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5.1 Hansen Heights Request for City Council Action DEPARTMENT INFORMATION ORIGINATING DEPARTMENT REQUESTOR: MEETING DATE: Planning City Planner Licht 23 August 2021 PRESENTER(s) REVIEWED BY: ITEM #: City Planner Licht City Administrator/Finance Director Flaherty City Engineer Wagner City Attorney Kendall 5.1 – Hansen Heights STRATEGIC VISION MEETS: THE CITY OF OTSEGO: Is a strong organization that is committed to leading the community through innovative communication. X Has proactively expanded infrastructure to responsibly provide core services. X 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 RECOMMENDATION: City staff recommends approval of a preliminary plat/PUD-CUP, a final plat, and a development contract. ARE YOU SEEKING APPROVAL OF A CONTRACT? IS A PUBLIC HEARING REQUIRED? Yes Held by Planning Commission 16 August 2021. BACKGROUND/JUSTIFICATION: VHF Investments, LLC received preliminary plat approval from the City Council on 22 July 2019 for a proposed development of 123 single family lots on 92.4 acres located east of Odean Avenue between 75th Street and 70th Street (CSAH 38). The developer did not record a final plat resulting in all prior subdivision approval being voided in accordance with Minnesota Statutes 462.358, Subd.3b. The developer has applied for approval of a preliminary plat for the subject site to subdivide a total of 131 single family lots. The subdivision requires consideration of applications for preliminary plat and Planned Unit Development- Conditional Use Permit approval. The developer is also applying for final plat approval of a first phase of 67 single family lots (including two existing single family dwellings. A public hearing to consider the applications was held by the Planning Commission at their meeting on 16 August 2021. Mr. Henry Hansen was present as the developer. Two residents from the adjacent rural residential parcels and one from LIN-BAR Estates had questions regarding the changes to the plat and approval of the eight additional lots. City staff explained that the changes to the plat are the result of reducing the width of lots to the minimum 75 feet required in the R-4 District, but that the lots abutting LIN-BAR Estates and the overall street layout are not changed. City staff further explained that because the plat complies with the Zoning Ordinance, the City is limited in its ability to not allow the additional lots. The public hearing was closed. The Planning Commission had no discussion regarding the proposed plat or public comments and voted 7-0 to recommend City Council approval subject to the conditions as recommended. SUPPORTING DOCUMENTS ATTACHED: ▪ Planning Report dated 10 August 2021 ▪ Engineering Review dated August 11, 2021 ▪ Findings of Fact and Decision ▪ Resolution 2021-68 approving a Development Contract ▪ Development Contract POSSIBLE MOTION PLEASE WORD MOTION AS YOU WOULD LIKE IT TO APPEAR IN THE MINUTES: Motion to approve a preliminary plat/PUD-CUP and final plat for Hansen Heights subject to the conditions stated by the Findings of Fact and Decision and adopt Resolution 2021-68 approving a Development Contract. BUDGET INFORMATION FUNDING: BUDGETED: N/A N/A TPC The Planning Company PLANNING REPORT 3601 Thurston Avenue Anoka, MN 55303 763.231.5840 TPC@PlanningCo.com TO: Otsego Planning Commission FROM: D.Daniel Licht, AICP RE: Otsego -Hansen Heights; Preliminary Plat/PUD-CUP and Final Plat REPORT DATE: 10 August 2021 ACTION DATE: 25 September 2021 TPC FILE: 101.02 BACKGROUND VHF Investments, LLC received preliminary plat approval from the City Council on 22 July 2019 for a proposed development of 123 single family lots on 92.4 acres located east of Odean Avenue between 75th Street and 70th Street (CSAH 38}. The developer did not record a final plat resulting in all prior subdivision approval being voided in accordance with Minnesota Statutes 462.358, Subd.3b. The developer has applied for approval of a preliminary plat for the subject site to subdivide a total of 131 single family lots. The subdivision requires consideration of applications for preliminary plat and Planned