Village Board

AGENDA R PLACE: EGULAR BOARD MEETING Little Chute Village Hall DATE: Wednesday, June 6, 2018 TIME: 6:00 p.m. REGULAR ORDER OF BUSINESS A. Invocation B. Pledge of Allegiance to the Flag C. Roll call of Trustees D. Roll call of Officers and Department Heads E. Public Appearance for Items Not on the Agenda F. Approval of Minutes Minutes of the Regular Board Meeting of May 16, 2018 G. Department and Officers Progress Reports H. Operator Licenses Approvals: Fidlin, Noah Seth’s Coffee Combined Locks Fronsee, Matthew Trish’s Pop In Kimberly Hafkey, Robert Weenies Still Little Chute Sandoval, Alma El Jaripeo Appleton Smith, Shelly Village Lanes Kaukauna I. Action—Approve Additional Dates for S and S Trading Company Pine Street Market J. Action—Approve Application for The Auction House at Memories, 400 Randolph Drive, Appleton K. Action—Commission/Committee Appointments L. Action—Amend the Director of Public Works Wage Scale M. Discussion—Fox Cities Sports Facility N. Discussion—Outagamie County Highway Projects for Future Consideration O. Discussion—Outagamie County Outdoor Warning Siren P. Disbursement List Q. Call for Unfinished Business R. Items for Future Agendas S. Closed Sessions: a)19.85(1)(e) Wis. Stats. Deliberations or negotiations on the purchase of public properties, investing of public funds or conduction other specific public business when competitive bargaining reasons require a closed session. TID 4 & 6 Economic Development Proposals b)19.85(1)(c) Consideration of Employment, Promotion, or Performance Evaluation Data of any Public Employee of the Village of Little Chute. T. Return to Open Session U. Adjournment Requests from persons with disabilities who need assistance to participate in this meeting or hearing should be made with as much advance notice as possible to the Clerk’s Office at 108 West Main Street, (920) 423-3852, email: Laurie@littlechutewi.org Prepared: June 1, 2018  MINUTES OF THE REGULAR BOARD MEETING OF MAY 16, 2018 Call to Order: President Vanden Berg called the Regular Board Meeting to Order at 6:00 p.m. Pledge of Allegiance to the Flag President Vanden Berg led members in the reciting of the Pledge of Allegiance. Roll call of Trustees PRESENT: Michael Vanden Berg, President David Peterson, Trustee Larry Van Lankvelt, Trustee James Hietpas, Trustee John Elrick, Trustee Skip Smith, Trustee Bill Peerenboom, Trustee Roll call of Officers and Department Heads PRESENT: James Fenlon, Village Administrator Daniel Meister, Chief of Police, Fox Valley Metro Police Department Tyler Claringbole, Village Attorney Jim Moes, Community Development Director Adam Breest, Director of Parks, Recreation and Forestry Laurie Decker, Village Clerk Chris Murawski, Engineer Interested Citizens EXCUSED: Teri Matheny, Finance Director, Steve Thiry, Library Director Adam Breest, Director of Parks, Recreation and Forestry Public Appearance for Items Not on the Agenda None Other Informational Items—April Fire, FVMPD Monthly Reports and April Report Approval of Minutes Minutes of the Regular Board Meeting of May 2, 2018 Minutes of the Committee of the Whole Meeting of May 9, 2018 Moved by Trustee Smith, seconded by Trustee Peterson to Approve the Minutes of the Regular Board Meeting of May 2, 2018 and Minutes of the Committee of the Whole Meeting of May 9, 2018 Ayes 7, Nays 0 – Motion Carried Department and Officers Progress Reports Departments and Officers provided progress reports to the Board Operator Licenses Approvals: Sawlsville, Rikki L. Pine Street Bar Appleton Schafer, Daniel T. Ladder House Kaukauna Stadtmueller, Tamara J. Ladder House Kaukauna Zimmerman, Katy Gentlemen Jacks Little Chute Moved by Trustee Van Lankvelt, seconded by Trustee Elrick to approve Operator Licenses Ayes 7, Nays 0 – Motion Carried Action—Employment Agreement for Director of Public Works Employment Agreement verified and approved for Kent Taylor, who will start on June 11, 2018 as the Director of Public Works. Moved by Trustee Peerenboom, seconded by Trustee Peterson to Approve the Employment Agreement for the Director of Public Works Ayes 7, Nays 0 – Motion Carried Discussion/Action—Municipal Service Building Landscape Buffer Two local companies put together a landscaping package for the Municipal Services Building. Vande Hey Company, Inc.’s offer was approved by Village code and recommended by the Community Development Director, Jim Moes. Administrator Fenlon added that the price proposals cost comparisons are due to a difference in the types of plantings. It was also noted that Director Breest did go back to the other company to get a closer comparison offer however; the other company was not able to do so. Moved by Trustee Elrick, seconded by Trustee Peerenboom to enter into an Agreement with Vande Hey Company, Inc. for the Municipal Service Building Landscape Buffer Project Ayes 7, Nays 0 – Motion Carried Action—Fox Cities Room Tax Commission Appointment President Vanden Berg recommended Administrator Fenlon as our representative to the Fox Cities Room Tax Commission to commence June 1, 2018. Moved by Trustee Peerenboom, seconded by Trustee Smith to appoint Administrator James Fenlon as our representative to the Fox Cities Room Tax Commission Ayes 7, Nays 0 – Motion Carried Action—Adopt Resolution No. 16, Series 2018 A Final Special Assessment/Hookup Fee Resolution Authorizing Special Assessments/Hookup Fees for Installation and Construction of Municipal Improvements for Hayes, Wilson and Daytona Director Murawski advised unit prices are attached to the Engineer’s report and final resolution. Actual final costs will be determined at construction completion and will therefore mean an amendment to the resolution. Moved by Trustee Elrick, seconded by Trustee Smith to Adopt Resolution No. 16, Series 2018 A Final Special Assessment/Hookup Fee Resolution Authorizing Special Assessments/Hookup Fees for Installation and Construction of Municipal Improvements for Hayes, Wilson and Daytona Ayes 7, Nays 0 – Motion Carried Disbursement List Moved by Trustee Peerenboom, seconded by Trustee Van Lankvelt to Approve the Disbursement List and Authorize the Finance Director to pay all vendors Ayes 7, Nays 0 – Motion Carried Call for Unfinished Business None Items for Future Agendas A Comprehensive Plan Update in the 2019/2020 period will be needed due to the large growth of Little Chute, advised Director Moes. Closed Session 19.85(1)(c) Consideration of Employment, Promotion, or Performance Evaluation Data of any Public Employee of the Village of Little Chute. Personnel Related Matters Regarding a Resignation Agreement Moved by Trustee Elrick, seconded by Trustee