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ITEM 3.9 Parkview Grand.' 0 61T r o MINNtSOT£. DEPARTMENT INFORMATION ORIGINATING p[-VT REQUESTi7R: Planning City Planner Licht Request for City council Action PRESENTER(s)i REVf[W-LO BY: Consent City Administrator/Finance Director Flaherty Emeritus City Attorney MacArthur City Engineer Wagner MEETING DATE: 13 April 2020 ITEM #: 3.9 — Parkview Grand STRATEGIC VISION THE CITY OF OTSEGO, MEETS; 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. �( 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 RECOMMENDATION: — - City staff recommends approval of a final plat and development agreement for Parkview Grand. ARE YOU SEEKING APPROVAL OF A CONTRACT? IS A PUBLIC HEARING REQUIRED? - Yes. N p. SACKGROUN0/1USTIFICATiON: Kuepers Inc. has submitted ,plans for development of Outlat A, Parkview Retail with a 70 unit apartment building. The subject site is zoned R-7, High Density Residential District and governed by a PUD-CUP approved by the City Council on 22 July 2019. The proposed development requires consideration of a PUD- CUP amendment related to the building, site and building plan review, and final plat. The PUD-CUP amendment and site and building plans were approved by the City Council an 10 February 2020. The final plat for Parkview Grand is an outlot within the Parkview Retail final plat and execution of the Parkview Retail development agreement provides for completion of streets and utilities within the plat as a public project. Action to approve the final plat and development agreement was delayed until such time as the final plat for Parkview Retail was submitted and the development agreement for that subdivision executed. The City has received the final plat of Parkview Retail for recording and the executed development agreement, including fees and securities. Emeritus City Attorney MacArthur has finalized the development agreement for Parkview Grand and the final plat and construction plans have been approved by City staff. SUPPORTING DOCUMENTS ATTACHED: ■ Site location map ■ Final Plat ■ Findings of Fact and Decision ■ Resolution 2020-21 approving a development agreement • Development Agreement POSSIBLE MOTION PLEASE WORT] MOTION AS YOU WOULD LIKE IT TO APPEAR IN THE MINUTES: Motion to approve the final plat of Parkview Grand subject to the conditions outlined in the findings of fact and decision as presented, and adopt Resolution 2020-21 approving a development agreement. BUDGET INFORMATION FUNDING: NA BUDGETED: �. Site Location Map Overview Legend Rands — CSAHCL — CTYCI_ — MLlNICL — PRIVATECL ---y TWPCL Highways Interstate — State Hwy US Hwy City/Tawnshlp Limits �t Parcels ❑ NWI(DNR) J w r� CL a i >t I g � 11"I I a yy i a I yy jk S h I..rM.r�i.en.II.ra�w ��uwl• / e�5 w,s x41iAr.&1 D'Ixl"dMllllFx T � � �s 9077r srrudr r: �: �`c.s.�.rr. rra. PPwwww-+MI.PvlY �A r 90TN STREET N.F_ ry„ntl sir rr ur ^ rrraar; r (C,s.A . NO. „Ilan .,,H � PA srte. -q I p0 , !i �il °a5 Rk I GAppi ", y fl t � � ; ��� t�., �� E �, lEf...li SL�lrr� — — •� ��4 �? p � �� ``a t�i n t- �.a# I � ��---tom i .I � I �•xl,k..,�. -�„� I � II - � •, ,dlr � n •I a 4E u •. �e� is ' ��_ ' �k �' e ' I I 1 I LLJT j �iy ay� 1 r4 Iq•xa-alaanvuuMll.l�,rr�l ,1 ---I II _.-• n-....- INRU, x ■ ME p $8Ty STREET N.E. 1 CLNN �hrI 4r j ! i `I a •t , I I l l GG II I �j c3 I I t 1 L~J-: t _______— �Yeaij ppL l r Ir el 7>!" xr VV 1 --rr+an�l4!ii�,.,-------__... t.--------. ,' �----^•- --- �� 't�eo'oT rant NL'SOYA APPLICANT: Kuepers, Inc. APPLICATION: Request for approval of a final plat to be known as Parkview Grand. CITY COUNCIL MEETING: 13 April 2020 7 April 202D FINDINGS & DECISION Final Plat FINDINGS. Based upon review of the application and evidence received, the Otsego City Council now makes the following findings of fact: A. The legal description of the properties is Outlot A, Parkview Retail. B. The property lies within the East Sewer District and is guided for commercial uses by the 2012 Otsego Comprehensive Plan, as amended. C. The property is zoned R-7, High Density Residential District in accordance with the ordinance and PUD-CUP approved by the City Council on 22 July 2019. D. The developer is proposing to final plat 1 lot for development of a 70 unit multiple family use on the property; multiple family dwellings are a permitted use within the R-7 District. E. The planning report dated 27 January 2020 prepared by the City Planner, The Planning Company LLC, is incorporated herein. F. Final plat applications are processed in accordance with Section 10-3-3 of the Subdivision Ordinance and do not require a recommendation by the Planning Commission. DECISION: Based on the foregoing information and applicable ordinances, the request is hereby APPROVED, subject to the following condition: 1. The applicant shall execute a development agreement as drafted by the City Attorney and subject to approval of the City Council. MOTION BY: SECOND BY: ALL IN FAVOR: THOSE OPPOSED: ADOPTED by the City Council of the City of Otsego this 13"' day of April, 2020. 