RES 2021-14 ArborCreek3rd_Phase8CITY OF OTSEGO
COUNTY OF WRIGHT
STATE OF MINNESOTA
RESOLUTION NO: 2021-14
APPROVING AN ADDENDUM TO THE ARBOR CREEK 3RD ADDITION
DEVELOPMENT CONTRACT FOR PHASE 8
WHEREAS, Centra Homes, Inc. (the "developer") is requesting approval of an addendum to the Developers
Contract for a portion of that already approved Plat of ARBOR CREEK 3RD ADDITION designated as Phase 8;
and
WHEREAS, the approved plat requires construction of public improvements and payment of City incurred
expenses and fees; and
WHEREAS, Section 10-10-4.A of the Subdivision Ordinance requires the developer to enter into a
development contract to provide the City construction and warranty securities for the public
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 Development Contract
Addendum.
NOW, THEREFORE, BE IT RESOLVED BY THE CITY COUNCIL OF THE CITY OF OTSEGO, MINNESOTA THAT:
1. The Addendum to the Development Contract for ARBOR CREEK 3RD ADDITION PHASE 8 attached
hereto between the City of Otsego and Centra Homes, Inc. is hereby approved in form subject to
modification of fees, charges, and securities as approved by City staff.
2. The Mayor and City Clerk are hereby authorized to execute the Development Contract on behalf of
the City of Otsego.
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ADOPTED by the City Council of the City of Otsego this 8th day of March, 2021.
MOTION BY: Darkenwald
SECONDED BY: Goede
IN FAVOR: Stockamp, Dahl, Darkenwald, Goede, and Moores
OPPOSED: none
CITY OF OTSEGO
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Jessica J. Stockarnp, Ma A)Yr
ATTEST:
Audra Etzejl, City Clerk
(reserved for recording information)
DEVELOPMENT CONTRACT
(Developer Installed Improvements)
ARBOR CREEK THIRD ADDITION- PHASE 8
CONTRACT dated , 2021, by and between the CITY OF OTSEGO, a
Minnesota municipal corporation ("City"), and CENTRA HOMES, LLC, a Minnesota limited liability
company (the "Developer")
1. REQUEST FOR APPROVAL. The Developer has asked the City to approve construction
and building permits for ARBOR CREEK THIRD ADDITON — PHASE 8, which was previously approved but
not completed by the original Development Contract for ARBOR CREEK THIRD ADDITION dated June 27,
2005 and recorded as Document No. 965620 at the office of the Wright County Recorder (referred to in this
Contract as the "plat"). The lots covered by this Agreement are situated in the County of Wright, State of
Minnesota, and are legally described in Exhibit "A" attached hereto and made a part hereof.
2. CONDITIONS OF PHASE APPROVAL. The City hereby approves this Phase of the
Development on condition that the Developer enter into this Contract, furnish the security required by it, and
record the Development Agreement with the County Recorder or Registrar of Titles within one hundred (100)
days after the City Council approves development.
3. RIGHT TO PROCEED. Within this Phase of the Development, the Developer may not grade
or otherwise disturb the earth or remove trees, unless a grading permit has been approved by the City
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213927v1 Arbor Creek Third Addition — Phase 8
Engineer following approval of construction plans by the City Engineer, construct sewer lines, water lines,
streets, utilities, public or private improvements, or any buildings until all the following conditions have been
satisfied: 1) this contract 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 Development Agreement has been filed
with the Wright County Recorder or Registrar of Titles' office.
4. PHASED DEVELOPMENT. This Development is a phase of a multi -phased development.
The City may refuse to approve development of subsequent phases if the Developer has breached this
Contract and the breach has not been remedied. Development of subsequent phases may not proceed until
Development Contracts for such phases are approved by the City.
5. PRELIMINARY PLAT STATUS. The previously approved plat was not a preliminary plat but
was a final plat which is being improved in stages or phases.
6. CHANGES IN OFFICIAL CONTROLS. The plat was approved in 2005. Therefore,
notwithstanding anything in this Contract 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, official controls, platting or
dedication requirements enacted after the date of this Contract.
