ITEM 3.8 GRC; The Village SIPto
OtSeTY
goF
MINNESOTA
DEPARTMENT INFORMATION
Request for
City Council Action
I Planning I Citv Planner Licht 1 9 March 2020 1
Consent City Administrator/Finance Director Flaherty 3.8 — GRC; The Village SIP
City Attorney Kendall
City Engineer Wagner
STRATEGIC VISION
MEETS .
7 HE CITY QF OTSEGO r
Is a strong organization that is committed to leading the community through innovative
communication.
Has proactively expanded infrastructure to responsibly provide core services.
Is committed to delivery of quality emergency service responsive to community needs and
expectations in a cost-effective manner.
X
Is a social community with diverse housing, service options, and employment opportunities.
Is a distinctive, connected community known for its beauty and natural surroundings.
AGENDA ITEM DETAILS
Citv staff recommends approval of a site improvement performance (SIP) aereement.
Yes I No
Central Minnesota Properties received City Council approval on 10 February 2020 for development of a 190
unit multiple family building upon Lot 1, Block 4, Great River Centre of Otsego 2"d Addition. The approval
of the development is in the form of a PUD Development Stage Plan. A condition of the PUD Development
Stage Plan approval is that the developer execute a SIP agreement to provide construction and warranty
securities for the public and private improvements in accordance with Section 11-36-7.0 of the Zoning
Ordinance. The SIP agreement has been drafted by the City Attorney and is subject to approval of the City
Council.
■ Resolution 2020-16
■ Site Improvement Performance Agreement
CITY OF OTSEGO
COUNTY OF WRIGHT
STATE OF MINNESOTA
RESOLUTION NO: 2020-16
APPROVING A SITE IMPROVEMENT PERFORMANCE AGREEMENT
FOR THE VILLAGE
WHEREAS, the Central Minnesota Properties (the "developer") is proposing development of Lot 1, Block 4,
Great River Centre of Otsego 2°d Addition; and
WHEREAS, the subject site is zoned PUD, Planned Unit Development District in accordance with the ordinance
adopted by the City Council on 13 March 2006; and
WHEREAS, the developer received approval of a PUD Development Stage Plan on 10 February 2020 for the
proposed use; and
WHEREAS, Section 11-36-7.0 of the Zoning Ordinance requires the developer to enter into a Site
Improvement Performance Agreement to provide the City construction and warranty securities for the
public and private improvements and to provide the City various remedies in the event that the developer
breaches the terms and conditions of said agreement; and
WHEREAS, those obligations are outlined and memorialized in the attached Site Improvement Performance
Agreement.
NOW, THEREFORE, BE IT RESOLVED BY THE CITY COUNCIL OF THE CITY OF OTSEGO, MINNESOTA THAT:
1. The Site Improvement Performance Agreement attached hereto between the City of Otsego and
Central Minnesota Properties is hereby approved in form subject to modification of fees, charges,
and securities as approved by City staff.
The Mayor and City Clerk are hereby authorized to execute the Development Agreement on behalf
of the City of Otsego.
ADOPTED by the City Council of the City of Otsego this 9th day of March, 2020.
MOTION BY:
SECONDED BY:
IN FAVOR:
OPPOSED:
CITY OF OTSEGO
Jessica L. Stockamp, Mayor
ATTEST:
Tami M. Loff, City Clerk
(reserved for recording intfonnation)
SITE IMPROVEMENT PERFORMANCE AGREEMENT
THE VILLAGE
CONTRACT dated , 2 , by and between the CITY OF OTSEGO, a
Minnesota municipal corporation ("City"), and CENTRAL MINNESOTA PROPERTIES (the "Developer').
BACKGROUND . The Developer has submitted to the City a site plan and grading, erosion
control, drainage, and utility plan improvements and has asked the City to approve a PUD Development
Stage Plan for a 190 Unit multiple family building (referred to in this Contract as the 'Development"). The
land is situated in the County of Wright, State of Minnesota, and is legally described as:
Lot 1, Block 4, Great River Centre of Otsego 2"d Addition
2. CONDITIONS OF APPROVAL. The City hereby approves the Development on condition
that the Developer enter into this Contract, furnish the security required by it, and record the PUD
Development Stage Plan and this Agreement with the County Recorder or Registrar of Titles within 100 days
after the City Council approves the development.
