or (ii) the property is not redeemed under §580.23.

THE TIME ALLOWED BY LAW FOR REDEMPTION BY THE MORTGAGOR, THE MORTGAGOR’S PERSONAL REPRESENTATIVES OR ASSIGNS, MAY BE REDUCED TO FIVE WEEKS IF A JUDICIAL ORDER IS ENTERED UNDER MINNESOTA STATUTES, SECTION 582.032, DETERMINING AMONG OTHER THINGS, THAT THE MORTGAGED PREMISES ARE IMPROVED WITH A RESIDENTIAL DWELLING OF LESS THAN FIVE UNITS, ARE NOT PROPERTY USED IN AGRICULTURAL PRODUCTION, AND ARE ABANDONED.

Dated: December 30, 2009

U.S. Bank National Association

ND, Mortgagee

Mary L. Cox

STEIN & MOORE, P.A. Attorneys for Mortgagee 332 Minnesota Street, #W-1650 St. Paul, MN 55101 (651) 224-9683

51-4pnc

Japke Decorating 1,558.00

NOTICE OF

MORTGAGE

FORECLOSURE SALE

THE RIGHT TO VERIFICATION OF THE DEBT AND IDENTITY OF THE ORIGINAL CREDITOR WITHIN THE TIME PROVIDED BY LAW IS NOT AFFECTED BY THIS ACTION.

NOTICE IS HEREBY GIVEN: That default has occurred in the conditions of the following described mortgage:

DATE OF MORTGAGE: December 18, 2003

ORIGINAL PRINCIPAL AMOUNT OF MORTGAGE: $94,338.72

MORTGAGOR(S): Kelvin J. Meyer and Janet L. Meyer, husband and wife

MORTGAGEE: Beneficial Loan and Thrift Co., a Minnesota corporation

DATE AND PLACE OF FILING: Filed December 23, 2003, Todd County Recorder; Document No. 423298

ASSIGNMENTS OF MORTGAGE: Assigned to: None

LEGAL DESCRIPTION OF PROPERTY:

The North 132 feet of the East 33 feet of Lot 5, and the North 132 feet of the West 49 1/2 feet of Lot 6 in Budgetts Subdivision of Reserve Lot ‘A’ of Budgetts First Addition to the City of Long Prairie

STREET ADDRESS OF PROPERTY:

409 2ND AVE SOUTH, LONG PRAIRIE, MN 56347

COUNTY IN WHICH PROPERTY IS LOCATED: Todd County, Minnesota

THE AMOUNT CLAIMED TO BE DUE ON THE MORTGAGE ON THE DATE OF THE NOTICE: $91,376.07

THAT no action or proceeding has been instituted at law to recover the debt secured by said mortgage, or any part thereof; that there has been compliance with all pre-foreclosure notice and acceleration requirements of said mortgage, and/or applicable statutes;

PURSUANT, to the power of sale contained in said mortgage, the above described property will be sold by the Sheriff of said county as follows:

DATE AND TIME OF SALE: January 21, 2010 at 10:00 a.m

PLACE OF SALE: Todd County Sheriff’s office, in the lobby of the Todd County Law Enforcement Center, 115 Third Street South, Long Prairie, Minnesota

to pay the debt then secured by said mortgage and taxes, if any actually paid by the mortgagee, on the premises and the costs and disbursements allowed by law. The time allowed by law for redemption by said mortgagor(s), their personal representatives or assigns is Six (6) months from the date of sale.

Unless said mortgage is reinstated or the property redeemed, or unless the time for redemption is reduced by judicial order, you must vacate the premises by 11:59 p.m. on July 21, 2010.

“THE TIME ALLOWED BY LAW FOR REDEMPTION BY THE MORTGAGOR, THE MORTGAGOR’S PERSONAL REPRESENTATIVES OR ASSIGNS, MAY BE REDUCED TO FIVE WEEKS IF A JUDICIAL ORDER IS ENTERED UNDER MINNESOTA STATUTES, SECTION 582.032, DETERMINING, AMONG OTHER THINGS, THAT THE MORTGAGED PREMISES ARE IMPROVED WITH A RESIDENTIAL DWELLING OF LESS THAN FIVE UNITS, ARE NOT PROPERTY USED IN AGRICULTURAL PRODUCTION, AND ARE ABANDONED.”

Dated: December 4, 2009

BENEFICIAL LOAN AND

THRIFT CO.

Mortgagee

REITER & SCHILLER, P.A. By: Rebecca F. Schiller, Esq. Sarah J.B. Adam, Esq. N. Kibongni Fondungallah, Esq. James J. Pauly, Esq. Leah K. Weaver, Esq. Brian F. Kidwell, Esq. Attorneys for Mortgagee 25 North Dale Street St. Paul, MN 55102-2227 (651) 209-9760 (F9558)

THIS IS A COMMUNICATION FROM A DEBT COLLECTOR.

48-1pnc

NOTICE COUNTY PRINTING

TODD COUNTY,

MINNESOTA

Designation of Extra

Printing

Notice is hereby given that the Board of Commissioners of Todd County, Minnesota will receive sealed bids for the extra publication of the Financial Statement for the year 2009 as required by law until Four o’clock p.m., Friday, January 1, 2010. Bids will be open at 9:05 on January 5, 2010 in the County Board Room.

This requires the extra publication for distribution of the Financial Statement to the remaining parts of the county not covered by the distribution of the offi cial paper.

The successful bidder will be required to furnish a performance bond in such an amount as may be determined by the County Board.

The County Board reserves the right to reject any or all bids if in its judgment of the public interest so require pursuant to M.S. 279.07, and it waives any informalities therein.

Nathan Burkett, Todd County Administrator

51pnc