Unit Development-Conditional Use Permit approval. The developer is also applying for final plat approval of a first phase of 65 single family lots. A public hearing to consider the applications has been noticed for the Planning Commission meeting to be held on 16 August 2021 at 7:00PM. Exhibits: •Final Plat {4 sheets) •Hansen Heights development plans dated 07 /27 /21 {30 sheets) •Landscape Plan dated 07 /27 /21 (7 sheets) 1 Review No. 1 ENGINEERING REVIEW Residential Subdivision for the City of Otsego by Hakanson Anderson Submitted to: Honorable Mayor and City Council cc: Adam Flaherty, City Administrator Audra Etzel, City Clerk Dan Licht, City Planner Dave Kendall, City Attorney Scott Dahlke, P.E., Civil Engineering Site Design Henry Hansen, VHF Investments, LLC Reviewed by: Ronald J. Wagner, P.E. Brent M. Larson, P.E. Date: August 11, 2021 Proposed Development: Hansen Heights (1st Addition) Street Location A portion of the SE ¼ of Section 28, T121, R23 and a portion of of Property: the SW ¼ of Section 27, T121, R23. East of Odean Avenue NE and North of 70th Street NE. Applicant: Henry Hansen Developer: VHF Investments, LLC 6750 Stillwater Blvd N #4 Stillwater, MN 55082 Owners of Record: VHF Investments, LLC Purpose: Hansen Heights is a proposed preliminary plat of 131 lot (includes 2 existing lots) and final plat of 65 single-family residential development on approximately 92.4 acres in the City of Otsego, Wright County, Minnesota. The proposed development will be served with municipal water, sanitary sewer, storm sewer, and public streets typical of an urban setting. Jurisdictional Agencies: City of Otsego, Wright County, Minnesota Department of (but not limited to) Health, Minnesota Department of Natural Resources, Minnesota Pollution Control Agency, Wright Soil and Water Conservation District. Permits Required: NPDES, Minnesota Department of Health (water), (but not limited to) Minnesota Pollution Control Agency (sanitary sewer), and Wright County PAGE 2 S:\Municipal\Aotsego23xx\2346 Hansen Heights\A-REVIEW PHASE\OT2346 RVW1.docx TABLE OF CONTENTS INFORMATION AVAILABLE PRELIMINARY PLANS FINAL PLAT GRADING AND DRAINAGE PLANS (PHASE 1) COVER SHEET GRADING AND DRAINAGE PLAN EXISTING CONDITIONS AND REMOVALS SWPPP CONSTRUCTION PLANS (PHASE 1) COVER SHEET OVERALL LAYOUT/NOTES SANITARY AND WATER UTILITY PLANS STORM SEWER AND STREET PLANS DETAILS SURFACE WATER MANAGEMENT WETLANDS OTHER CONSIDERATIONS SUMMARY AND/OR RECOMMENDATION PAGE 3 S:\Municipal\Aotsego23xx\2346 Hansen Heights\A-REVIEW PHASE\OT2346 RVW1.docx INFORMATION AVAILABLE Preliminary Plans for Hansen Heights, dated 7/27/2021, by Civil Engineering Site Design. Final Plat for Hansen Heights, dated 7/26/2021, by Civil Engineering Site Design Construction Plans for Hansen Heights, dated 7/27/2021, by Civil Engineering Site Design Grading Plans for Hansen Heights, dated 7/27/2021, by Civil Engineering Site Design Landscaping Plan for Hansen Heights, dated 7/27/2021, by Civil Engineering Site Design Storm Water Management Plan for Hansen Heights, dated 3/26/19, by Civil Engineering Site Design. Storm Sewer Design Calculations for Hansen Heights, dated 3/26/19, by Civil Engineering Site Design. Wetland Delineation Report for Henry Hansen, dated 10/30/18, by AG Wetland Services, Inc. Additional Information Minnesota Rules, Chapter 4410 – EAW Requirement City of Otsego Engineering Manual City of Otsego Zoning and Subdivision Ordinances National Wetland Inventory Map PAGE 4 S:\Municipal\Aotsego23xx\2346 Hansen Heights\A-REVIEW PHASE\OT2346 RVW1.docx PRELIMINARY PLANS 1. Lot 6, Block 5 (Phase 1) is an existing home and will remain until a future phase where it is proposed to be divided into four single family lots. The two west lots would require direct access to Odean Avenue. We recommend that a single driveway be used for these two lots to access Odean Avenue. 