3. RIGHT TO PROCEED. Within the land to be developed, the Developer may not grade or
otherwise disturb the earth or remove trees, unless a grading permit has been approved by the City
Engineer following approval of the development by the City Council, construct sewer lines, water lines,
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streets, utilities, public or private improvements, or any buildings until all the following conditions have been
satisfied: 1) this agreement has been fully executed by both parties and filed with the City Clerk, 2) the
necessary security has been received by the City, 3) the necessary insurance for the Developer and its
construction contractors has been received by the City, and 4) the PUD Development Stage Plan and this
agreement has been recorded with the Wright County Recorder office.
4. DEVELOPMENT PLANS. The Development shall be developed in accordance with the
following plans. The plans shall not be attached to this Contract. With the exception of Plans A, B, , and F
the plans may be prepared, subject to the City Engineer's approval, after entering the Contract, but before
commencement of any work on the Development.. The City Engineer may approve minor amendments to
Plan B without City Council approval. The erosion control plan may also be approved by the Wright County
Soil and Water Conservation District. If the plans vary from the written terms of this Contract, the written
terms shall control. The plans are:
Plan A — Site Plan
Plan B - Final Grading, Drainage, and Erosion Control Plan
Plan C - Building Elevation Plan
Plan D - Plans and Specifications for Public Improvements
Plan E - Street Lighting Plan
Plan F - Landscape Plan
5. IMPROVEMENTS. The Developer shall install and pay for the following:
A. Sanitary Sewer System
B. Water System
C. Storm Sewer System
D. Streets
E. Concrete Curb and Gutter
F. Street Lights
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G. Site Grading, Stormwater Treatment/Infiltration Basins, and Erosion Control
H. Underground Utilities
I. Sidewalks and Trails
J. Retaining Walls
The improvements shall be installed in accordance with the City zoning ordinance including the
existing PUD; the City engineering manual; and any other ordinances including City Code concerning
erosion and sediment control. The Developer shall submit plans and specifications which have been
prepared by a competent registered professional engineer to the City for approval by the City Engineer. The
Developer shall instruct its engineer to provide adequate field inspection personnel to assure an acceptable
level of quality control to the extent that the Developer's engineer will be able to certify that the construction
work meets the approved City standards as a condition of City acceptance. In addition, the City may, at the
City's discretion and at the Developer's expense, have one or more City inspectors and a soil engineer
inspect the work on a full or part-time basis. The Developer, its contractors and subcontractors, shall follow
all instructions received from the City's inspectors. The Developer's engineer shall provide for on -site project
management. The Developer's engineer is responsible for design changes and contract administration
between the Developer and the Developer's contractor. The Developer or its engineer shall schedule a pre -
construction meeting at a mutually agreeable time at the City with all parties concerned, including the City
staff, to review the program for the construction work. Within thirty (30) days after the completion of the
improvements and before the security is released, the Developer shall supply the City with a complete set of
reproducible "as constructed" plans and an electronic file of the "as constructed" plans in an AutoCAD .DWG
file or a .DXF file, all prepared in accordance with City standards.
6. PERMITS. The Developer shall obtain or require its contractors and subcontractors to
obtain all necessary permits, which may include but not be limited to:
A. Wright County for County Road Access and Work in County Rights -of -Way
B. MnDot for State Highway Access
C. MnDot for Work in Right -of -Way
D. Minnesota Department of Health for Watermains
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E. MPCA NPDES Permit for Construction Activity
F. MPCA for Sanitary Sewer and Hazardous Material Removal and Disposal
G. DNR for Dewatering
H. City of Otsego for Building Permits
I. MDH for water permits
J. City of Otsego for Retaining Walls
K. MPCA for sewer extension
7. DEWATERING. Due to the variable nature of groundwater levels and stormwater flows, it
will be the Developer's and the Developer's contractors and subcontractors responsibility to satisfy
themselves with regard to the elevation of groundwater in the area and the level of effort needed to
perform dewatering and storm flow routing operations. All dewatering shall be in accordance with all
applicable county, state, and federal rules and regulations. DNR regulations regarding appropriations
permits shall also be strictly followed.
8. TIME OF PERFORMANCE. The Developer shall install all required public improvements by
December 31, 2020.
9. LICENSE. The Developer hereby grants the City, its agents, employees, officers and
contractors a license to enter the Development to perform all work and inspections deemed appropriate by
the City..