'AfrXII9*1f-I CIC, By: Jessica L. Stockamp, Mayor Attest: By: Tam! Loff, City Clerk CITY OF OTSEGO COUNTY OF WRIGHT STATE OF MINNESOTA RESOLUTION NO. 2020-21 APPROVING DEVELOPERS AGREEMENT - PARKVIEW GRAND WHEREAS, Grand Apartments of Otsego, LLLP intends to construct multifamily dwelling units platted as PARKVIEW GRAND; and WHEREAS, the approved work on the Plat requires construction of some public improvements and payment of City costs and fees; and WHEREAS, those obligations are contained and memorialized in the attached Developers Agreement; and WHEREAS, the [developers Agreement also sets forth the security required to assure satisfactory construction of public improvements and establishes the various remedies available to the City in the event that Developer breaches the terms and conditions of the Agreement. NOW, THEREFORE, BE IT RESOLVED BY THE CITY COUNCIL OF THE CITY OF OTSEGO, MINNESOTA' 1. The attached Developers Agreement between the City of Otsego and Grand Apartments of Otsego, LLLP is hereby approved, subject to staff approved additions and changes. 2. The Mayor and City Clerk are hereby authorized to execute the Developers Agreement on behalf of the City of Otsego. ADOPTED by the Otsego City Council this 13th day of April, 2020. MOTION BY: SECONDED BY: IN FAVOR: OPPOSED: CITY OF OTSEGO Jessica L. Stockarnp, Mayor ATTEST: Tami M. Loff, City Clerk DEVELOPMENT AGREEMENT LOT 1, BLOCK 1, PARKVIEW GRAND THIS AGREEMENT, entered into this day of _ _ , 2020 by and between the CITY OF OTSEGO, a Minnesota municipal corporation ("CITY") and, Park -view Grand Apartments of Otsego, LLLP, a Minnesota limited liability limited partnership ("DEVELOPER"). RECITALS WHEREAS, DEVELOPER has proposed construction of 70 units of multifamily dwelling units on OUTLOT A, PARKVIEW RETAIL; and WHEREAS, DEVELOPER has or will acquire fee ownership of the parcel of land described as OOTLOT A, PARKVIEW RETAIL, which includes approximately 3.52 acres and is proposed to be final platted as LOT 1, BLOCK 1, PARKVIEW GRAND (the "Subject Property") as part of the final plat known as PARKVIEW GRAD (the "Final Plat" or "flat"); and WHEREAS, the Final Plat is zoned'R-7, High Density Residential District PUD, and governed by a PUD—CUP adopted by the City Council on July 22, 2019; and WHEREAS, the Final Plat approval for LOT 1, BLOCK 1, PARKVIEW GRAN-D requires that the DEVELOPER enter into this Agreement with the CITY as a condition of approval; and WHEREAS, the buildings and improvements within LOT 1, BLOCK 1, PARKVIEW GRAND shall be constructed, maintained and operated in accordance with the Final Plat approval and the terms and conditions contained herein; and NOW THEREFORE, in consideration of the promises and mutual promises hereinafter contained, it is agreed between the parties as follows; [29234-000113 7 17962/11 1. Development Plans. LOT 1, BLOCK 1, PARKVIEW GRAND shall be developed in accordance with the plans, the cover sheet of which is attached to this Agreement as Exhibit C and signed by the City Engineer on file and of record at CITY and Tully incorporated herein by reference and the conditions stated below (hereinafter the "Building Development Plans"). If the Building Development Plans vary from the written wrens of this Agreement, the Building Development Plans shall control. The buildings shall be substantially completed by December 31, 2021. 2. Municipal Improvements. The Building Development Plans include certain Municipal Improvements as set forth on the attached Exhibit C. 3. Private Improvements and Parking. The DEVELOPER of the Subject Property agrees that it shall cause to be constructed and installed certain private improvements ("Private Improvements") on the Subject Property as provided in the Building Development Plans, All Private Improvements are to be installed at DEVELOPER'S sale cost and expense pursuant to this Agreement. DEVELOPER shall construct one hundred forty-two (142) parking spaces to serve the apartment building including seventy (70) parking stalls within an enclosed garage below the principal building. DEVELOPER shall construct such Private Improvements in accordance with all applicable building cedes, ordinances and CITY standards and the Building Development Plans furnished to the CITY and approved by the City Engineer. The DEVELOPER shall obtain all necessary permits before construction of the Buildings. CITY shall provide adequate field inspection personnel to assure acceptable quality control, which will allow certification of the construction work. Within thirty (30) clays after the completion of the building and before any security is released, the DEVELOPER shall supply the CITY with a complete set of reproducible "as built" plans and two (2) complete sets of blue line "as built" plans prepared in accordance with CITY standards. 4. Conditions of Plat Approval. The CITY hereby approves the Plat on condition that the DEVELOPER enter into this Agreement, furnish the Security, and record the Plat with the Wright County Recorder or Registrar of titles within one hundred twenty (120) clays of Plat approval. The DEVELOPER shall cooperate with the CITY in (i) recording the Plat and this Agreement, and (ii) providing assurance that the Plat and this Agreement have been properly and timely recorded. 