2. The future trail from Ohland Avenue to the east has proposed contours only about ½ way down the hill. This trail shall be designed to the end point and shown that the alignment and slopes will meet all ADA and City requirements. FINAL PLAT 3. The east-west street just south of 75th Street is mislabeled Ohland Avenue, this shall be 75th Lane NE. 4. Verify the 20’ wetland buffer around the wetlands in Outlot A are contained within Outlot A. 5. A drainage and utility easement shall be placed over all of Outlots A and B. 6. Minimum 10’ easements shall be provided along all rear lot lines (i.e. lots along Outlot B and rear yards of Block 6, and rear yard of L1, Block 7). 7. The easement between Lot 13 and 14, Block 2 shall be a minimum of 50 feet wide centered on the sanitary sewer along this lot line. Or a drop manhole will be needed near the rear of the adjacent house pads with a shallower sewer pipe between the street and this manhole. 8. All cross drainage shall be covered by drainage easement or the grading plans shall be revised to show all drainage directed to the easement along the lot lines. 9. A utility easement will be needed to cover the sanitary and watermain stubs to the property south of Lot 6, Block 5. 10. A 100’ tangent between the reverse curves is required along 74th Street just west of Odell Avenue. GRADING AND DRAINAGE PLANS Cover Sheet 11. No comments. Grading And Drainage Plan 12. The ponds shall be labeled with a name/number on all sheets. This shall correlate with the naming in the storm water report. PAGE 5 S:\Municipal\Aotsego23xx\2346 Hansen Heights\A-REVIEW PHASE\OT2346 RVW1.docx 13. A maintenance path is shown for access to the Pond #6 between Lots 17 and 18, Block 2. This maintenance path shall be extended to provide access to the outlet structure at the east side of Pond #6 as well. The top of the berm around the pond shall widened to be a minimum of 10’ wide to accomplish this. 14. The wet pre-treatment basin for Pond #6 requires a 10:1 bench below the NWL. 15. The wetland buffer shall be shown on the grading plans. The buffer shall be 20’ wide. 16. The delineated wetland boundaries shall be labeled in the grading plans. 17. An emergency overflow elevation shall be labeled for the low area in the rare of Lot 1 and 2, Block 4. It appears to be approximately 924.6 over the existing driveway to the north which is sufficient freeboard from the proposed low opening elevations. 18. An EOF is needed for the low point in Odell Avenue, south of 75th Lane. 19. A minimum of 1.5’ of freeboard is required from all EOF’s to the lowest openings for all houses. (i.e. L15, B3 should be a minimum of 920.5). 20. Proposed lot corner elevations shall be provided for all lots (lots along 75th Street are missing rear elevations). 21. Additional spot elevations are required between houses on the side yard lot lines at the front and rear setback lines. Provide a spot elevation at the property line at the front/rear of the house if the adjacent house elevations are + 1.5 feet. The elevations shall be a minimum of 0.3’ below the lower house to provide to the side lot line. A number of lots may require retaining walls. 22. It s unclear why the dual elevations for the lot opening for Lot 3, Block 6 are required. The higher elevation do not agree with the contours in the area. 23. Cross drainage shall be contained with drainage and utility easements. The rear yards of Block 3 appear to have cross drainage that will not be within easements. 24. Draintile shall be installed along the rear lot lines to provide a connection point for all lots sump pumps if they are more than one lot away from a storm catch basin or storm basin. Draintile will be required for some Blocks 3, 5, and 6. Existing Conditions and Removals 25. No comments. SWPPP 26. Inlet protection shall be installed on all of the nearest catch basins and culverts located downstream from the construction entrance(s) along Odean Avenue. 27. A concrete washout area shall be called out. PAGE 6 S:\Municipal\Aotsego23xx\2346 Hansen Heights\A-REVIEW PHASE\OT2346 RVW1.docx 28. A double layer of erosion control is required around all wetlands if a minimum of 50’ of undisturbed vegetative buffer cannot be maintained. CONSTRUCTION PLANS Cover Sheet 29. No comments. Overall Layout/Notes 30. A water and sanitary sewer stub shall be provided to the west right-of-way at Sanitary Sewer MH 6. 