Van Lankvelt to Enter into Closed Session Ayes 7, Nays 0 – Motion Carried Return to Open Session Moved by Trustee Elrick, seconded by Trustee Van Lankvelt to Exit Closed Session Ayes 7, Nays 0 – Motion Carried Adjournment Moved by Trustee Elrick, seconded by Trustee Van Lankvelt to Adjourn the Regular Board Meeting at 7:32 p.m. Ayes 7, Nays 0 - Motion Carried VILLAGE OF LITTLE CHUTE By: ___________________________________ Attest: Michael R. Vanden Berg, Village President Laurie Decker, Village Clerk  Village of Little Chute INFORMATION FOR VILLAGE BOARD CONSIDERATION ITEM DESCRIPTION: Amendments to 2018 Wage Tables and Updated Job Descriptions PREPARED BY: James Fenlon, Administrator REPORT DATE: May 23, 2018 EXPLANATION: In recent past, we have discussed amendments to the wage table for the Director of Public Works. Below is the recommended amended 2018 Wage Table for the DPW Director: Current 2018 Wage Table DPW Director 2018 Step 1 $65,236.20 $31.36 Step 2 $67,539.77 $32.47 Step 3 $69,842.30 $33.58 Step 4 $72,145.87 $34.69 Step 5 $74,448.40 $35.79 Step 6 $76,751.98 $36.90 Step 7 $79,055.55 $38.01 Step 8 $81,358.08 $39.11 Step 9 $83,661.65 $40.22 Step 10 $85,964.18 $41.33 Step 11 $88,267.75 $42.44 Proposed Changes to the 2018 Wage Table DPW Director 2018 Step 1 $76,567.94 $36.81 Step 2 $79,269.91 $38.11 Step 3 $81,972.92 $39.41 Step 4 $84,674.89 $40.71 Step 5 $87,377.90 $42.01 Step 6 $90,079.87 $43.31 Step 7 $92,781.84 $44.61 Step 8 $95,484.85 $45.91 Step 9 $98,186.82 $47.21 Step 10 $100,889.83 $48.50 Step 11 $103,591.80 $49.80 RECOMMENDATION: Approve the amended 2018 Wage Tables for the Director of Public Works.  Village of Little Chute INFORMATION FOR VILLAGE BOARD CONSIDERATION ITEM DESCRIPTION: Fox Cities Sports Facility PREPARED BY: James Fenlon, Administrator REPORT DATE: May 31st, 2018 EXPLANATION: We have been provided the following information from the Town of Grand Chute regarding the Fox Cities Sports Facility with the request to take action on these items by the end of June (these documents are attached to this memo): - Municipal Authorizing Resolution - Cooperation Agreement - Pledge and Security Agreement The Village of Little Chute worked with the Village of Kimberly and Village of Fox Crossing to collaboratively conduct a thorough legal review of these documents and legal counsel has found that they have no recommended changes to the agreements and no objection to the Boards approving and executing the above documents per the instructions provided by the Town of Grand Chute. As mentioned above, it has been requested that we take action on these documents by the end of June. At this point, it would be staff’s recommendation to take action on these documents at our Regular Board meeting on June 20th, 2018. This will allow the Village Clerk and Village President the ability to execute the agreements as necessary and provide them to the Town of Grand Chute. Finally, if you have any questions or would like to have staff from the Convention and Visitors Bureau and Town of Grand Chute attend a future meeting, we could arrange that. RECOMMENDATION: The above and attached are provided for review and action at a future Regular Board Meeting (June 20th).  VILLAGE BOARD OF THE VILLAGE OF LITTLE CHUTE, WISCONSIN June _____, 2018 Resolution No. ______________ Resolution Authorizing the Execution and Delivery of Documents relating to the Fox Cities Sports Facility Project WHEREAS, the Village of Little Chute, Wisconsin (the “Municipality”) adopted an amended and restated room tax ordinance (the “Room Tax Ordinance”), that levied a 10% room tax (the “Room Tax”), which includes a 3% room tax allocated toward the support of amateur sports facilities within the Fox Cities Tourism Zone (established under the Commission and Zone Agreement described below) (the “Fox Cities Tourism Zone”) and/or other facilities which are reasonably likely to generate paid overnight stays at more than one hotel, motel, or other lodging establishment within the Fox Cities Tourism Zone (the “Tourism Facilities Room Tax”) and, among other things, set forth the priority of application of payments of the Room Tax; and WHEREAS, the Municipality, certain other municipalities in the Fox Cities Tourism Zone (together with the Municipality, the “Municipalities”), and the Fox Cities Room Tax Commission (the “Commission”) have entered into an Amended and Restated Room Tax Commission and Tourism Zone Agreement, dated as of November 24, 2015 (as amended by a First Amendment to Amended and Restated Room Tax Commission and Tourism Zone Agreement, dated as of May 1, 2018, the “Commission and Zone Agreement”), to confirm the establishment of the Fox Cities Tourism Zone, to confirm the establishment of the Commission and its powers, duties, and membership, to appoint the Fox Cities Convention & Visitors Bureau (the “CVB”) as a tourism entity to provide for the administration of the Tourism Facilities Room Tax; and WHEREAS, the Municipalities, the Commission, and Associated Trust Company, National Association, in its capacity as fiscal agent (the “Fiscal Agent”), are parties to a Fox Cities Room Tax Fiscal Agency Agreement, dated as of May 1, 2018 (the “Fiscal Agency Agreement”), pursuant to which the Municipalities have directed the hotelkeepers, motel operators, and other persons or entities furnishing accommodations that are available to the public and obligated to pay the Room Tax (the “Operators”) within their respective jurisdictions to forward all Room Taxes to the Fiscal Agent to be allocated by the Fiscal Agent to the respective purposes therefor under the Room Tax Ordinance, including the allocation of the Tourism Facilities Room Tax; and WHEREAS, the Town of Grand Chute, Wisconsin has donated land on which the Fox Cities sports facility, an indoor venue for ice and hardcourt sporting events (the “Sports Facility”), will be constructed and which Sports Facility is expected to be financed by bonds (the 4847-8764-2726.1 “Bonds”) to be issued by the Community Development Authority of the Town of Grand Chute, Wisconsin (the “Authority”); and WHEREAS, the Sports Facility constitutes an amateur sports facility located within the Fox Cities Tourism Zone reasonably likely to generate paid overnight stays at more than one hotel, motel, or other lodging establishment within the Fox Cities Tourism Zone; and WHEREAS, the Municipality desires to enter into a Cooperation Agreement for the Fox Cities Sports Facility (the “Cooperation Agreement”), with the other Municipalities, the Authority, Commission, and the Fox Cities Convention & Visitors Bureau, Inc. pursuant to which all the parties