5. Right to Proceed. Within the Plat or land to be platted, the DEVELOPER may not grade or otherwise disturb the earth, remove trees, construct sewer lines, storm sewers, water lines, streets, utilities, public or private improvements, or any buildings or structures until all the following conditions have been satisfied: 1) this Agreement has been 129234-OOD1l3717962111 2 fully executed by bath patties and filed with the City Clerk, and all conditions for proceeding with grading and construction contained in the Agreement have been met, 2) the necessary security has been received by the CITY, 3) the Plat and this Agreement have been recorded with the Wright County Recorder's Office, 4) the DEVELOPER has initiated and attended a pre -construction meeting with the City Engineer, and 5) the Zoning Administrator has Issued a letter that all conditions have been satisfied and that the DEVELOPER may proceed; or until such time as approval to commence earlier construction is specifically approved by the CITY, and DEVELOPER has fully complied with all conditions set forth by City staff`. 6. Sanitary Sewer Service Allocation. The allocation of sanitary sewer service to the Plat dues not occur until such time as all required security is posted. 7. Changes in Official Controls. PARKVIEW GRAND is a planned and staged development within the meaning of Minn.. Stat. 462,358, Subd.. 3c, and no amendment to the City'; Comprehensive Plan or other Official Controls (as defined in Minn. Stat. 462.352, Subd. 15) shall apply to or affect the use, development density, lot size, lot layout, or platting requirements for future phases of PAIVIEW GRAND for a period of five (5) years. Thereafter, notwithstanding anything in this Agreement to the contrary, to the full extent permitted by State law, the CITY may require compliance with any amendments to the City's Comprehensive Plan, other Official Controls enacted alter the date of this Agreement. 8. Development Plans. The Plat shall be developed in accordance with the Building Development Plans on file at the office of the City Clerk and the conditions stated below. If such plans vary from the written terms of this Agreement, the plans shall control. The plans are: Plan A Final Plat, PARK VIEW GRAND, dated , 2020 prepared by Westwood Professional Services, Inc. Plan B PUD Development Stage Plan, dated prepared by and as finally approved by the City Council can July 22, 2019. Plan C Grading, Drainage, and Erasion Control Plan prepared by Campion Engineering Services, Inc. and as finally approved by the: City Engineer. Plan D Construction Plans for PA.RKVIEW GRAND, prepared by and as finally approved by the City Engineer. [29234-000113717962/11 3 Plan E Specifications for PARKVIEW GRANT, prepared by and as finally approved by the City Engineer. Plan F Landscape Plan for PARKVIEW GRAND, prepared by and as finally approved by the 'Zoning .Administrator. 9. Improvements. The DEVELOPER shall install and pay for the following: A. Site grading and ponding B. Underground installation of all utilities C. Storm water management improvements D. Setting of lot and block monuments E. Construction surveying and staking P. Landscaping Improvements shall be installed in accordance with City standards, the City Cade, and the above -referenced plans that have been furnished to the City and approved by the City Engineer. The DEVELOPER shall obtain all necessary permits before proceeding with construction, The CITY shall provide adequate field inspection personnel to assure acceptable quality control, which will allow certification of the construction work. The CITY may, when reasonably required to do so, and at the DEVELOPER'S expense, have one (1) or more City inspectors and a qualified engineer inspect the work. Within thirty (30) days alter the completion of the improvements and before all retained security is released, the DEVELOPER shall supply the CITY with a complete set of reproducible "as constructed" and an electronic file of the "as constructed" plans in AutoC1AD.DWG file or a .DF° file, all prepared in accordance with City standards. Before the security for the completion of utilities is fully released, iron monuments shall be installed in accordance with Minnesota Statutes 505.02. The DI.VELOPER'S surveyor shall submit a written notice to the CITY certifying that the monuments are installed following site grading, utility and streetconstruction. 10. Contractors/Subcontractors. City Council members, City employees, and City Planning Commission members, and corporations, partnerships and other entities in which such individuals have greater than a twenty five percent (25%) ownership interest or in which they are an officer or director may not act as contractors or subcontractors for the public improvements identified in Paragraph 7 above. [29234-4401137 17962/ 1) 4 11. Permits. The DEVELOPER shall obtain or require its contractors and subcontractors to obtain all necessary permits, which may include, but are not limited to; A. Wright County for County Road access and work in County right of way. B. MNDOT for State Highway Access C. MNDOT for work in right of way D. Minnesota Department of Health for watermains E. NIPCA 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 1. City of Otsego for sanitary sewer connections J. City of Otsego for retaining walls 12. Dewatering. Due to the variable nature of groundwater levels and stormwater flaws, 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 be strictly followed, 13. Time of Performance. The DEVELOPER shall install all listed improvements by December 31, 2021; provided however that the deadline shall be extended for each day of Unavoidable Delay. The DEVELOPER may request