31. The ponds shall be labeled with a name/number on all sheets. This shall correlate with the naming in the storm water report. Provide Pond #5 Normal and High water elevations. Sanitary And Water Utility Plans 32. Water services shall be on the upstream side of the sanitary sewer service. Some services along throughout the plans are switched. 33. The sanitary sewer manholes shall be revised to show 0.1’ of fall across the inverts. 34. The sanitary sewer and watermain crossing shall be directed to the north of the property line on the west side of Odean Avenue. City staff will work with the developers engineer to provide an acceptable stub location. 35. See comment #7 regarding sanitary sewer between 13 and 14, Block 2. Storm Sewer And Street Plans 36. The vertical curve at station 9+00 on Odell Avenue does not meet a 30 mph design speed and shall be revised. 37. No trash guards are required on pipe sizes less than 24” diameter. 38. The outlet pipe and structure for Pond #5 does not appear to provide any rate control or skimming. This will required discussion with the developers engineer. Details 39. Additional detail and spot elevations are required for all pedestrian ramps to depict the comply with ADA requirements. PAGE 7 S:\Municipal\Aotsego23xx\2346 Hansen Heights\A-REVIEW PHASE\OT2346 RVW1.docx SURFACE WATER MANAGEMENT 40. No new stormwater calculations or storm design calculations have been submitted with this resubmittal. A new updated stormwater management plan and storm sewer design calculations shall be submitted to agree with the current revisions. The overall layout of the site has only changed slightly with the exception of some ponding being infiltration basins. We would assume that the changes would be minor and the site will function as originally planned. 41. Submit a geotechnical exploration report. Verify existing ground water elevations are a minimum 3’ below infiltration basin(s) bottom. Percolation tests will be required at the proposed infiltration basin locations to verify designed rates. 42. Pre-treatment of the storm water into infiltration basin 5 is required. 43. Previous comment - Please submit inlet spread calculations (only needed for critical CBs i.e. CB 50 & 51) WETLANDS 44. A Wetland Delineation has been submitted and approved (Notice of Decision dated 12/20/2018). This is still valid as it is within 5 years of the current project. No wetlands are proposed to be impacted by this project. OTHER CONSIDERATIONS 45. A Geotechnical Exploration Report prepared by a professional engineer shall be submitted with a recommended R-value for the street section design. 46. A statement certifying the environmental condition of the site including the presence of any hazardous substance as defined in Minnesota Statutes 115B.02, Subd 8 is required. Developer’s Engineer has indicated that they have confirmed with the property owner that no hazardous substances are known. This shall be confirmed in writing. SUMMARY AND/OR RECOMMENDATION We recommend approval contingent upon the above items being addressed. 1 17 Aug 21 FINDINGS & DECISION PRELIMINARY PLAT/PUD-CUP FINAL PLAT APPLICANT: VHF Investments, LLC APPLICATION: Request for approval of a preliminary plat/PUD-CUP and final plat for Hansen Heights. CITY COUNCIL MEETING: 23 August 2021 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 property is attached as Exhibit A. B. The property lies within the East Sewer District and is guided low density residential land uses by the 2012 Otsego Comprehensive Plan, as amended. C. The property is zoned R-4, Residential Single District. D. The applicant is proposing a preliminary plat of 131 single family lots with lot requirements modified by a PUD-CUP and a final plat of 67 lots, three outlots, and public right-of-way. E. The Planning Commission and City Council must take into consideration the possible effects of the request with their judgment based upon (but not limited to) the criteria outlined in Section 11-4-2.F of the Zoning Ordinance: 1. The proposed action's consistency with the specific policies and provisions of the Otsego Comprehensive Plan. Finding: The 2012 Otsego Comprehensive Plan includes the subject site within the East Sewer