10. EROSION CONTROL. Prior to initiating site grading, the erosion control plan, Plan B, shall
be implemented by the Developer and inspected and approved by the City. The City may impose additional
erosion control requirements if they would be beneficial. All areas disturbed by the grading operations shall
be stabilized per the MPCA Stormwater Permit for Construction Activity and City Code. Seed shall be in
accordance with the City's current seeding specification, which may include temporary seed to provide
ground cover as rapidly as possible. All seeded areas shall be fertilized, mulched, and disc anchored as
necessary for seed retention. The parties recognize that time is of the essence in controlling erosion. If the
Developer does not comply with the MPCA Stormwater Permit for Construction Activity, City Code, or with
the erosion control plan and schedule or supplementary instructions received from the City, the City may
take such action as it deems appropriate to control erosion. The City will endeavor to notify the Developer in
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advance of any proposed action, but failure of the City to do so will not affect the Developer's and City's
rights or obligations hereunder. If the Developer does not reimburse the City for any cost the City incurred
for such work within ten (10) days, the City may draw down the letter of credit to pay any costs. No
development, utility or street construction will be allowed and no building permits will be issued unless the
Development is in full compliance with the approved erosion control plan.
11. GRADING. The land shall be graded in accordance with the approved grading development
and erosion control plan, Plan "B". The plan shall conform to City of Otsego specifications. The subject site
is within the floodplain and Developer shall comply with all requirements to raise the grade of the site to
elevations necessary for a Letter of Map Revision approved by the Federal Emergency Management
Agency to remove the site from the floodplain in compliance with Chapter 94 of the City's Zoning Ordinance.
Within thirty (30) days after completion of the grading and before the City approves individual building
permits the Developer shall provide the City with an "as constructed" grading plan certified by a registered
land surveyor or engineer that all storm water treatment/infiltration basins and swales, have been
constructed on public easements or land owned by the City. The "as constructed" plan shall include field
verified elevations of the following: a) cross sections of storm water treatment/infiltration basins; b) location
and elevations along all swales, wetlands, wetland mitigation areas if any, locations and dimensions of
borrow areas/stockpiles, and installed "conservation area" posts; and c) lot corner elevations and house
pads, and all other items listed in City Code. The City will withhold issuance of building permits until the
approved certified grading plan is on file with the City and all erosion control measures are in place as
determined by the City Engineer. The Developer certifies to the City that all lots with house footings placed
on fill have been monitored and constructed to meet or exceed FHA/HUD 79G specifications. The soils
observation and testing report, including referenced development phases and lot descriptions, shall be
submitted to the Building Official for review prior to the issuance of building permits.
Before a building permit is issued, a cash escrow shall be furnished to the City in accordance with
the City's current fee schedule to guarantee compliance with the erosion control and grading requirements
and the submittal of an as -built certificate of survey. Prior to the release of the required individual lot
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grading and erosion control security that is submitted with the building permit, an as -built certificate of survey
must be submitted to verify that the final as -built grades and elevations of the specific lot and all building
setbacks are consistent with the approved grading plan for the development, and amendments thereto as
approved by the City Engineer, and that all required property monuments are in place. If the final grading,
erosion control and as -built survey is not timely completed, the City may enter the lot, perform the work,
and apply the cash escrow toward the cost. Upon satisfactory completion of the grading, erosion control
and as -built survey, the escrow funds, without interest, less any draw made by the City, shall be returned
to the person who deposited the funds with the City.
12. CLEAN UP. The Developer shall clean dirt and debris from streets that has resulted
from construction work by the Developer, builders, subcontractors, their agents or assigns. Prior to any
construction, the Developer shall identify in writing a responsible party and schedule for erosion control,
street cleaning, and street sweeping.
13. OWNERSHIP OF IMPROVEMENTS. Upon completion of the work and construction
required by this Contract and final acceptance by the City, the improvements lying within public easements
shall become City property without further notice or action.
14. CITY ENGINEERING ADMINISTRATION AND CONSTRUCTION OBSERVATION. The
Developer shall pay a fee for in-house engineering administration. City engineering administration will
include monitoring of construction observation, consultation with Developer and its engineer on status or
problems regarding the project, coordination for final inspection and acceptance, project monitoring during
the warranty period, and processing of requests for reduction in security. Fees for this service shall be three
percent (3%) of construction costs identified in the Summary of Security Requirements if using a letter of
credit, assuming normal construction and project scheduling. The Developer shall pay for construction
observation performed by the City's consulting engineer. Construction observation shall include part or full
time inspection of proposed public utilities and street construction and will be billed on hourly rates estimated
to be five percent (5%) of the estimated construction cost.