an extension of tone from the CITY to be submitted in writing to the City Clerk, for which said extension shall be conditioned upon updating the security posted by DEVELOPER to reflect cost increases and the extended completion date. Final wear course placement outside of the above time frame must have the written approval of the City Engineer. The CITY may impose additional conditions on the extension necessary to ensure performance. For purposes of this Section, "Unavoidable Delays" means delays, outside the control of the party claiming its occurrence, which are the direct result of strifes, other labor troubles, [29234-0001/3717962/11 5 unusually severe or prolonged bad weather, acts of God, fire or other casualty to the Project, delays in delivery of materials for the construction of the Project, the soil conditions of the Development Property, litigation commenced by third parties which, by injunction or other similar judicial action or by the exercise of reasonable discretion, directly results in delays, acts of any federal, state or local governmental unit (other than the City) which directly result in delays, any pandemic or other cause outside: of DEVELGPF,R'S reasonable control. 14. Right of Entry. The DEVELOPER hereby grants to the CITY, its agents, employees, officers and contractors an irrevocable right of entry at reasonable times upon reasonable notice to enter the Plat to perform any and all work and inspections reasonably necessary or deemed reasonably appropriate by the CITY during the installation of improvements by DEVELOPER or the CITY, or to make any necessary corrective actions necessary by the CITY. Except in emergency situations, the CITY shall give; the. DEVELOPER thirty (30) business days' written notice stating the deficiencies and necessary corrections and a reasonable time to cure prior to making any corrective action. Said right of entry shall continue until the CITY finally accepts the public improvements and any applicable warranty period has expired. 15. Erosion Control. Prior to initiating site grading, and before any utility construction is commenced or further building permits are issued, the erosion control plan, Plan C, shall be implemented by the DEVELOPER and inspected and reasonably approved by the CITY. If the City Engineer determines that it would be unreasonable to require full implementation of the erosion control plan prior to utility construction or issuance of certain building permits, he shall state in writing what construction can tape place and what particular building permits can be issued prior to full implementation. The CITY may impose additional erosion control requirements if, in the reasonably opinion of the City Engineer, they would be necessary. All areas disturbed by the excavation and baekfilling operations shall be reseeded forthwith after the completion of the work in that area, If the DEVELOPER does not comply with the erosion control plan and schedule or any supplementary instructions, the CITY may with reasonable notice and opportunity to cure, take action as it deems reasonably appropriate. 16. Grading Plan. Plat grading shall be in accordance with the approved grading plan, Plan C. The plan shall conform to CITY specifications and the City Cade. Ponds, swales and ditches shall be constructed on public easements. Within thirty (30) days after completion of grading and before any retained security is Fully released, the DE ELOPER shall provide the CITY with an "as built" grading plan including certification by a registered land surveyor or qualified engineer that all ponds, swales and ditches have been constructed on public easements, 17. Grading, Landscaping and Drainage. The DEVELOPER shall be responsible for grading, landscaping and stone water management within the Plat as [29234-000113717962111 6 more fully set forth in this Agreement and the PUD Development Stage Plan, and Landscaping Plan. A. Landscaping. DEVELOPER shall maintain the sod and landscape of boulevard areas adjacent to streets as shown in the Building Development Plans through at least one growing season and to the reasonable satisfaction of CITY. The long-term maintenance of sad and landscaping of boulevard areas shall be the responsibility of DEVELOPER. Further, DEVELOPED shall be responsible for mowing, elimination of weeds and removal of any garbage or debris. B. Erosion Control. The erosion control plan for the Plat within the Building Development Plans has been reviewed and approved by CITY and shall be implemented by DEVELOPER prior to grading. All areas disturbed by the excavation and backfilling operations shall be reseeded forthwith after completion of work in that area. If DEVELOPER dues not comply with the erosion control plan and schedule or any erosion control requirements, CITY may, after reasonable notice and an opportunity to cure, tape action as it deems reasonably appropriate in accordance with all applicable laws, ordinances or regulations or according to this Agreement. C. Grading Plan. Grading shall be in accordance with the approved Grading Plaza as provided in the Building Development plans. 18. Pre -Construction Activity. DEVELOPER shall schedule a pre - construction meeting with CITY to review the proposed schedule for grading; and construction of the building and related improvements as set forth on the Building Development flans, and to coordinate the schedule with the City Engineer. 