thereto will agree to take all necessary action to provide that the Sports Facility will be constructed for the promotion and development of tourism activities within the Fox Cities Tourism Zone and that all the Tourism Facilities Room Tax is pledged to pay debt service on the Bonds that will finance the construction and equipping of the Sports Facility and related payments or deposits such as costs of issuance, a debt service reserve fund, a stabilization fund, and a capitalized interest fund; and WHEREAS, to provide for the pledge of the Tourism Facilities Room Tax for the payment of the Bonds, the Municipality desires to enter into a Pledge and Security Agreement with the other Municipalities, the Commission, and a trustee (the “Pledge and Security Agreement”); and WHEREAS, pursuant to the Pledge and Security Agreement, all the Tourism Facilities Room Tax will be required to be paid to the trustee for the Bonds; and WHEREAS, it is necessary and desirable to enter into the Cooperation Agreement and the Pledge and Security Agreement in furtherance of the promotion and development of tourism activities within the Fox Cities Tourism Zone; and WHEREAS, there have been presented to the Municipality substantially final drafts of a Cooperation Agreement and a Pledge and Security Agreement (collectively, the “Sports Facility Documents”); NOW, THEREFORE, BE IT RESOLVED by the Village Board (the “Governing Body”) of the Municipality as follows: Section 1. Sports Facility as Tourism Development. It is hereby found and determined that the construction and development of the Sports Facility is crucial to the achievement of a sound and coordinated development of the Fox Cities Tourism Zone and for the promotion and development of tourism activities within the Fox Cities Tourism Zone. Section 2. Approval of Sports Facility Documents. The terms and provisions of the Cooperation Agreement and the Pledge and Security Agreement are hereby approved. The Village President and Clerk are hereby authorized for and in the name of the Municipality to execute and deliver the Sports Facility Documents in -2- 4847-8764-2726.1 substantially the forms thereof presented herewith, with such insertions therein or corrections or changes thereto as shall be approved by such officers consistent with this resolution, their execution thereof to constitute conclusive evidence of their approval of any such insertions, corrections, or changes. Section 3. General Authorizations. The officers of the Municipality are hereby each authorized to execute, publish, file, and record such other documents, instruments, notices, and records and to take such other actions, including entering into additional agreements and amending existing agreements, as shall be necessary or desirable to accomplish the purposes of this resolution and to comply with the obligations of the Municipality under the Commission and Zone Agreement and the Sports Facility Documents, as each may be amended and restated, and to facilitate the issuance of the Bonds. In addition, the representatives of the Municipality that serve as commissioners on the Commission are hereby authorized and directed to take any necessary action on behalf of the Municipality with respect to actions taken by the Commission relating to the Bonds and the Tourism Facilities Room Tax allocated to the payment, either directly or indirectly, of debt service on the Bonds. Section 4. Effective Date. This resolution shall be effective immediately upon its passage. To the extent that any prior resolutions of the Governing Body are inconsistent with the provisions hereof, this resolution shall control, and such prior resolutions shall be deemed amended to such extent as may be necessary to bring them in conformity with this resolution. * * * * * * * * * * Adopted: June ____, 2018 Village President Village Clerk -3- 4847-8764-2726.1  CERTIFICATIONS BY CLERK I, Laurie Decker, hereby certify that I am the duly qualified and acting Clerk of the Village of Little Chute, Wisconsin (the “Municipality”), and as such I have in my possession, or have access to, the complete corporate records of said Municipality and of its Village Board (the “Governing Body”) and that attached hereto is a true, correct, and complete copy of the resolution (the “Resolution”) entitled: Resolution Authorizing the Execution and Delivery of Documents relating to the Fox Cities Sports Facility Project I do hereby further certify as follows: 1. Meeting Date. On June _____, 2018, a meeting of the Governing Body was held commencing at _______ p.m. 2. Posting. On June _____, 2018 (and not less than 24 hours prior to the meeting), I posted or caused to be posted at the Municipality’s offices in Little Chute, Wisconsin a notice setting forth the date, time, location, and subject matter (including specific reference to the Resolution) of said meeting. 3. Notification of Media. On June ____, 2018 (and not less than 24 hours prior to the meeting), I communicated or caused to be communicated, the date, time, location, and subject matter (including specific reference to the Resolution) of said meeting to those news media who have filed a written request for such notice and to the official newspaper of the Municipality. 4. Open Meeting Law Compliance. Said meeting was a regular meeting of the Governing Body that was held in open session in compliance with Subchapter V of Chapter 19 of the Wisconsin Statutes and any other applicable local rules and state statutes. 5. Members Present. Said meeting was duly called to order by the Village President (the “Presiding Officer”), who chaired the meeting. Upon roll call, I noted and recorded that there were ______ members of the Governing Body present at the meeting, such number being a quorum of the Governing Body. 6. Consideration of and Roll Call Vote on Resolution. Various matters and business were taken up during the course of the meeting without intervention of any closed session. One of the matters taken up was the Resolution. A proper quorum of the Governing Body was present for the consideration of the Resolution, and each member of the Governing Body had received a copy of the Resolution. All rules of the Governing Body that interfered with the consideration of the Resolution, if any, were suspended by a two-thirds vote of the Governing Body. The Resolution was then introduced, moved, and seconded, and after due consideration, upon roll call, _____ of the Governing Body members voted Aye, _____ voted Nay, and _____ Abstained. -i- 4847-8764-2726.1  7. Adoption of Resolution. The Resolution was supported by the affirmative vote of a majority of a quorum