7. DEVELOPMENT PLANS. This Phase of the Development shall be developed in
accordance with the following plans. The plans shall not be attached to this Contract. The plans may be
prepared, subject to the City Engineer's approval, after entering the Contract, but before commencement of
any work on this Phase. The City Engineer may approve minor amendments to Plans without City Council
approval. If the plans vary from the written terms of this Contract, the written terms shall control. The plans
are
Plan A — Construction Plan for this Phase of the Development
Plan B - Final Grading, Drainage, and Erosion Control Plan
Plan D - Plans and Specifications for Public Improvements
Plan E - Street Lighting Plan
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8. 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
G. Site Grading, Stormwater Treatment/Infiltration Basins, and Erosion Control
H. Underground Utilities
I. Setting of Iron Monuments
J. Surveying and Staking
K. Sidewalks and Trails
L. Retaining Walls
The improvements shall be installed in accordance with the City subdivision ordinance; City standard
specifications for utility and street construction; and any other ordinances including Title 9, Chapter 6 of the
City Code concerning erosion and sediment control. The Developer shall submit plans and specifications
which have been prepared by a competent Minnesota 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 (1)
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
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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.
9. 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 (25%) percent 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 8 above.
10. PERMITS. The Developer shall obtain or require its contractors and subcontractors to
obtain all necessary permits. Necessary permits may include:
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
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, Retaining Walls, Irrigation
I. MDH for water permits
J. MPCA for sewer extension
11. 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.
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12. TIME OF PERFORMANCE. The Developer shall install all required public improvements by
December 31, 2021.
13. STREETS. The Developer agrees to maintain the streets within the Phase until the base
course bituminous surfacing has been accepted by the City. Should the City be required to grade the street
prior to paving, the cost of such grading shall be paid by the Developer and draw from the Developer's letter
of credit. Should snowplowing be necessary prior to street paving, the City agrees to plow the street prior to
acceptance, such work will be done upon agreement that the Developer will hold harmless and indemnify the
City from any and all liability claims related to such work and pay all costs associated with that work. Any
plowing undertaken by the City will constitute no acceptance or evidence of acceptance of the street(s) in
question. The final wear course shall not be constructed until at least one (1) construction season after the
base construction is completed and shall be delayed one more construction season if at least 75% build out is
not achieved. However, the final wear course shall not be delayed for a period longer than two years after the
base course is paved, regardless of build out; in which case, the Developer shall provide and escrow for fog
sealing the streets in the event the final wear course is placed prior to 75% build out. Upon final completion of
streets and acceptance by the City as a City street rather than a private drive, the Developer shall guarantee
to the City for a period of two (2) years the streets have been constructed to City standards. The warranty
period shall not commence until such time as street construction is completed and the streets are accepted as
City streets by the City. The two (2) year warranty period set forth above commences upon the date on which
the City accepts the streets by resolution.
14. 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 in conjunction with Development.
15. 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. Seed shall be in accordance with
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213927v1 Arbor Creek Third Addition — Phase 8
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 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 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.
16. GRADING. This Phase of the Development 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. 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.
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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
grading and erosion control security that is submitted with the building permit, an as -built certificate of survey
for single family lots 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.
A certified as -built building pad survey must be submitted and approved for commercial, industrial or
institutional developments prior to issuance of a building permit.
17. CLEAN UP. The Developer shall clean dirt and debris from streets that has resulted from
construction work by the Developer, home builders, subcontractors, their agents or assigns. Prior to any
construction on this Phase of the Development, the Developer shall identify in writing a responsible party
and schedule for erosion control, street cleaning, and street sweeping.
18. 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.
19. LATERAL STORM SEWER. The Developer shall post a security for lateral storm sewer in
the amount of $103,632.00 which is due upon final plat approval.
20. LATERAL SANITARY SEWER. The Developer shall pay to the City the required water
availability charges and sanitary sewer availability charges. The water and sewer availability charges shall
be collected according to Section 8-1-6-B of City Code including 9.0 RECs per gross acre for multiple
family uses and 3.5 RECs per gross acre for commercial, industrial, or institutional uses. The Developer
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213927v1 Arbor Creek Third Addition —Phase 8
shall post a security in the amount of $56,189.00 for Lateral Sanitary Sewer which is due upon final plat
approval.