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15. STORM SEWER AREA CHARGE. (_is_subject to a_storm _sewer area -_.-- Commented [rvci]:Brent isthis lot 'wahinieeeevrecreek�
charge of $ The area charge is based on the gross area of the land and is calculated as
follows:
s.f. x $ /s.f. _ $
16. WATER AVAILABILITY CHARGE AND SANITARY SEWER AVAILABILITY CHARGE.
The Developer shall pay to the City the required water availability charge and sanitary sewer availability
charges. The water availability charge and sewer availability charge shall be collected according to Section
8-1-6-B of City Code which specifies 9.0 RECs per gross acre for multiple family uses. . .
17. SEWER CONNECTION CHARGE AND WATER CONNECTION CHARGE. The Developer
shall pay to the City required sewer connection charges. The Sewer Connection Charge shall be collected
per Section 8-1-6-C of City Code for all uses and must be paid prior to the issuance of a building permit
based on the fee schedule in effect at the time of application for the building permit.
18. CONSTRUCTION ACCESS. Construction traffic access and egress for grading, public utility
construction, and public street construction is restricted to access the subdivision via
Beyond this access plan, no construction traffic is permitted on
the adjacent local streets.
19. PARK DEDICATION. The site was previously approved for commercial use however
development of the site with a residential use requires additional park dedication in accordance with
Section 10-8-15-N of the City's Subdivision Ordinance. The Developer shall pay a cash contribution of
$443,010 in satisfaction of the City's park dedication requirements. The charge is calculated as follows:
Residential park dedication fee = 190 development units X $2640 per unit = $501,600, but subtract credit for
commercial park dedication fee of $58,590 previously credited at time of initial approval of Great River
Centre which results in: $501,600 - $58,590 (credit) _ $443,010.
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20. TRAFFIC CONTROL SIGNS. The Developer shall pay to the City $ for
installation of traffic control signs. The fee was calculated as follows:
21. STREET LIGHT OPERATION COSTS. The Developer shall be responsible for the cost of
street light installation consistent with a street lighting plan approved by the City. Great River Center of
Otsego requires installation of standard (intersection) and above standard (streetscape and pedestrian)
street lighting as specified by Title 8, Chapter 8 of City Code. The location and type of street lighting to be
installed is to be determined by the City Engineer. The developer will be responsible for the cost of the
fixtures, installation, and 2 years of operation for street lights adjacent to the subject site as required by
Section 8-8-7-C of City Code. , The Developer shall post a security for street light installation consistent with
the approved plan. The estimated amount of this security is $ and consists of
(� decorative lights at $ , and mast arm lights at $ each. The
Developer shall pay to the City $ in payment of the first two years of operating costs for
street lights
22. LANDSCAPING. Section 11-19-2.13.2 of the City Zoning Ordinance requires a landscape
plan that provides for installation of plantings including shade trees along 85'h Street and Quaday Avenue
at 60 feet on center, at the north line of the subject site at adjoining the outlot with storm water basins, the
immediate perimeter of the structure, and the perimeter / interior of off-street parking areas. The
developer shall submit a landscape plan that meets all requirements. The sizes of the proposed plantings
shall comply with Section 11-19-3 of the City Zoning Ordinance and an in -ground irrigation system shall be
installed for all lawn and landscaped areas as required by Section 5-2-3.C.1 of the City Code. Trees that
are chosen by the Developer or property owner cannot cause a public nuisance, such as cotton producing
trees, or trees that may become a public hazard due to insect infestation or weak bark. The minimum
deciduous tree size shall be two and one-half (2%) inches caliper, balled and burlapped. Evergreen trees
must be at least eight feet (8') tall. The trees may not be planted in the right-of-way. . Before a building
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permit is issued, a cash escrow shall be furnished to the City in accordance with the City's current fee
schedule to guarantee compliance with the landscaping requirements. If the landscaping is not completed
in a timely manner, the City may enter the lot, perform the work, and apply the cash escrow toward the
cost. Upon satisfactory completion of the landscaping the escrow funds, without interest, less any draw
made by the City, shall be returned to the person who deposited the funds with the City. All trees shall be
warranted to be alive, of good quality, and disease free for twelve (12) months after planting. Any
replacements shall be warranted for twelve (12) months from the time of planting. The Developer or
property owner is responsible for contacting the City when all the landscaping has been installed to set up
an inspection. Fifty percent (50%) of the security will be released when all the landscaping has been
installed and inspected by City staff and the remaining fifty percent (50%) will be released one year after
the landscaping inspection and any warranty work has been completed.