of the members of the Governing Body in attendance. The Presiding Officer then declared that the Resolution was adopted, and I recorded the Resolution. IN WITNESS WHEREOF, I have signed my name and affixed the seal of the Municipality, if any, hereto on June ______, 2018. Clerk [SEAL] -ii- 4847-8764-2726.1  Draft dated 5/16/2018 Dated as of [August 1], 2018 PLEDGE AND SECURITY AGREEMENT Relating to the: FOX CITIES SPORTS FACILITY 4820-6752-3683.2  PLEDGE AND SECURITY AGREEMENT THIS PLEDGE AND SECURITY AGREEMENT, dated as of [August 1], 2018 (this “Agreement”), is made and entered into by and among the CITY OF APPLETON, WISCONSIN, a Wisconsin municipal corporation and political subdivision (“Appleton”), the VILLAGE OF FOX CROSSING, WISCONSIN, a Wisconsin municipal corporation and political subdivision (“Fox Crossing”), the TOWN OF GRAND CHUTE, WISCONSIN, a Wisconsin political subdivision (“Grand Chute”), the CITY OF KAUKAUNA, WISCONSIN, a Wisconsin municipal corporation and political subdivision (“Kaukauna”), the VILLAGE OF KIMBERLY, WISCONSIN, a Wisconsin municipal corporation and political subdivision (“Kimberly”), the VILLAGE OF LITTLE CHUTE, WISCONSIN, a Wisconsin municipal corporation and political subdivision (“Little Chute”), the CITY OF MENASHA, WISCONSIN, a Wisconsin municipal corporation and political subdivision (“Menasha”), the CITY OF NEENAH, WISCONSIN, a Wisconsin municipal corporation and political subdivision (“City of Neenah”), the TOWN OF NEENAH, WISCONSIN, a Wisconsin political subdivision (“Town of Neenah”), and the VILLAGE OF SHERWOOD, WISCONSIN, a Wisconsin municipal corporation and political subdivision (“Sherwood”, and collectively with Appleton, Fox Crossing, Grand Chute, Kaukauna, Kimberly, Little Chute, Menasha, City of Neenah, and Town of Neenah, the “Municipalities”), the FOX CITIES AREA ROOM TAX COMMISSION, a Wisconsin intergovernmental commission (the “Room Tax Commission”), and ASSOCIATED TRUST COMPANY, NATIONAL ASSOCIATION, a national bank organized under the laws of the United States of America, as trustee under the Bond Indenture (as defined herein) (together with its successors in such capacity, the “Trustee”). RECITALS: WHEREAS, the governing body of each of the Municipalities has adopted a room tax ordinance (the “Ordinances”) that levied a room tax on the privilege of furnishing, at retail, except sales for resale, rooms or lodging to transients (the “Room Tax”) in the amount of 10% by hotelkeepers, motel operators, lodging marketplaces, owners of short-term rentals, and other persons furnishing accommodations that are available to the public (the “Operators”) within the Fox Cities Tourism Zone (as described below), pursuant to Section 66.0615 of the Wisconsin Statutes, as amended (the “Room Tax Act”), a portion of which Room Tax is a 3% Room Tax (the “Tourism Facilities Room Tax”); and WHEREAS, the Municipalities, the Room Tax Commission, the Fox Cities Convention & Visitors Bureau, Inc. (the “CVB”), and the Community Development Authority of the Town of Grand Chute, Wisconsin (the “Authority”), are parties to a Cooperation Agreement for the Fox Cities Sports Facility, dated as of [August 1], 2018 (the “Cooperation Agreement”); and WHEREAS, under the terms of the Cooperation Agreement: (a) Grand Chute will convey to the Authority the property on which the Fox Cities Sports Facility (the “Sports Facility”) will be constructed; and 4820-6752-3683.2  (b) to assist in the financing of the Sports Facility, the Authority will issue its $_______________ Taxable Lease Revenue Bonds, Series 2018 (Fox Cities Sports Facility Project) (the “Series 2018 Bonds”) the proceeds of which will be used to pay the costs of the construction and equipping of the Sports Facility; and (c) the Municipalities, the Room Tax Commission, and the CVB will agree to the use of the Tourism Facilities Room Tax for the purposes of paying, either directly or indirectly, the costs of the construction and equipping of the Sports Facility, debt service on the Series 2018 Bonds and any additional bonds issued by the Authority for the purpose of refinancing or refunding the Series 2018 Bonds, directly or indirectly through a series of refundings (collectively, the “Bonds”), and such other reasonable and customary payments or deposits related to the Bonds as may be provided in the Bond Indenture, such as, but not limited to, costs of issuance and administration of the Bonds, reserve or stabilization funds, capitalized interest payments, and reimbursement of payments made by Grand Chute or a provider of credit enhancement for the Bonds, all subject to any restrictions related thereto in the Room Tax Act (collectively, the “Purposes of the Tourism Facilities Room Tax”); and (d) the Municipalities and the Room Tax Commission agree to pledge the Tourism Facilities Room Tax to the Trustee for the Purposes of the Tourism Facilities Room Tax; and (e) all parties to the Cooperation Agreement acknowledge that the Sports Facility is an amateur sports facility located within the Fox Cities Tourism Zone reasonably likely to generate paid overnight stays at more than one hotel, motel, or other lodging establishment within the Fox Cities Tourism Zone as described in the Ordinances and will be crucial to “tourism promotion and tourism development” within the meaning of the Room Tax Act, and the achievement of a sound and coordinated development and redevelopment of the territory described as the “Tourism Zone” in the Cooperation Agreement and for the promotion and development of tourism activities within the Tourism Zone; and WHEREAS, the Municipalities, the Room Tax Commission, and Associated Trust Company, National Association, in its capacity as fiscal agent (the “Fiscal Agent”), are parties to a Fox Cities Room Tax Fiscal Agency Agreement, dated as of May 1, 2018 (the “Fiscal Agency Agreement”), pursuant to which the Municipalities have directed the Operators within their respective jurisdictions to forward all Room Taxes to the Fiscal Agent to be allocated by the Fiscal Agent to the respective purposes therefor under the Ordinances, including the allocation of the Tourism Facilities Room Tax to the Trustee for the Purposes of the Tourism Facilities Room Tax; and WHEREAS, the terms and conditions of this Agreement are in compliance with the Room Tax Act; and -2- 4820-6752-3683.2  WHEREAS, the execution and delivery of this Agreement have been in all respects duly and validly authorized by resolutions of the governing bodies of the Municipalities and the Room Tax Commission; and WHEREAS, all procedures necessary to constitute this Agreement as a valid pledge