District and guides the area for low density residential uses at 3.0 dwelling units per acre or less. The gross density of the proposed 131 single family lots is 1.42 dwelling units per acre and net density is 2.48 dwelling units per acre. The proposed subdivision of single family lots served by sanitary sewer and water utilities is consistent with the 2012 Comprehensive Plan. 2. The proposed use's compatibility with present and future land uses of the area. Finding: The proposed preliminary plat is surrounded by the following existing and/or planned land uses shown in the table below. Direction Land Use Plan Zoning Map Existing Land Use North LD Residential R-4 District R-5 District Single family homes (Crimson Ponds West) Single family villa homes (Crimson Ponds West) East LD Residential R-5 District A-1 District Lefebvre Creek Greenway (Boulder Creek) Rural single family homes South LD Residential R-3 District Single family homes (LIN-BAR Estates) West LD Residential A-1 District R-3 District Rural single family homes Undeveloped Rural single family lots (LIN-BAR Estates) 2 The proposed single family lots within the proposed preliminary plat are consistent with the existing single family lots within Crimson Ponds West, Boulder Creek, and Ashwood. The preliminary plat provides for transitional lots with greater width and area as required by the Zoning Ordinance as a transition to the R-3 District lots within LIN-BAR Estates. The proposed development will be compatible with the existing and planned land uses in the area. 3. The proposed use's conformity with all performance standards contained within the Zoning Ordinance and other provisions of the City Code. Finding: The proposed preliminary plat will comply with all applicable development regulations, except as specifically modified by the PUD-CUP. 4. Traffic generation of the proposed use in relation to capabilities of streets serving the property. Finding: The subject site is accessed via 75th Street and Odean Avenue. The 2012 Transportation Plan designates 75th Street and Odean Avenue as residential collector streets, whereas 70th Street (CSAH 38) is designated as a minor arterial roadway serving regional transportation needs. Intra-neighborhood street to LIN-BAR Estates via existing street connections platted with LIN-BAR estates also provide secondary access to 70th Street (CSAH 38). Odean Avenue, 75th Street, and 70th Street (CSAH 38) have adequate capacity to accommodate the traffic that will be generated by the homes within the preliminary plat. 5. The proposed use can be accommodated by existing public services and facilities and will not overburden the City's service capacity. Finding: The subject site is located within the East Sewer District where the City anticipates provision of services in support of urban development as guided by the Future Land Use Plan; the proposed preliminary plat can be accommodated by existing City services. F. The planning report dated 10 August 2021 prepared by the City Planner, The Planning Company LLC, is incorporated herein. G. The engineering review dated August 11, 2021 prepared by the City Engineer, Hakanson Anderson, Inc. is incorporated herein. H. The Otsego Planning Commission conducted a public hearing at their regular meeting on 16 August 2021 to consider the application, preceded by published and mailed notice; based upon review of the application and evidence received, the public hearing was closed and the Planning Commission recommended by a 7-0 vote that the City Council approve the request based on the aforementioned findings. DECISION: Based on the foregoing information and applicable ordinances, the request is hereby APPROVED, subject to the following conditions: 1. Approval of the preliminary plat shall not guarantee access to sanitary sewer service. The City shall only allocate sanitary sewer capacity to approved final plats with signed development contracts to assure the City of timely development. 