Landscaping shall be installed in accordance with the approved landscape plan. The
Developer shall post a $ landscaping security upon execution of this agreement to ensure that
the landscaping is installed in accordance with the approved plan.
23. SPECIAL PROVISIONS. The following special provisions shall apply to the Development:
A. Implementation of the recommendations listed in the , Engineering Report.
B. Developer shall grant a public easement subject to approval of the City Engineer for the sidewalk
to be constructed parallel to the north line of Lot 1, Block 4, Great River Centre of Otsego, as
required by the plans for this Development.
C. All construction record drawings (e.g., grading, utilities, streets) shall be in electronic format in
accordance with standard City specifications.
24. SUMMARY OF SECURITY REQUIREMENTS. To guarantee compliance with the terms of
this Contract, payment of real estate taxes including interest and penalties, payment of special assessments,
payment of the costs of all public improvements, and construction of all public improvements, the Developer
shall furnish the City with a cash escrow, letter of credit or alternate security, in the form attached hereto,
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from a bank ("security") for $ . The letter of credit must be able to be drawn from a
location within 100 miles of the City of Otsego. If an alternate security is furnished, the Developer shall also
furnish a letter of credit for twenty-five percent (25%) of the alternate security amount to cover any contract
increases. The amount of the security was calculated as follows:
CONSTRUCTION COSTS:
A. Sanitary Sewer
B. Watermain
C. Storm Sewer/Draintile
D. Streets
E. Erosion Control/Stormwater Basins,
Restoration, Grading Certification
CONSTRUCTION SUB -TOTAL
OTHER COSTS:
A. Developers Design (3.0%)
B. City Legal Expenses (Est. 1/0%)
C. City Construction Observation (Est. 5.0%)
D. Storm Sewer Area Charge
E. Sewer Availability Charge
F. Water Availability Charge
G. Landscaping
H. Wetland Mitigation
I. Street Lights
J. Private signage & Pavement markings
K. One Year Real Estate Taxes
W. Retaining Walls (constructed adjacent to
public property or public rights -of -way)
OTHER COSTS SUB -TOTAL
TOTAL SECURITIES:
This breakdown is for historical reference; it is not a restriction on the use of the security. The bank
shall be subject to the approval of the City Administrator. The City may draw down the security, on five (5)
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business days written notice to the Developer, for any violation of the terms of this Contract or without notice
if the security is allowed to lapse prior to the end of the required term. If the required public improvements
are not completed at least thirty (30) days prior to the expiration of the security, the City may also draw it
down without notice. If the security is drawn down, the proceeds shall be used to cure the default. Upon
receipt of proof satisfactory to the City that work has been completed and financial obligations to the City
have been satisfied, with City approval the security may be reduced from time to time by ninety percent
(90%) of the financial obligations that have been satisfied. Ten percent (10%) of the amounts certified by the
Developer's engineer shall be retained as security until all improvements have been completed, all financial
obligations to the City satisfied, the required "as constructed" plans have been received by the City, a
warranty security is provided, and the public improvements are accepted by the City Council. The City's
standard specifications for utility and street construction outline procedures for security reductions.
25. SUMMARY OF CASH REQUIREMENTS. The following is a summary of the cash
requirements under this Contract which must be furnished to the City:
A. Park Dedication
B. Traffic Control Signs
C. Street Light Operating Fee
D. Sewer Availability Charge
E. Water Availability Charge
F. Storm Sewer Area Charge
TOTAL CASH REQUIREMENTS
26. WARRANTY. The Developer warrants all improvements required to be constructed by it
pursuant to this Contract against poor material and faulty workmanship. The warranty period for streets is
two years. The warranty period for underground utilities is two years and shall commence following
completion and acceptance by City Council.
27. RESPONSIBILITY FOR COSTS.
A. Except as otherwise specified herein, the Developer shall pay all costs incurred by it or the City in
conjunction with the Development, including but not limited to Soil and Water Conservation
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District charges, legal, planning, engineering and construction observation inspection expenses
incurred in connection with approval of the Development, the preparation of this Contract, review
of construction plans and documents, and all costs and expenses incurred by the City in
monitoring and inspecting development of the plat.
B. The Developer shall hold the City and its officers, employees, and agents harmless from claims
made by itself and third parties for damages sustained or costs incurred resulting from approval
and development. The Developer shall indemnify the City and its officers, employees, and
agents for all costs, damages, or expenses which the City may pay or incur in consequence of
such claims, including attorneys' fees.