and assignment of the Tourism Facilities Room Tax have been done and performed; NOW, THEREFORE, the parties to this Agreement agree as follows: ARTICLE I PLEDGE AND ASSIGNMENT OF PLEDGED ROOM TAXES TO THE TRUSTEE The Municipalities and the Room Tax Commission do hereby pledge, sell, assign, transfer, and set over unto the Trustee, all their respective right, title, and interest in and to all Tourism Facilities Room Taxes, subject to any limitations imposed thereon by the Room Tax Act, for the Purposes of the Tourism Facilities Room Tax. The Tourism Facilities Room Tax shall not be used for any purpose other than the Purposes of the Tourism Facilities Room Tax set forth in the recitals of this Agreement. The pledge and assignment hereunder shall remain in full force and effect until the full discharge of the Indenture of Trust, dated as of [August 1], 2018, from the Authority to the Trustee (the “Bond Indenture”), pursuant to which the Series 2018 Bonds are issued and pursuant to which additional Bonds may be issued to refund (i) the Series 2018 Bonds or (ii) any other Bonds. ARTICLE II DEPOSIT OF TOURISM FACILITIES ROOM TAXES WITH TRUSTEE Section 2.01 Deposit of Room Taxes. The Municipalities, the Room Tax Commission, and the Trustee hereby agree and direct that, in order to effect the pledges of the Tourism Facilities Room Taxes hereunder, all Tourism Facilities Room Taxes remitted to the Trustee by the Fiscal Agent pursuant to the Fiscal Agency Agreement shall be applied to the Purposes of the Tourism Facilities Room Tax as specified in the Bond Indenture. The Fiscal Agent has been directed under the Fiscal Agency Agreement to transfer the Tourism Facilities Room Taxes it has received from the Operators to the Trustee on each February 15, May 15, August 15, and November 15 (each a “Quarterly Transfer Date”). The Trustee shall deposit the Tourism Facilities Room Taxes received on each Quarterly Transfer Date to the Revenue Fund created under the Bond Indenture. Section 2.02 Direction to Operators; Enforcement of Payment by Municipalities. (a) Each of the Municipalities agrees to direct all Operators within its jurisdiction to deposit all Tourism Facilities Room Taxes with either (i) the Fiscal Agent pursuant to the Fiscal Agency Agreement, or (ii) the Trustee pursuant to the terms of this Agreement and the instructions of the Trustee. Each -3- 4820-6752-3683.2  Municipality agrees to forward, or cause the Fiscal Agent to forward, to the Trustee, no less frequently than the Quarterly Transfer Dates, any payments of Tourism Facilities Room Taxes made by an Operator directly to such Municipality, and the Room Tax Commission agrees to forward to the Trustee, immediately upon receipt, any payments of Tourism Facilities Room Taxes made by a Municipality or an Operator directly to the Room Tax Commission or to the CVB on behalf of the Room Tax Commission. The Municipality may request a Room Tax Deposit Notice from the Fiscal Agent as described in the Fiscal Agency Agreement to accompany such payments. (b) If an Operator has not paid Tourism Facilities Room Taxes for a period of one calendar quarter or is in arrears by one calendar quarter or more, then an authorized officer of the related Municipality shall, within 30 days after the receipt of the first Monthly Report after a Delinquency Report (each as defined in the Fiscal Agency Agreement) has been received from the Fiscal Agent, commence collection and enforcement action against such Operator; provided that said Monthly Report shows Tourism Facilities Room Taxes remain unpaid by such Operator. (c) Each of the Municipalities agrees to commence such collection and enforcement action as described in (b) above and to take all reasonable action to diligently pursue such action and to collect the Tourism Facilities Room Tax with any applicable/corresponding forfeiture or interest charge for late payment as described in the Ordinances. Each Municipality agrees to send a written notice to the Room Tax Commission, within 10 days after receipt of a Monthly Report as described in (b) above, describing the status of such action and collection until the Tourism Facilities Room Taxes have been collected from the Operator. Upon such collection, the Municipalities shall, within 20 business days, deposit with the Fiscal Agent for allocation to the Trustee the collected Tourism Facilities Room Taxes, subject to the priority of payment described in the Fiscal Agency Agreement, and any applicable/corresponding forfeiture or interest charge; which shall be allocated pro rata to the collected Room Tax and its purposes described in the Fiscal Agency Agreement, including the Tourism Facilities Room Tax. All costs of collection and enforcement actions relating to any such Tourism Facilities Room Tax shall (except to the extent they may be recovered from Operators) be the sole responsibility of the related Municipality. (d) Notwithstanding (b) and (c) above, the Trustee shall have the right, with the consent of the Room Tax Commission, to demand that any Tourism Facilities Room Tax paid by the Operators but not deposited with the Trustee be immediately deposited with the Trustee in accordance with this Article II. Section 2.03 Failure of Operator Not a Default of Municipality. A failure of an Operator to timely pay Tourism Facilities Room Taxes shall not constitute a default of a Municipality hereunder provided that the Municipality, in accordance with Section 2.02 above, promptly undertakes and pursues all reasonable collection actions until -4- 4820-6752-3683.2 the delinquent Tourism Facilities Room Taxes are collected and deposited with the Fiscal Agent or the Trustee. ARTICLE III REPRESENTATIONS, WARRANTIES, AND COVENANTS Each of the Municipalities and the Room Tax Commission hereby represents and warrants to the Trustee that it has good right and authority to enter into this Agreement; that as of the date of this Agreement it has not alienated, assigned, pledged, or otherwise disposed of or encumbered any of the Tourism Facilities Room Taxes, and that it has not performed any acts or executed any other instruments which might prevent the Trustee from receiving any Tourism Facilities Room Taxes under any of the terms and conditions of this Agreement or which would limit the Trustee in such receipt. Each of the Municipalities and the Room Tax Commission hereby covenants and agrees: (a) to observe, perform, and discharge, duly and punctually, all and singular, the obligations, terms, covenants, conditions, and warranties of this Agreement on its part to be kept, observed, and performed; (b) that it will, upon the request