21. LATERAL WATERMAIN. The Developer shall post a security in the amount of $47,641.25
for the installation of lateral watermain and connection.
22. CONSTRUCTION ACCESS. Construction traffic access and egress for grading, public utility
construction, and public street construction is restricted to the access to the subdivision as approved by the
City Engineer.
23. TRAFFIC CONTROL SIGNS. The Developer shall pay to the City $500.00 for installation of
traffic control signs. The fee was calculated as follows: Two (2) signs at $250.00 per sign = $500.00.
24. 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. The Developer shall pay to
the City a cash fee in the amount of $1,000.00. The fee is calculated as follows: two (2) street lights at
$500.00 per street light.
25. LANDSCAPING. The Developer or lot purchaser shall plant least two (2) trees on every lot
in the Phase of the Development, one of which must be planted in the front yard. 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 (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. The Developer or lot purchaser shall sod the front yard,
boulevard, and side yards to the rear of the structure on every lot. Weather permitting, the trees, sod, and
seed shall be planted within sixty (60) days after a home has received a certificate of occupancy. Before a
building permit is issued, a cash escrow per each lot in the plat shall be furnished 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
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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.
26. WETLAND REPLACEMENT OR MITIGATION. Because this is a Phased development of
an existing plat, no additional wetland replacement or mitigation is necessary.
27. CONSTRUCTION ADMINISTRATION AND FEES FOR CITY SERVICES. The Developer
shall pay a fee for consulting engineering administration following approval of the Development. 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,
which are estimated to be three percent (3%) of the estimated construction cost of the Improvements to be
inspected, assuming normal construction and project scheduling. The Developer shall pay 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 (5%) of the estimated construction cost of the Improvements to be inspected. In
the event of prolonged construction or unusual problems, the City will notify the Developer of anticipated cost
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 to the City satisfied, and the required "as constructed" plans
have been received by the City. The Developer shall pay a non-refundable GIS Data Entry fee which shall be
calculated as follows: 11.0 acres x $100.00 per acre = $1,100.00.
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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 in this Contract), City
Administrative Fee, Street Light Maintenance and Operation Fee (a flat fee due upon execution of this
Agreement) and shall be as stated by the Financial Summary.
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 prior to execution of this Agreement. Any amounts for legal and engineering not
utilized from this escrow fund 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 other amounts listed as flat fees are non-refundable and available immediately for City use
when posted.
28. SECURITY. To ensure compliance with the terms of this Contract, and construction of all
public improvements, and satisfaction of all other obligations, the Developer shall furnish the City with a cash
escrow or Irrevocable Standby Letter of Credit with automatic renewal provisions in the amount as required
under this Contract. The issuer and form of the security (other than cash escrow) shall be subject to City
approval in its reasonable discretion. The security shall be issued by a banking institution in good standing as
determined by the City and approved by the City Administrator. The City shall have the ability to draw on the
security at a bank or branch bank located within fifty (50) miles of the City Hall. The security shall contain an
automatic renewal provision and shall not expire until all the Development is complete and fully and finally
accepted by the City, and all terms of this Contract are satisfied.
The City may draw down the security, on five (5) 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.
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213927v1 Arbor Creek Third Addition — Phase 8
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 not to be unreasonably withheld or delayed, the security shall
be reduced from time to time in proportion to the work completed, but not below ten (10) percent which is the
amount of the warranty security. For purposes of this Section, the warranty period shall be a twelve (12)
month period after the applicable work has been completed, except with respect to streets, for which the
warranty period shall be two years as addressed elsewhere in this Contract.
This security amount shall be submitted to the City prior to execution of the Contract. All
administrative and legal fees related to plan review, drafting of this Contract and any other necessary items
shall be paid to the City prior to execution of the Contract. Upon completion of the work contemplated
hereunder and expiration of the warranty period, the remaining security shall be promptly released to
Developer.