C. The Developer shall reimburse the City for costs incurred in the enforcement of this Contract,
including engineering and attorneys' fees.
D. The Developer shall pay, or cause to be paid when due, and in any event before any penalty is
attached, any special assessments referred to in this Contract. This is a personal obligation of
the Developer and shall continue in full force and effect even if the Developer sells the
Development.
E. The Developer shall pay in full all bills submitted to it by the City for obligations incurred under
this Contract within thirty (30) days after receipt. If the bills are not paid on time, the City may halt
development and construction until the bills are paid in full. Bills not paid within thirty (30) days
shall accrue interest at the rate of eighteen percent (18%) per year. Additionally, the Developer
shall pay in full all bills submitted to it by the City prior to any reductions in the security for the
development.
F. In addition to the charges and special assessments referred to herein, other charges and special
assessments may be imposed such as but not limited to sewer availability charges ("SAC"), City
water connection charges, City sewer connection charges, and building permit fees.
28. DEVELOPER'S DEFAULT. In the event of default by the Developer as to any of the work to
be performed by it hereunder, the City may, at its option, perform the work and the Developer shall promptly
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reimburse the City for any expense incurred by the City, provided the Developer, except in an emergency as
determined by the City, is first given notice of the work in default, not less than forty-eight (48) hours in
advance. This Contract is a license for the City to act, and it shall not be necessary for the City to seek a
Court order for permission to enter the land. When the City does any such work, the City may, in addition to
its other remedies, assess the cost in whole or in part.
29. MISCELLANEOUS.
A. The Developer represents to the City that the Development complies with all city, county, state,
and federal laws and regulations, including but not limited to: subdivision ordinances, zoning
ordinances, and environmental regulations. If the City determines that the Development does not
comply, the City may, at its option, refuse to allow construction or development work until the
Developer does comply. Upon the City's demand, the Developer shall cease work until there is
compliance.
B. Third parties shall have no recourse against the City under this Contract.
C. Breach of the terms of this Contract by the Developer shall be grounds for denial of building
permits, including lots sold to third parties.
D. If any portion, section, subsection, sentence, clause, paragraph, or phrase of this Contract is for
any reason held invalid, such decision shall not affect the validity of the remaining portion of this
Contract.
E. Grading, curbing, and one lift of asphalt shall be installed on all public and private streets prior to
issuance of any building permits.
F. If building permits are issued prior to the acceptance of public improvements, the Developer
assumes all liability and costs resulting in delays in completion of public improvements and
damage to public improvements caused by the City, Developer, its contractors, subcontractors,
material men, employees, agents, or third parties. No sewer and water connections or
inspections may be conducted and no one may occupy a building for which a building permit is
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issued on either a temporary or permanent basis until the streets needed for access have been
paved with a bituminous surface and the utilities are accepted by the City Engineer.
G. The action or inaction of the City shall not constitute a waiver or amendment to the provisions of
this Contract. To be binding, amendments or waivers shall be in writing, signed by the parties
and approved by written resolution of the City Council. The City's failure to promptly take legal
action to enforce this Contract shall not be a waiver or release.
H. This Contract shall run with the land and may be recorded against the title to the property. In the
event this Contract is recorded, upon request by Developer, the City covenants to provide a
recordable Certificate of Completion within a reasonable period of time following the request,
upon the completion of the work and responsibilities required herein, payment of all costs and
fees required and compliance with all terms of the Contract. A release of this Contract may be
provided in the same manner and subject to the same conditions as a Certificate of Completion
provided there are no outstanding or ongoing obligations of Developer under the terms of this
Contract. The Developer covenants with the City, its successors and assigns, that the Developer
is well seized in fee title of the property and/or has obtained consents to this Contract, in the form
attached hereto, from all parties who have an interest in the property; that there are no
unrecorded interests in the property; and that the Developer will indemnify and hold the City
harmless for any breach of the foregoing covenants.