of the Trustee, execute and deliver to the Trustee such further instruments and do and perform such other acts and procedures as the Trustee may deem necessary or appropriate to make effective this Agreement and its various covenants herein contained and to more effectively vest in and secure to the Trustee the Tourism Facilities Room Taxes, including without limitation, the execution of such additional assignments as shall be deemed necessary by the Trustee to effectively vest in and secure the Tourism Facilities Room Taxes; (c) that it will take any and all action reasonably necessary to enforce its room tax levies and collect all room taxes from the Operators within its jurisdiction, which actions shall include, if necessary, commencing suit or other action to recover delinquent room taxes; (d) that it will not repeal any or all of the Tourism Facilities Room Tax or amend the Commission Agreement in any manner that affects the Trustee’s right to receive the Tourism Facilities Room Tax; (e) that it will not amend the Fiscal Agency Agreement in any manner that adversely affects the Trustee’s right to receive the Tourism Facilities Room Tax; and (f) that it will not terminate the Fiscal Agency Agreement while any of the Bonds remain outstanding. -5- 4820-6752-3683.2  ARTICLE IV MISCELLANEOUS Section 4.01 Counterparts. This Agreement may be executed, acknowledged, and delivered in any number of counterparts, each of which shall constitute an original, but all together only one, instrument. The laws of the State of Wisconsin shall govern this Agreement. Section 4.02 Severability. If any term, covenant, or condition of this Agreement, or the application thereof to any person or circumstance, shall, to any extent, be invalid or unenforceable, then the remainder of this Agreement and the application of such term, covenant, or condition to persons or circumstances other than those as to which it is held invalid or unenforceable, shall not be affected thereby, and each term, covenant, and condition of this Agreement shall be valid and enforceable to the fullest extent permitted by law. In the event of any ambiguity in any terms or provisions of this Agreement, such ambiguity shall be construed in favor of the Trustee, notwithstanding any rules of construction to the contrary. Nothing contained in this Agreement, the Cooperation Agreement, or the Bond Indenture shall in any manner be construed as making the parties hereto and thereto or their assignees partners. Section 4.03 Additional Parties to this Agreement. Any municipal government that hereafter becomes an additional member of the Room Tax Commission (an “Additional Municipality”) pursuant to the Commission Agreement shall, as a condition of such membership under the Commission Agreement, become an additional party to this Agreement. Each Additional Municipality shall be bound to the terms, conditions, and obligations of the Municipalities under this Agreement by execution and delivery to the Trustee of a joinder agreement in substantially the form attached hereto as Exhibit A, and a copy of the executed joinder agreement shall be delivered by the Trustee to the other then- current parties to this Agreement. Acceptance by the Trustee of such joinder agreement shall, without further action or approval of the parties to this Agreement, be deemed an approval of such Additional Municipality as an additional party to this Agreement by the then-current parties to this Agreement. Section 4.04 Amendments to this Agreement. This Agreement may be amended from time to time by a written instrument for any purpose not inconsistent with the terms of the Bond Indenture or to cure any ambiguity or to correct or supplement any provision contained in this Agreement which may be defective or inconsistent with any other provision contained in this Agreement or to make such other -6- 4820-6752-3683.2 provisions as shall not be inconsistent with the provisions of the Bond Indenture and shall not, in the judgment of the Trustee, adversely affect the interests of the owners of the Bonds. Section 4.05 Termination. This Agreement shall terminate upon the discharge and termination of the Bond Indenture. The Trustee shall notify the Room Tax Commission and each Municipality of such termination and discharge. Section 4.06 Notices. Any notice, request, report, statement, or other communication to be given pursuant to this Agreement, shall be sufficiently given, and shall be deemed given, when hand delivered or sent by first class mail, email, or overnight delivery service as follows: If to the Room Tax Commission at: Fox Cities Area Room Tax Commission Attention: Secretary c/o Fox Cities Convention & Visitors Bureau 3433 West College Avenue Appleton, Wisconsin 54914 Phone: (800) 236-6673 Email: bruce.sherman@grandchute.net If to the Trustee at: Associated Trust Company, National Association Attention: Corporate Trust Department 200 North Adams Street Green Bay, Wisconsin 54301 Phone: (920) 433-3275 Email: eric.wied@associatedbank.com If to a Municipality, at the address indicated beneath the signature to this Agreement of such Municipality. Any party may, by written notice to the other parties, designate a change of address for the purposes aforesaid. [Signature Pages Follow] -7- 4820-6752-3683.2  IN WITNESS WHEREOF, the parties have executed this Pledge and Security Agreement as of the date first written above. VILLAGE OF LITTLE CHUTE, WISCONSIN By: Its: President And: Its: Clerk ADDRESS: Village of Little Chute Attention: Village Administrator 108 West Main Street Little Chute, Wisconsin 54140 Email: jfenlon@littlechutewi.org [Signature Page to Pledge and Security Agreement – Little Chute] 4820-6752-3683.2  IN WITNESS WHEREOF, the parties have caused this Pledge and Security Agreement to be duly executed and delivered as of the date first written above. FOX CITIES AREA ROOM TAX COMMISSION By: Its Chairperson And: Its Secretary ASSOCIATED TRUST COMPANY, NATIONAL ASSOCIATION, as trustee By: Its And: Its [Signature Page to Pledge and Security Agreement] 4820-6752-3683.2  EXHIBIT A JOINDER AGREEMENT TO PLEDGE AND SECURITY AGREEMENT The undersigned municipality hereby agrees that it shall be an Additional Municipality as defined in the Pledge and Security Agreement, dated as of [August 1], 2018 (the “Agreement”), for the Fox Cities Sports Facility among the Fox Cities Area Room Tax Commission, the municipal members of such commission and Associated Trust Company, National Association, as trustee, and hereby agrees to be bound by the terms, conditions, and obligations of the Municipalities under the Agreement, as amended from time