29. SUMMARY OF SECURITY REQUIREMENTS. The amount of the security described above
is calculated as follows:
CONSTRUCTION COSTS:
A.
Sanitary Sewer — Lateral
$56,189.00
B.
Watermain — Lateral
47,641.25
C.
Storm Sewer -Lateral
103,632.00
D.
Streets
399 987.00
CONSTRUCTION SUB -TOTAL
$607,449.25
OTHER COSTS:
A. Site Grading, Erosion & Sediment Control $33,000.00
and Wetland Protection
B. Engineering & Surveying Construction Services (6.5%) $39,484.20
OTHER COSTS SUB -TOTAL $49,778.37
OTHER COST — SUBTOTAL $72,484.20
TOTAL COST $679,933.45
TOTAL IRREVOCABLE LETTER OF CREDIT $849,916.81
FOR SECURITY (125% OF SUBTOTAL)
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ESCROW
A. City Legal Expenses (Est. 1.0% of $607,449.25) $6,074.49
B. City Construction Observation (Est. 8.0% of $765,821.00) 48,595.94
C. GIS Data Entry Fee $1.100.00
ESCROW TOTAL $55,770.43
DEVELOPMENT WARRANTY LETTER OF CREDIT
A.
Sanitary Sewer
$8,428.35
B.
Watermain
7,146.19
C.
Storm Sewer
15,544.80
D.
Streets
40,000.00
E.
Erosion & Sedimentation Control
6,500.00
TOTAL WARRANTY LETTER OF CREDIT
$77,619.00
This breakdown is not a restriction on the use of the security.
30. SUMMARY OF CASH REQUIREMENTS. The following is a summary of the cash
requirements under this Contract which must be furnished to the City prior to the City Council signing the
final plat:
A. City Administrative (Est. 1.0% of $765,821.00) $6,074.49
B. Traffic Control Signs $500.00
C. Street Light Operating Fee 1,000.00
TOTAL CASH REQUIREMENTS $7,574.49
This breakdown is a summary and not a restriction on the use of the security.
31. 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 as specified in this Contract. The warranty period for underground utilities is two years and shall
commence following completion and acceptance by City Council. A minimum of 10% of the total amount of
the Letter of Credit for Construction Costs required under this Contract shall be retained as warranty security
32. 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 of the plat, including but not limited to Soil and Water
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Conservation District charges, legal, planning, engineering and construction observation
inspection expenses incurred in connection with approval and acceptance of the plat, 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 plat
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, all 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 one or more lots,
the entire plat, or any part of it.
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.
33. 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.
34. MISCELLANEOUS.
A. The Developer represents to the City that the development plan 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
plan does not comply, the City may, at its option, refuse to allow construction or development
work on this phase of the development 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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213927v1 Arbor Creek Third Addition — Phase 8
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 being developed 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 being developed; 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 finally 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,
15
213927vl Arbor Creek Third Addition — Phase 8
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 Injury by 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 and (iii) shall identify the name of the plat. 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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2139270 Arbor Creek Third Addition — Phase 8
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 one or more lots, the entire plat, or any part of it, until the City's issuance of a Certificate of
Completion and Release.
M. Retaining walls over four feet in height 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
17
213927v1 Arbor Creek Third Addition — Phase 8
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.
35. 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: 11460 Robinson Drive NW, Coon Rapids, Minnesota 55433. 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.]
18
213927v1 Arbor Creek Third Addition — Phase 8
CITY OF OTSEGO
(SEAL)
_►D
STATE OF MINNESOTA )
)ss.
COUNTY OF WRIGHT )
Jessica L. Stockamp, Mayor
Bethany Benting, Deputy City Clerk
The foregoing instrument was acknowledged before me this day of ,
2021, by Jessica L. Stockamp and by Bethany Benting, the Mayor and Deputy 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.
10159yffAIJ-0111992M
19
213927v1 Arbor Creek Third Addition — Phase 8
CENTRA HOMES, LLC
MW
STATE OF MINNESOTA )
)ss.
