BE IT RESOLVED, by the City Council of the City of Duluth, St. Louis County, Minnesota (the "City") as follows:

Section 1.  Background Findings.

1.01 Pursuant to Laws of Minnesota for 1998, Chapter 404, Section 7, Subdivision 25, the Legislature of the State of Minnesota has appropriated $1,300,000 for a grant (the "Grant") to the City for capital improvements to the animal care center, including veterinary hospital, laboratory, clinic and quarantine area and the children's zoo at the Lake Superior Zoological Garden (the "Project").

1.02  The Grant is to be administered through the Minnesota Department of Administration ("Administration").

1.03  The Project is and will be owned and operated by the City.

1.04 Pursuant to Minnesota Statutes, Section 16A.695, a precondition to receipt of the Grant is execution and filing in the office of the County Recorder or Registrar of Titles, as the case may be, of a declaration to the effect that the real property on which the Project is to be constructed cannot be sold or otherwise disposed of by the City without the approval of the Minnesota Commissioner of Finance (the "Declaration").

1.05 A form of Declaration to be signed by the City is on file in the office of the Clerk and has been presented to this Council.

1.06 As further conditions precedent to receiving the Grant, this City is required to (a) execute a general fund grant agreement and a general fund disbursement agreement in the form provided by Administration (collectively, the "Grant Agreement"); and (b) comply with certain other procedural requirements of the State of Minnesota and administered by Administration.

Section 2. Authorization and Approval of Grant Agreement and Declaration.

2.01 The Grant Agreement is approved. The Declaration is approved.

2.02 The Mayor and the Clerk are authorized and directed to execute, acknowledge, and deliver the Grant Agreement and the Declaration on behalf of the City with such changes, insertions, and omissions therein as the City Attorney may hereafter deem appropriate, such execution to be conclusive evidence of approval of such documents in accordance with the terms hereof.

2.03 The Mayor and the Clerk are authorized and directed to execute and deliver all other documents which may be required under the terms of the Grant Agreement or by Administration, and to take such other action as may be required or deemed appropriate for the performance of the duties imposed thereby to carry out the purposes thereof.

2.04 The Clerk or his designee is authorized and directed to file an executed copy of the Declaration in the office of the County Recorder or Registrar of Titles, as the case may be and to provide evidence of such filing to Administration.

2.05 In the event that for any reason the Mayor or the Clerk are unable to carry out the execution of any of the documents or other acts provided herein, any other officer or member of the City as in the opinion of the City Attorney are authorized to act in that capacity and undertake such execution or acts on behalf of the City, shall without further act or authorization execute and deliver the Grant Agreement and Declaration and do all things and execute all instruments and documents required to be done or executed by such officers, with full force and effect, which executions or acts shall be valid and binding on the City.

STATEMENT OF PURPOSE: The purpose of this resolution is to authorize execution of a Grant Agreement with the State Department of Administration with respect to a $1,300,000 legislative appropriation for the Lake Superior Zoological Garden and to additionally authorize execution and recording of a restrictive covenant (the Declaration described above) which is required by law. The effect of the Declaration is to prohibit the sale of property improved with state funds without the consent of the State Commissioner of Finance.