to time. On and after the date of this Joinder Agreement, the undersigned shall be deemed a Municipality under the Agreement. IN WITNESS WHEREOF, the undersigned Municipality has duly executed this Joinder Agreement effective as of __________________, 20____. ___________ OF _____________, WISCONSIN By: Its: ____________________ And: Its: ____________________ ADDRESS: ___________ of _______________ Attention: ____________________ _____________________________ _______________, Wisconsin _______ Email: __________________________________ 4820-6752-3683.2 Accepted on behalf of itself, the Room Tax Commission, and the Municipalities: ASSOCIATED TRUST COMPANY, NATIONAL ASSOCIATION, as trustee By _______________________________ Its: ___________________________ A-2 4820-6752-3683.2  Village of Little Chute INFORMATION FOR VILLAGE BOARD CONSIDERATION ITEM DESCRIPTION: Outagamie County Highway Department PREPARED BY: James Fenlon, Administrator REPORT DATE: May 31st, 2018 EXPLANATION: We have been provided the following information from Outagamie County Highway Department with the request for feedback on these items (these DRAFT documents are attached to this memo): - CTH OO and French Road - CTH OO and Holland Road - CTH N and Evergreen Drive These are being presented for information, no action. However, these will be part of our 2019-2023 CIP discussion, so we want you to have the information heading into CIP discussions. A preliminary staff review would rank the projects as follows: - CTH N and Evergreen (due to cost and timing of other projects, a preliminary recommendation of 2021 for project timing) - CTH OO and French (due to cost, this project could be executed within 2019’s budget - CTH OO and Holland (outside of 5 year CIP and perhaps longer pending development or utility needs) There are other projects that staff discussed that could have impacts on the 5 year CIP or even should be considered for further discussion with the County. Those projects would include the undergoing Quiet Zone Study, Florida and CTH N and Rosehill and CTH OO. In particular, staff feels that Florida and CTH N should be reviewed in 2019. Finally, staff appreciates the County’s efforts in drafting these agreements so that our organizations can plan accordingly for shared efforts and put more data and planning behind our collective CIP effort. RECOMMENDATION: Provided for information.  OUTAGAMIE COUNTY HIGHWAY DEPARTMENT COUNTY / MUNICIPAL / STATE AGREEMENT DATE: 5/18/2018 CTH OO & French Rd intersection PROJECT: See Below HIGHWAY: CTH "OO" LIMITS: French Rd Intersection *** DRAFT *** MUNICIPALITY: Village of Little Chute MUNICIPALITY: Town of Grand Chute The signatories Village of Little Chute and Town of Grand Chute, hereinafter called the Municipality, through its undersigned duly authorized officers or officials, hereby requests the County of Outagamie, through its Highway Department, hereinafter called the County, to initiate and effect the highway or street improvement hereinafter PROJECT DESCRIPTION: Agreement is for traffic study, engineering design, right-of-way acquisition, and construction of intersection improvements at CTH "OO" & French Road. The existing intersection is experiencing safety, capacity and delay issues. Long term study of French Road is required to understand improvements at CTH OO. The proximity and uncertainty of the future of STH 441 may impact the intersection long term. The first step is a traffic study to help determine a cost effective solution to help the traffic at this time. The cost share estimate shown is for study, design and construction of a temporary signal. COST ESTIMATE AND PARTICIPATION ****** ESTIMATED COST ****** Total Estimated WISDOT Outagamie Village of Town of PHASE Cost % County % Little Chute % Grand Chute CTH OO & French Rd ENGINEERING: Traffic Study $20,000 $0 0% $10,000 50% $5,000 25% $5,000 25% Intersection Design $20,000 $0 0% $10,000 50% $5,000 25% $5,000 25% RIGHT OF WAY: $0 $0 0% $0 100% $0 0% $0 0% CONSTRUCTION: Temporary Signal $75,000 $0 0% $37,500 50% $18,750 25% $18,750 25% improvement TOTAL PROJECT COST $115,000 $0 $57,500 50.0% $28,750 25.0% $28,750 25.0% This request for the programming, design and construction is subject to the terms and conditions that follow and is made by the undersigned under proper authority to make such request for the designated Municipality and upon acceptance by the Highway Commissioner shall constitute an agreement between the County and the Municipality unless specifically modified or amended by supplemental written agreement between the County and the Municipality. Terms and Conditions 1. When Federal Funds are involved, the improvement will be subject to the applicable Federal Aid Highway Acts and Regulations of the Federal Highway Administration, U.S. Department of Transportation. \\OCAPS2\ocshare\HWY\CTH Projects\Construction\Pending\Little Chute projects\CTH N & Evergreen intersection.xlsx Page 1 of 2  2. This is a joint agreement between the County and the Municipality. The Municipality will be kept informed on the project status and will have input regarding the project. This project will be administered under the County Administrative Rule 10-02. 3. If the Municipality should withdraw the project, it will pay to the County any cost that has been incurred by the county on behalf of the project. 4. The project cost in the agreement is an estimate. The Municipality will be invoiced periodically, and agrees to pay based on actual costs incurred. Such costs may be greater or less than the estimated amount, however, the Municipality acknowledges that costs between the time this agreement is executed and the actual time of construction can vary. 5. The County's obligation to perform under this contract shall be subject to County Board appropriation of funds sufficient to fund the County's obligations herein. 6. The County and Municipality agree and understand that the Municipality is reserving its rights to assess any and all costs incurred by the Municipality for this project. The Municipality and County hereby further agree that the Municipality have the right to assess any of its costs upon terms deemed acceptable by the Municipality subject to the following: In the event county property is assessed or subject to assessment the county reserves the right to object to the propriety and / or correctness of the assessment formula or methodology, however, such right to object does not extend to the municipality's ability to assess. The county's right to object includes the ability to challenge the assessment methodology or formula in circuit court and to pursue appeals of circuit court decisions. 