19. Ownership of Improvements. Upon completion of the work and construction rewired by this Agreement; improvements lying within public easements within the Plat shall became CITY property without further notice or action. 20. Clean Up. DEVELOPER shall promptly clean any and all dirt and debris from streets resulting from construction work by DEVELOPER, its agents or assigns during the work and construction required by this Agreement. 21. Administrative Fee. A fee for City Administration of this project is as stated by the Financial Summary attached hereto as Exhibit B. 129234-0001/3717962111 7 22. Park and Trail Dedication. The park and trail dedication requirements for the Plat shall be as a cash fee in lieu of land as stated by the Financial Summary attached hereto as Exhibit B. 23. Storm Water Fees, and Storm 'Water Basin. The ston-nwater management fee for the Plat due upon final plat approval is stated by the Financial Summary attached hereto as Exhibit B. 24. Sewer Availability Charges. The Sewer .Availability Charges for the Plat due upon final Plat approval are stated by the Financial Suimnary attached hereto as Exhibit B. 25. Sewer Connection Fees. Sanitary sewer connection fees are paid at the time of issuance of a building permit. 26. Water Availability Charges. The Water Availability Charges for the Plat due upon Final Plat approval are stated by the Financial Summary attached hereto as Exhibit B. 27. Water Connection Fees. Water connection fees are paid at the time of issuance of a building permit. 28. Street Lighting Fees. Upon approval of the Final Plat, the DEVELOPER shall pay to the CITY for the purchase and installation of street lights the amount as stated by the Financial SutrttYtary attached as Exhibit B hereto. 29. CITY Engineering, Engineering Administration, Construction Observation, and Legal Fee Escrow and City Fees. The DEVELOPER shall pay a fee for consulting engineering administration following approval of the Plat. City engineering administration will include consultation with DEVELOPER and its engineer on status or problems regarding the project, monitoring during the warranty period, general administration and processing of requests for reduction in security. Fees for this service shall be the actual amount billed for those services. The DEVELOPER shall pay the costs for construction observation performed by the City Engineer. Construction observation shall include part or full time observation, as determined by the City Engineer, of proposed street, sanitary sewer, water and storm drainage construction and will be billed on hourly rates actually required for said inspection, which are estimated to be five percent (511/0) of the estimated construction cost of the Plan C Improvements to be inspected. In the event of prolonged construction or unusual problems, the CITY will notify the DEVELOPER of anticipated cast overruns for engineering administration and observation services. Any amounts for engineering administration not utilized from this escrow fund shall be returned to the DEVELOPER when all improvements have been completed, all financial obligations [29234-0001/3717962/1] 8 to the CITY satisfied, and the required "as constructed" plans have been received by the CITY. The escrow and fee account shall also include estimated fees for legal expenses actually incurred (with any excess funds, if any, returned to DEVELOPER as indicated further in this Paragraph 29), City Administrative Fee (a flat fee due upon execution of this Agreement), Trunk Water and Sewer Access Dees (a flat fee due upon execution of this Agreement), Transportation Infrastructure Costs (a flat fee clue upon execution of this Agreement), Park and Trail Dedication. Fees (a flat fee due upon execution of this Agreement), ,Street Light Maintenance and Operation Fee (a flat fee due upon execution of this Agreement) and shall be as stated by the Financial Summary attached as Exhibit B hereto. This escrow amount shall be submitted to the CITY prior to the CITY executing this Agreement. All administrative and legal fees related to plan review, drafting of this Agreement and any other necessary items shall be paid to the CITY prier to execution of this Agreement. Any amounts for legal and engineering not utilized from this escrow Band shall. be returned to the DEVELOPER when all improvements have been completed, all financial obligations to the CITY satisfied, and the required "as constructed" plans have been received by the CITY. All rather amounts listed as flat fees are non-refundable and available immediately for CITY use when posted. 