3 2. Future subdivision of Lot 6, Block 5 shall be allowed to maintain one driveway meeting the requirements of Section 11-21-7 of the Zoning Ordinance to Odean Avenue to access not more than 2 lots. 3. Lots within the preliminary plat shall be subject to the following requirements: Lot Area Lot Width Lot Depth Setbacks Front Side Rear 75th St. Odean Ave. 70th St. Wetland Lots except in row below Interior 12,000sf. 75ft. 100ft. 35ft. 10ft. 20ft. 65ft. 40ft. Corner 100ft. L1-10, B2(2) L1, B3(2) L3-6, B1(3) L1-4, B2(3) Interior 18,000sf. 100ft. 135ft. Corner 130ft. 4. All street right-of-way, design, and construction plans and street lighting shall be subject to review and approval of the City Engineer. 5. The landscape plan shall be revised to indicate that the builder will install 2 trees within the yard of each lot at the time of construction. 6. Outlot A and Outlot B shall be deeded to the City in accordance with Section 10-8-12.D of the Subdivision Ordinance for stormwater management purposes. 7. The section of Outlot A between Lot 5, Block 4 (Phase 2) and Lot 1, Block 4 (Phase 3) shall be subject to review by the City Engineer to ensure the City has the ability to construct a trail with slope of less than 10 percent. 8. Park dedication requirements shall be satisfied as a cash fee in lieu of land paid at the time of final plat approval in accordance with the fee schedule then in effect. 9. All grading, drainage, and erosion control issues shall be subject to review and approval of the City Engineer 10. The developer shall pay Stormwater Impact Fees for Lefebvre Creek with execution of the development contract. 11. All utility plans shall be subject to review and approval of the City Engineer. 12. The developer shall pay Sewer and Water Availability Charges in effect at the time of final plat approval; the developer shall receive a credit as determined by the City Engineer for extension of trunk sewer to the west of Odean Avenue. 13. All easements shall be subject to review and approval of the City Engineer. 14. The existing single family dwelling on Lot 6, Block 5 (Phase 1) shall connect to sewer and water utilities with construction of Phase 2. 4 15. The preliminary plat shall be subject to review and approval of Wright County related to right-of-way for CSAH 38. 16. The developer shall enter to development contract with the City as drafted by the City Attorney and subject to approval of the City Council in accordance with Section 10-10-4.A of the Subdivision Ordinance prior to recording of a final plat for any portion of the preliminary plat. ADOPTED by the City Council of the City of Otsego this 23rd day of August, 2021. MOTION BY: SECOND BY: ALL IN FAVOR: THOSE OPPOSED: CITY OF OTSEGO By:________________________________ Jessica L. Stockamp, Mayor Attest: By:____________________________ Audra Etzel, City Clerk 5 EXHIBIT A The North Three Quarters of the North Half of the Southeast Quarter of Section 28, Township 121, Range 23, Wright County, Minnesota except the North 172 feet of the West 348 feet of the North Three Quarters of the North Half of said Southeast Quarter and except the South 29.88 rods of the West 133.84 rods of the North Three Quarters of the North Half of said Southeast Quarter and except that part of the North Three Quarters of the North Half of said Southeast Quarter which lies South and West of the following described line: Commencing at the northwest corner of the Southeast Quarter of said Section 28; thence South 01 degrees 05 minutes 27 seconds East, assumed bearing, along the west line of said Southeast Quarter of Section 28 a distance of 172.00 feet to the point of beginning of the line to be described; thence North 89 degrees 19 minutes 43 seconds East 531.50 feet; thence South 00 degrees 37 minutes 51 seconds East 11.97 feet; thence Southerly 126.72 feet along a tangential curve concave to the east having a radius of 1030.0 feet and a central angle of 07 degrees 02 minutes 56 seconds; thence South 07 degrees 40 minutes 47 seconds East tangent to said curve 109.84 feet; thence Southerly 77.53 feet along a tangential curve concave to t he west having a radius of 970.00 feet and a central angle of 04 degrees 34 minutes 46 seconds to a point on the north line of the South 29.88 rods of the North Three Quarters of the North Half of the Southeast Quarter of said