7. Operations and Maintenance responsibilities of facilities built with this project will be determined during design. Items Outagamie County would typically maintain include: a. Highway surface and roadway base between outside curblines b. Curb & gutter along the County Trunk Highway c. Roadway signing and pavement marking d. Median island surface or landscaping e. Typical rural mowing in rural highway ditch sections f. Traffic signal maintenance and overhead street lighting recommended for intersection g. Maintain records of the highway and right-of-way, and utility and access permits Items the Municipality would typically maintain include: a. Storm sewer drainage pipes and structures b. Off-road multimodal facilities and crossings c. Signing and pavement markings for multi-modal facilities d. Mowing or landscaping outside the roadway curblines e. additional amenities requested by the Municipality BY: Dean E. Steingraber, P.E. Outagamie County Highway Commissioner Date BY: Signed for and on behalf of: Village of Little Chute Date BY: Signed for and on behalf of: Town of Grand Chute Date \\OCAPS2\ocshare\HWY\CTH Projects\Construction\Pending\Little Chute projects\CTH N & Evergreen intersection.xlsx Page 2 of 2  OUTAGAMIE COUNTY HIGHWAY DEPARTMENT COUNTY / MUNICIPAL / STATE AGREEMENT DATE: 5/18/2018 CTH OO & Holland Rd intersection PROJECT: See Below HIGHWAY: CTH "OO" LIMITS: Holland Rd Intersection *** DRAFT *** MUNICIPALITY: Village of Little Chute The signatory Village of Little Chute, hereinafter called the Municipality, through its undersigned duly authorized officers or officials, hereby requests the County of Outagamie, through its Highway Department, hereinafter called the County, to initiate and effect the highway or street improvement hereinafter described. PROJECT DESCRIPTION: Agreement is for traffic study, engineering design, right-of-way acquisition, and construction of intersection improvements at CTH "OO" & Holland Road. The existing intersection is experiencing capacity and delay issues. Long term study of Holland Road is required to understand improvements at CTH OO. The first step is a traffic study to help determine the best cost effective solution for this intersection and the future needs along Holland Rd, including access to the undeveloped areas south of CTH OO. The cost share estimate shown is for design and construction of a 4-legged roundabout. COST ESTIMATE AND PARTICIPATION ****** ESTIMATED COST ****** Total Estimated WISDOT Outagamie Village of PHASE Cost % County % Little Chute % CTH OO & Holland Rd ENGINEERING: Traffic Study $25,000 $0 0% $12,500 50% $12,500 50% Intersection Design $125,000 $0 0% $62,500 50% $62,500 50% RIGHT OF WAY: $25,000 $0 0% $25,000 100% $0 0% CONSTRUCTION: Roundabout Improvement $1,800,000 $0 0% $900,000 50% $900,000 50% TOTAL PROJECT COST $1,975,000 $0 $1,000,000 50.6% $975,000 49.4% This request for the programming, design and construction is subject to the terms and conditions that follow and is made by the undersigned under proper authority to make such request for the designated Municipality and upon acceptance by the Highway Commissioner shall constitute an agreement between the County and the Municipality unless specifically modified or amended by supplemental written agreement between the County and the Municipality. Terms and Conditions 1. When Federal Funds are involved, the improvement will be subject to the applicable Federal Aid Highway Acts and Regulations of the Federal Highway Administration, U.S. Department of Transportation. \\OCAPS2\ocshare\HWY\CTH Projects\Construction\Pending\Little Chute projects\CTH N & Evergreen intersection.xlsx Page 1 of 2  2. This is a joint agreement between the County and the Municipality. The Municipality will be kept informed on the project status and will have input regarding the project. This project will be administered under the County Administrative Rule 10-02. 3. If the Municipality should withdraw the project, it will pay to the County any cost that has been incurred by the county on behalf of the project. 4. The project cost in the agreement is an estimate. The Municipality will be invoiced periodically, and agrees to pay based on actual costs incurred. Such costs may be greater or less than the estimated amount, however, the Municipality acknowledges that costs between the time this agreement is executed and the actual time of construction can vary. 5. The County's obligation to perform under this contract shall be subject to County Board appropriation of funds sufficient to fund the County's obligations herein. 6. The County and Municipality agree and understand that the Municipality is reserving its rights to assess any and all costs incurred by the Municipality for this project. The Municipality and County hereby further agree that the Municipality have the right to assess any of its costs upon terms deemed acceptable by the Municipality subject to the following: In the event county property is assessed or subject to assessment the county reserves the right to object to the propriety and / or correctness of the assessment formula or methodology, however, such right to object does not extend to the municipality's ability to assess. The county's right to object includes the ability to challenge the assessment methodology or formula in circuit court and to pursue appeals of circuit court decisions. 7. Operations and Maintenance responsibilities of facilities built with this project will be determined during design. Items Outagamie County would typically maintain include: a. Highway surface and roadway base between outside curblines b. Curb & gutter along the County Trunk Highway c. Roadway signing and pavement marking d. Median island surface or landscaping, including roundabout center island e. Typical rural mowing in rural highway ditch sections f. Overhead street lighting recommended for intersection g. Maintain records of the highway and right-of-way, and utility and access permits Items the Municipality would typically maintain include: a. Storm sewer drainage pipes and structures b. Off-road multimodal facilities and crossings c. Signing and pavement markings for multi-modal facilities d. Mowing or landscaping outside the roadway curblines e. additional amenities requested by the Municipality BY: Dean E. Steingraber, P.E. Outagamie County Highway Commissioner Date BY: Signed for and on behalf of: Village of Little Chute Date BY: Signed for and on behalf of: Village of Little Chute Date \\OCAPS2\ocshare\HWY\CTH Projects\Construction\Pending\Little Chute projects\CTH N & Evergreen intersection.xlsx Page 2 of 2