30. Security. To ensure compliance with the terms of this Agreement, and construction of all public improvements, the DEVELOPER shall ftu-nish the CITY with a cash escrow or Irrevocable Standby Letter of Credit with automatic renewal provisions in the amount as stated by the Financial Security attached hereto as Exhibit B. The issuer and farm of the Security (other than cash escrow) shall be subject to +CITY approval, which approval shall not be unreasonably withheld, conditioned or delayed. The Security shall be issued by a banking institution in good standing as determined by CITY and approved by the City Administrator, which approval shall not be unreasonably withheld. Upon a Default and after notice and opportunity to cure, CITY shall have the ability to draw on the Security by overnight courier delivery to the bank or branch thank issuing the Letter of Credit. The security shall be for a term ending December 31, 2021 and shall contain an automatic renewal provision. CITY may draw dawn the Security for any violation of the terms of this Agreement after reasonable notice and opportunity to cure by DEVELOPER, or upon receiving notice of the pending expiration of the Security. It shall be the responsibility of DEVELOPER to inform CITY at least thirty (30) days prior to expiration of the security of the impending expiration and the status of the Project [29234-0001 /3717962111 9 relative to the security and this agreement. If, for whatever reason, the Security lapses prior to complete compliance with this Agreement (ether than during any warranty period), DEVELOPER shall immediately provide CITY with either an extension of the Security or an irrevocable letter of credit of the same amount upon notification of the expiration. If the required improvements are not completed at least thirty (30) days prior to the expiration of the Security, CITY may also draw dawn the Security. CITY may draw down the Security for any violation of the terms of this Agreement (after any required notice to DEVELOPER and failure to cure within applicable periods). If the Security is drawn down, the proceeds shall be used to cure any default. CITY will, upon making determination of final costs to cure any default, refund to the DEVELOPER any monies that CITY has in its possession which are in excess of the Security needed. Upon receipt of proof reasonably satisfactory to CITY that work has been completed and financial obligations to CITY have been satisfied, the Security will be reduced from time to time dawn to the amount of Warranty Security as set forth in paragraph 31 of this Agreement. The Security shall not be reduced below ten percent (10%) of the posted Security until all improvements, except landscaping, have been completed, all financial obligations to CITY satisfied (which includes posting of Warranty Security), and required "as built" plans have been received by CITY. The intent of this Agreement that CITY shall have access to sufficient Security, either Security or Warranty Security, to complete the Project and insure warranty on all public improvements. The Security amount shall be submitted to CITY prior to execution of the Agreement. 31. Warranty. The DEVELOPER warrants all public improvement work required to be performed by it against poor material and faulty workmanship for a period of one (1) year after its completion and acceptance by the CITY. The amount of posted warranty security (the "Warranty Security") for public improvements to be posted by DEV17U,OPER shall be 10% of the Security amount as stated by the Financial Summary attached hereto as Exhibit B. The amount has been determined by the City Engineer, and is based upon the costs of the raw materials and labor which would be necessary to correct the most common deficiencies in such public improvements. 32. DEVELOPER'S Construction and Maintenance of Private Drive. Intentionally Deleted. 33. Responsibility for Costs. 129234-000113717962111 10 a. DEVELOPER shall pay all costs incurred by it in conjunction with the development including, but not limited to legal, planning, engineering, and inspection expenses in connection with the development. b. Except for gross negligence or willful and wanton acts of the CITY, DEVELOPED shall hold CITY and its officers, employees and agents harmless from clai►ns made by itself and third parties for damages sustained or costs incurred resulting from DEVELOPER's acts or failures to act in connection with development of the Subject Property by DEVELOPED. DEVELOPER shall indemnify CITY and its officers, employees and agents for all casts, damages or expenses which CITY may pay or incur in consequence of such claims, including attorney's fees. C. In the event of dispute arise from or relating to this Agreement, the Nutt -Prevailing Party shall reimburse the Prevailing Party -for costs incurred in the enforcement of this Agreement, including engineering fees, planning fees, attorney's fees, and costs and disbursements. d. DEVELOPED shall pay in full all bills submitted to it by CITY for obligations incurred under this Agreement and agreed to be paid by DEVELOPED under this Agreement within thirty (30) days after receipt of the invoices and supporting documentation. If the bills are not paid on time, and DEVELOPER does not reasonably dispute the payment of amount of such bill, CITY may reimburse itself from existing Escrow or Security. Bills not paid within thirty (30) days shall accrue interest at the rate of eight percent (8%) per year. 34. Miscellaneous. a. 