I. Insurance. Prior to execution of this agreement, Developer and its general contractor shall
furnish to the City a certificate of insurance showing proof of the required insurance required
under this Paragraph. Developer and its general contractor shall take out and maintain or
cause to be taken out and maintained until six (6) months after the City has accepted the public
improvements, such insurance as shall protect Developer and its general contractor and the
City for work covered by the Contract including workers' compensation claims and property
damage, bodily and personal injury which may arise from operations under this Contract,
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whether such operations are by Developer and its general contractor or anyone directly or
indirectly employed by either of them. The minimum amounts of insurance shall be as follows
Commercial General Liability (or in combination with an umbrella policy)
$2,000,000 Each Occurrence
$2,000,000 Products/Completed Operations Aggregate
$2,000,000 Annual Aggregate
The following coverages shall be included:
Premises and Operations Bodily Injury and Property Damage
Personal and Advertising Injury
Blanket Contractual Liability
Products and Completed Operations Liability
Automobile Liability
$2,000,000 Combined Single Limit— Bodily Injury & Property Damage
Including Owned, Hired & Non -Owned Automobiles
Workers Compensation
Workers' Compensation insurance in accordance with the statutory requirements of the
State of Minnesota, including Employer's Liability with minimum limits are as follows:
• $500,000 —Bodily Injury by Disease per employee
• $500,000— Bodily Injuryby Disease aggregate
• $500,000 —Bodily Injury by Accident
The Developer's and general contractor's insurance must be "Primary and Non -Contributory".
All insurance policies (or riders) required by this Contract shall be (i) taken out by and
maintained with responsible insurance companies organized under the laws of one of the
states of the United States and qualified to do business in the State of Minnesota, (ii) shall
name the City, its employees and agents as additional insureds (CGL and umbrella only) by
endorsement which shall be filed with the City. A copy of the endorsement must be submitted
with the certificate of insurance.
Developer's and general contractor's policies and Certificate of Insurance shall contain a
provision that coverage afforded under the policies shall not be cancelled without at least thirty
(30) days' advanced written notice to the City, or ten (10) days' notice for non-payment of
premium.
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An Umbrella or Excess Liability insurance policy may be used to supplement Developer's or
general contractor's policy limits on a follow -form basis to satisfy the full policy limits required
by this Contract.
J. Indemnification. To the fullest extent permitted by law, Developer agrees to defend, indemnify
and hold harmless the City, and its employees, officials, and agents from and against all
claims, actions, damages, losses and expenses, including reasonable attorney fees, arising out
of Developer's negligence or its performance or failure to perform its obligations under this
Contract. Developer's indemnification obligation shall apply to Developer's general contractor,
subcontractor(s), or anyone directly or indirectly employed or hired by Developer, or anyone for
whose acts Developer may be liable. Developer agrees this indemnity obligation shall survive
the completion or termination of this Contract.
K. Each right, power or remedy herein conferred upon the City is cumulative and in addition to every
other right, power or remedy, express or implied, now or hereafter arising, available to City, at law
or in equity, or under any other agreement, and each and every right, power and remedy herein
set forth or otherwise so existing may be exercised from time to time as often and in such order
as may be deemed expedient by the City and shall not be a waiver of the right to exercise at any
time thereafter any other right, power or remedy.
L. The Developer may not assign this Contract without the written permission of the City Council.
The Developer's obligation hereunder shall continue in full force and effect even if the Developer
sells the land, or any part of it, until the City's issuance of a Certificate of Completion and
Release.
M. Retaining walls that require a building permit shall be constructed in accordance with plans and
specifications prepared by a structural or geotechnical engineer licensed by the State of
Minnesota. Following construction, a certification signed by the design engineer shall be filed with
the Building Official evidencing that the retaining wall was constructed in accordance with the
approved plans and specifications. All retaining walls identified on the development plans and by
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special conditions referred to in this Contract shall be constructed before any other building
permit is issued for a lot on which a retaining wall is required to be built. All retaining walls must
comply with the City's engineering manual and the City's Zoning Ordinance.
N. Should the Developer convey any lot or lots in the Development to a third party, the City and the
owner of that lot or those lots may amend this Development Contract or other city approvals or
agreements for development or use of those lots without the approval or consent of the
Developer or other lot owners in the Development. Private agreements between the owners of
lots within the Development for shared service or access and related matters necessary for the
efficient use of the Development shall be the responsibility of the lot owners and shall not bind or
restrict City authority to approve applications from any lot owner in the Development.
30. NOTICES. Required notices to the Developer shall be in writing, and shall be either hand
delivered to the Developer, its employees or agents, or mailed to the Developer by certified mail at the
following address: . Notices to
the City shall be in writing and shall be either hand delivered to the City Administrator, or mailed to the
City by certified mail in care of the City Administrator at the following address: Otsego City Hall, 13400
90th Street NE, Otsego, Minnesota 55330.
[The remainder of this page has been intentionally left blank.
Signature pages follow.]
209155vI
(SEAL)
STATE OF MINNESOTA )
)ss.