COUNTY OF WRIGHT )
Dale Wills
Its President
The foregoing instrument was acknowledged before me this day of
2021, by Dale Wills the President of Centra Homes, LLC, a Minnesota limited liability company, on behalf
of said entity.
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
20
213927vl Arbor Creek Third Addition — Phase 8
FEE OWNER CONSENT
TO
DEVELOPMENT CONTRACT
CENTRA ARBOR CREEK, LLC, a Minnesota limited liability company, fee owner of all or part of the
subject property, the development of which is governed by the foregoing Development Contract, affirms and
consents to the provisions thereof and agrees to be bound by the provisions as the same may apply to that
portion of the subject property owned by it.
Dated this day of 2021.
[print name]
[title]
STATE OF MINNESOTA )
)ss.
COUNTY OF )
The foregoing instrument was acknowledged before me this day of 2021, by
, the
of Centra Arbor Creek, LLC, a Minnesota limited liability company, on behalf of said entity.
NOTARY 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
21
213927v1 Arbor Creek Third Addition — Phase 8
MORTGAGE HOLDER CONSENT
TO
DEVELOPMENT CONTRACT
21ST CENTURY BANK, a Minnesota banking corporation, which holds:
A Mortgage, Assignment of Rents, Security Agreement and Fixture Financing Statement executed by
Centra Arbor Creek LLC, dated June 4, 2020, filed June 5, 2020 as Document Number A1428585 in
the amount of $1,050,000.00 in favor of 21St Century Bank (affects Lots 12, Block 8 and Lot 8, Block
10, Arbor Creek 3rd Addition and additional property);
2. A Mortgage Assignment of Rents, Security Agreement and Fixture Financing Statement executed by
Centra Homes LLC, a Minnesota limited liability company and Centra Arbor Creek LLC, a Minnesota
limited liability company, dated June 4, 2020, filed June 5, 2020 as Document Number A1428643 in
the amount of $3,000,000.00 in favor of 21St Century Bank (affects Lots 1 and Lot 12, Block 8, and
Lots 7 and 8, Block 10 and additional property);
3. A Mortgage, Assignment of Rents, Security Agreement and Fixture Financing Statement executed by
Centra Arbor Creek LLC, a Minnesota limited liability company, dated June 4, 2020, filed June 5,
2020 as Document Number A1428588 in the amount of $448,500.00, in favor of 21St Century Bank
(affects Lots 8-11, Block 8, Lots 1-8, Block 9, Lots 1, 5 and 6, Block 10, and Lots 8-14, Block 11 and
additional property);
on the subject property, the development of which is governed by the foregoing Development Contract,
agrees that the Development Contract shall remain in full force and effect even if it forecloses on its
mortgage.
Dated this day of 12021.
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213927v1 Arbor Creek Third Addition — Phase 8
21ST CENTURY BANK
la
STATE OF MINNESOTA )
)ss.
COUNTY OF )
The foregoing instrument was acknowledged before me this
2021, by the
of 21St Century Bank, a Minnesota banking corporation, on behalf of said entity.
NOTARY 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
[print name]
[title]
day of
213927v1 Arbor Creek Third Addition — Phase 8
EXHIBIT "A"
TO
DEVELOPMENT CONTRACT
Legal Description of Property Being Developed
ARBOR CREEK THIRD ADDITION —PHASE 8
Lot 1, Block 8, Arbor Creek 3 d Addition, Wright County, Minnesota, according to the recorded plat thereof;
And
Lots 8, 9, 10, 11 and 12, Block 8, Lots 1, 2, 3, 4, 5, 6, 7, and 8, Block 9, Lots 1,5, 6, 7, and 8, Block 10,
Lots 8, 9, 10, 11, 12, 13, and 14, Block 11, all in Arbor Creek 3`d Addition, Wright County, Minnesota,
according to the recorded plat thereof.
2139270 Arbor Creek Third Addition — Phase 8
[BANK LETTERHEAD]
IRREVOCABLE LETTER OF CREDIT
TO: City of Otsego
City Hall
13400 90th 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]
MIN
Its
213927v1 Arbor Creek Third Addition — Phase 8