'Third }parties shall have no recourse against CITY under this Agreement. b. If any portion, section, subsection, sentence, clause, paragraph or phrase of this Agreement is for any reason held invalid, such decision shall not affect the validity of the remaining portion of this Agreement. C. The action or inaction of CITY or DEVELOPER shall not constitute a waiver or amendment to the provisions of this Agreement. To be binding, amendments or waivers shall be in writing, signed by the t29234-UUQ 1 /3717962/1,1 11 parties and approved by written resolution of the City Council. CITY's or DEVELOPER's failure to promptly take legal action to enforce this Agreement shall not be a waiver or release. d, This Agreement shall run with the land, shall be recorded against the title to the Subject Property, and shall be binding on all parties having any right, title or interests in the Subject Property or any part thereof, their heirs, successors and assigns. Upon request by Developer, the City covenants to provide a recordable certificate of completion or release within a reasonable period of time fallowing the request, upon the satisfactory completion of the work and responsibilities required herein, payment of all costs and fees required, and satisfactory compliance with all terms of this Agreement. C. Each right, power or remedy herein conferred upon CITY or DEVELOPER is cumulative and in addition to every other right, power or remedy, express or implied, now or hereafter arising, available: to CITY or DEVELOPER, 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 CITY or DEVELOPER and shall not be a waiver of the right to exercise at anytime thereafter any other right, power or remedy. F. DEVELOPER shall pay for all local oasts, as defined in this Agreement, related to drainage improvements required to complete the construction of the Plat and building according to the Building Development Plans. Local costs are costs related to required internal drainage improvements such as retention ponds. g. Should construction of DEVELOPER'S buildings or improvements proceed at a pace slower than anticipated, and for that reason, specific terms of this Agreement become onerous or unduly burdensome to DEVELOPER, upon DEVELOPER's application, CITY will enter into negotiations regarding those specific terms and shall not unreasonably withhold consent to appropriate changes in the terms of this Agreement. h. DEVELOPER shall demonstrate and maintain compliance with the 1991 Wetland Conservation Act. 124234-0001/371796211 J 12 i. DEVELOPER shall be responsible for all on site drainage for the Subject Property, as well as for any affects their actions may have on adjoining properties. 35. Violation of Agreement. If while the escrow or security provided in this Agreement is outstanding, a violation of any of the covenants or agreements herein contained occurs and such violation is not cured within thirty (30) days following written notice, or such longer period if DEVELOPER is in good faith and with all due diligence attempting to cure said default after written notice thereof from CITY to DEVELOPER, CCTV may draw upon the DEVELOPI R's escrow or security to cure any violation of the Agreement and to reimburse CITY for any costs incurred in curing the violation. 36, Maintain Public Property Damaged or Cluttered During Construction. DEVELOPER agrees to assume full financial responsibility for any damage which may occur to public property including, but not limited to, street, street sub -base, base, bituminous surface, curb, utility system including, but not limited to, watermain, sanitary sewer or storm sewer when said damage occurs as a result of construction activity which takes place during development of the Subject Property by DEVELOPED or its contractors, except for damage caused by CITY, its employees, agents or contractors. DEVELOPER further agrees to pay all reasonable casts required to repair the streets and/or utility systems damaged or cluttered with debris when occurring as a direct result of the Developer's construction that takes place: on the Subject Property. In the event that DEVELOPER is required to maintain or repair such damage and fails to maintain or repair the damaged public property referred to aforesaid within thirty (30) days after written notice or such longer period if DEVELOPED is in good faith and with all due diligence attempting to cure said default, after written notice from CITY or such longer period as may reasonably necessary or in the event of an emergency as shorter time period as determined by CITY, CITY may, upon notifying DEVELOPER, undertake making or causing it to be repaired or maintained. When CITY undertakes such repair, DEVELOPER shall reimburse CITY for all its reasonable expenses within thirty (30) days of its billing to DEVELOPER. If DEVELOPER fails to pay said bill within thirty (30) days, the security shall be responsible for reimbursing CITY. 37. Non -Assignment without Consent. The obligations of DEVELOPER under this Agreement may be assigned by DEVELOPER if the assignment is approved by CITY, which approval shall not be unreasonably withheld. However, DEVELOPED shall not be released from its obligations under this Agreement without the express written consent of the City Council through Council resolution, which consent shall not be unreasonably withheld. 38. Subordination. This Agreement must be recorded against the Subject Property and all other liens, interests or mortgages shall be subordinate to the terms and 129234-000113717962111 13 conditions this Agreement and said Agreement shall not be subject to foreclosure by any other lien, interest or mortgage. 