COUNTY OF WRIGHT )
CITY OF OTSEGO
BY:
Jessica L. Stockamp, Mayor
AND
Tami Loff, City Clerk
The foregoing instrument was acknowledged before me this day of ,
2 , by Jessica Stockamp and by Tam! Loff, the Mayor and City Clerk of the City of Otsego, a
Minnesota municipal corporation, on behalf of the corporation and pursuant to the authority granted by its
City Council.
NOTARY PUBLIC
209155v1
DEVELOPER:
BY:
STATE OF MINNESOTA
Its
)ss.
COUNTY OF WRIGHT )
The foregoing instrument was acknowledged before me this day of
2 by the
of
NOTARY PUBLIC
DRAFTED BY:
CAMPBELL,KNUTSON
Professional Association
Grand Oak Office Center 1
860 Blue Gentian Road, Suite 290
Eagan, MN 55121
Telephone: 651-452-5000
DSK/smt
209155v1
FEE OWNER CONSENT
TO
SITE IMPROVEMENT PERFORMANCE AGREEMENT
, fee owners of all or part of the
subject property, the development of which is governed by the foregoing Site Improvement Performance
Agreement , affirm and consent to the provisions thereof and agree to be bound by the provisions as the
same may apply to that portion of the subject property owned by them.
Dated this day of , 2
STATE OF MINNESOTA )
)ss.
COUNTY OF )
The foregoing instrument was acknowledged before me this
by
ARY PUBLIC
DRAFTED BY:
CAMPBELL KNUTSON
Professional Association
Grand Oak Office Center 1
860 Blue Gentian Road, Suite 290
Eagan, Minnesota 55121
651-452-5000
DSK/smt
209155vl
day of , 2_,
MORTGAGE CONSENT
TO
SITE IMPROVEMENT PERFORMANCE AGREEMENT
, which holds a mortgage on
the subject property, the development of which is governed by the foregoing Site Improvement Performance
Agreement , agrees that the Development Contract shall remain in full force and effect even if it forecloses
on its mortgage.
Dated this day of , 2
STATE OF MINNESOTA
)SS.
COUNTY OF )
The foregoing instrument was acknowledged before me this day of
2 by
NOTARY PUBLIC
DRAFTED BY:
CAMPBELLKNUTSON
Professional Association
Grand Oak Office Center 1
860 Blue Gentian Road, Suite 290
Eagan, Minnesota 55121
651-452-5000
DSK/smt
209155vl
EXHIBIT "A"
TO
SITE IMPROVEMENT PERFORMANCE AGREEMENT
Lot 1, Block 4, Great River Centre of Otsego 211 Addition
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[BANK LETTERHEAD]
IRREVOCABLE LETTER OF CREDIT
TO: City of Otsego
City Hall
13400 90t' Street NE
Otsego, Minnesota 55330
Dear Sir or Madam:
No. Date_:
We hereby issue, for the account of (Name of Developer) and in your favor, our Irrevocable
Letter of Credit in the amount of $ , available to you by your draft drawn on sight on the
undersigned bank.
The draft must:
a) Bear the clause, "Drawn under Letter of Credit No. dated 2 , of
(Name of Bank) ,
b) Be signed by the City Administrator or Finance Director of the City of Otsego.
c) Be presented for payment at (Address of Bank) on or before 4:00 p.m. on November 30,
2
This Letter of Credit shall automatically renew for successive one-year terms unless, at least forty-five (45)
days prior to the next annual renewal date (which shall be November 30 of each year), the Bank delivers written
notice to the Otsego Finance Director that it intends to modify the terms of, or cancel, this Letter of Credit. Written
notice is effective if sent by certified mail, postage prepaid, and deposited in the U.S. Mail, at least forty-five (45)
days prior to the next annual renewal date addressed as follows: Otsego Finance Director, Otsego City Hall,
13400 90th Street NE, Otsego, MN 55330, and is actually received by the Finance Director at least thirty (30)
days prior to the renewal date.
This Letter of Credit sets forth in full our understanding which shall not in any way be modified, amended,
Amplified, or limited by reference to any document, instrument, or agreement, whether or not referred to herein.
This Letter of Credit is not assignable. This is not a Notation Letter of Credit. More than one draw may be
made under this Letter of Credit.
This Letter of Credit shall be governed by the most recent revision of the Uniform Customs and Practice
for Documentary Credits, International Chamber of Commerce Publication No. 600.
We hereby agree that a draft drawn under and in compliance with this Letter of Credit shall be duly
honored upon presentation.
[NAME OF BANK]
BY:
209155vt
Its