39. Notices. Except as otherwise expressly provided in, this Agreement, a notice, demand or other communication under this Agreement by any party to any other shall be sufficiently given or delivered if it is dispatched by registered or certified mail, postage prepaid, return receipt requested, or delivered personally, and in the case of the DEVELOPER is addressed to or delivered personally to: Parkview Grand Apartments of Otsego, LLLP 17018 Commercial Park Road Brainerd, MN 56401 Attn: Steve Kuepers in the case of the CITY is addressed to or delivered personally to the CITY at: City of Otsego, Minnesota Otsego City Hall 13400 90 Street NE Otsego, Minnesotan 55330 Attn: City Administrator or at such other address with respect to any such party as that party may, from time to time, designate in writing and forward to the other, as provided in this Section. 40. Counterparts. This Agreement may be executed in any number of counterparts, each of which shall constitute one and the same instrument. 41. Law Governing. `Phis Agrvement wilt be governed and construed in accordance with the laws of the State of Minnesota. 42. Agreement Effect. This Agreement shall be binding and inure to the benefit of the parties and the respective representatives, heirs, successors and assigns of the parties hereto. 43. Amendment, This Agreement shall be amended only by addendum executed by bath parties to this Agreement. [Signature pages fallow] [29234-0001/3917962/11 14 IN WITNESS WHEREOF, DEVELOPED and CITY have executed this Agreement as of the day and year above first written. CITY OF OTSCGO, A Minnesota municipal corporation Jessica L. Stockarnp, Mayor Tami Loff, City Clerk STATE OF MINNESOTA, ) )Ss. COUNTY OF WRIGHT ) On this day of , 2020, before me personally appeared Jessica Stockamp and Tami Loff to rive known as the persons described in the foregoing instrument and who did say they are, respectively, the Mayor and City Clerk of the municipal corporation na>ned therein and that said instrument was signed on behalf of said municipal corporation by authority of its City Council and said Jessica Stockainp and Tami Loff acknowledged said instrument to be the free act and deed of said municipal corporation. NOTARY PUBLIC 129234-0001/3717962/1 ] 15 DEVELOPER PARKVIEW GRAND APARTMENTS OF OTSEGO, LLaLP A Minnesota limited liability limited partnership By: Parkview Grand Apartments of Otsego, LLC Steve Kuepc rs, Chief Manager STATE OF MINNESOTA ) ss. COUNTY OF } On this day of _ , 2020, before one personally appeared Steve Kuepers, to we known as the person described in the foregoing instrument and who did say he is the Chief Manages- of Parkview Grand Apartments of Otsego, LLC, the general partner of Parkview Grand Apartments of Otsego, LLLP, and that said instrument Was signed on behalf of such entity with authority and on behalf ofthe company and said Chief Manager acknowledged said instrument to be the free act and deed of said entity. NOTARY PUUBLIC DRAFTED BY! MACARTHUR LAW OFFICE H 205 45`h Place N. Plymouth, MN 55442 763-226-3447 (2923A-0001/3717962/11 16 1 *:4:1.1:31 lI'I LEGAL DESCRIPTION OF THE 'SUBJECT PROPERTY LOT 1, BLOCK 1, PARKVIEW GRANT] according to plat on rile and of record at the [office of the County Recorder, Wright County, Minnesota. [29234-000111717962/ 11 17 EXHIBIT B- FINANCIAL SUMMARY [29234-0001/3717962111 18 EXHIIIIT C DEVELOPMENT PLANS FOR THE SUBJECT PROPERTY Development Plans for PARKVIEW GRAND by Campion Engineering dated , 2020 and approved by CITY , 2020, ever sheet attached. 129234-0001/371796211] 19 PARKVIEW GRAND EXHIBIT Summary of Financial Responsibility Developer's Agreement City of Otsego Keepers, Ina DEVELOPMENT Security - Letter of Credit A. Site Grading, Erosion & Sediment Control and Wetland Protection B. Sanitary Sewer- Lateral & Trunk C_ Watermain - Lateral & Trunk D. Storm Sewer - Lateral E. Streets F. Engineering & Surveying Construction Services (6,5%0) I. Landscaping Subtotal Total Irrevocable Letter of Credit for Security (125% of Subtotal) II, Escrow A. Legal Service- 1,0%of $1,500,00 ($1,500minimum) 13, City Administrative 1.0% of $1,500,00 ($1,500 minimum) C. City Construction Administration and Utility & Street ($10,000 minimum) 8% of $20,850.00 Total Escrow III. Cash Fee ,A, Trunk Water & Sewer Access Fees 1. Trunk Sewer SAG 3.52 Gr Ac X 9,0 RECs/Gr Ac X $2,5971REC 2. Trunk Water WAC 3.52 Gr Ac X 9.0 RECs/Gr Ac X $1,813 /REC B. Trunk Storm Water Management limeact Fee (North Mississippi Watershed) 3 2 Gross Ac X $7,045 /Gross Acre C, park Dedication Fee 70 Units X $2,640 /Unit D. Street Lights 4 Lights X $5,300/light E, GIS Data EntDj Fee 3,52 Lots X $125 /Lot Total Cash Fee 51ratud DoceTturlla;IpBlVaefeepuitlAsrk]'It AA.tl1 Fln$wnslu 8haal: FlnnnLm1611m1n;1ig $10, 560.00 $0.00 20 850.00 $0.00 $0.00 $1 360.00 $41 255.00 $74, 025.00 $92,531.00 $1, 500.00 $1, 500.00 $10, 000.00 $13, 000, 00 $82,272.96 $57,435.84 $24, 798.40 $184, 800.00 $21, 200.00 $440.00 $ 396, 947.20 PAGE 1 OF 2 4M2o20 PARKVIEW GRAND EXHIBIT Summary of Financial Responsibility Developers Agreement City of Otsego Kuepers, Inc IV. Development Credits A. Trunk Sanitary Sewer $0.00 B. Trunk Watermain $0.00 C, Trunk Storm Water Management $0.00 D. Park Dedication $0.00 Total Development Credits 1 $0.00 V. Development Warranty Letter of Credit A. Watermain $20,850.00 x 15 % $3,12T50 K Erosion & Sedimentation Control $1 750,00 Site Restoration $1,750.00 Total Warranty Letter cf Credit $4,878.00 Ghamd l Flnsumtiu PAGE 2 OF 2 sham, r1odo lol sualhary 06/2 20