Section 28 and said line there terminating. And The South 29.88 rods of the West 133.84 rods of North three-fourths of the North Half of the Southeast Quarter of Section 28, excepting therefrom the South 200.00 feet of the West 1089.00 feet of said North three-fourths of the North Half of the Southeast Quarter of Section 28, Township 121, Range 23, Wright County, Minnesota. And The West One Quarter of the North Two Thirds of the West Three Quarters of the North Half of the Southwest Quarter of Section 27, Township 121, Range 23, Wright County, Minnesota. And Outlot A, HIDDEN HAVEN, Wright County, Minnesota. And Vacated Packard Ave. N.E. dedicated in Hidden Haven, according to the recorded plat thereof, Wright County, Minnesota, being the easterly 40.00 feet of said plat of HIDDEN HAVEN. And The West 330 feet of East 660 feet of the South Half of the Southeast Quarter, Section 28, Township 121, Range 23, Wright County, Minnesota. And The South 200 feet of the west 1089.00 feet of the North Three -Quarters of the North Half of the Southeast Quarter of Section 28, Township 121, Range 23, Wright County, Minnesota. 1 CITY OF OTSEGO COUNTY OF WRIGHT STATE OF MINNESOTA RESOLUTION NO: 2021-68 APPROVING A DEVELOPMENT CONTRACT FOR HANSEN HEIGHTS WHEREAS, VHF Investments, LLC (the “developer”) is proposing development of the plat of Hansen Heights; and WHEREAS, a final plat for the development was approved on 23 August 2021 by the City Council; 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 and private improvements and to provide the City various remedies in the event that the developer breaches the terms and conditions of said contract; and WHEREAS, those obligations are outlined and memorialized in the attached Development Contract. NOW, THEREFORE, BE IT RESOLVED BY THE CITY COUNCIL OF THE CITY OF OTSEGO, MINNESOTA THAT: 1. The Development Contract attached hereto between the City of Otsego and VHF Investments, LLC 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. 2 ADOPTED by the City Council of the City of Otsego this 23rd day of August, 2021. MOTION BY: SECONDED BY: IN FAVOR: OPPOSED: CITY OF OTSEGO __________________________________ Jessica L. Stockamp, Mayor ATTEST: __________________________________ Audra Etzel, City Clerk 1 Hansen Heights 210485v9 (reserved for recording information) DEVELOPMENT CONTRACT AND PLANNED UNIT DEVELOPMENT AGREEMENT (Developer Installed Improvements) HANSEN HEIGHTS CONTRACT dated ____________________, 2021, by and between the CITY OF OTSEGO, a Minnesota municipal corporation (“City”), and VHF INVESTMENTS LLC, a Minnesota limited liability company (the “Developer”). 1. REQUEST FOR PLAT APPROVAL. The Developer has asked the City to approve a plat for HANSEN HEIGHTS (referred to in this Contract as the "plat"). The land is situated in the County of Wright, State of Minnesota, and is legally described in Exhibit “A” attached hereto and made a part hereof: 2. CONDITIONS OF PLAT APPROVAL. The City hereby approves the plat on condition that the Developer enter into this Contract, furnish the security required by it, and record the plat with the County Recorder or Registrar of Titles within 100 days after the City Council approves the final plat. 3. RIGHT TO PROCEED. Within the plat or land to be platted, 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 a preliminary plat by the City Council, construct sewer lines, water lines, 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 2 Hansen Heights 210485v9 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 plat has been filed with the Wright County Recorder or Registrar of Titles’ office. 4. PHASED DEVELOPMENT. If the plat is a phase of a multi-phased preliminary plat, the City may refuse to approve final plats 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. Park dedication charges referred to in this Contract are not being imposed on outlots, if any, in the plat that are designated in an approved preliminary plat for future subdivision into lots and blocks. Such charges will be calculated and imposed when the outlots are final platted into lots and blocks. 5. PRELIMINARY PLAT STATUS. If the plat is a phase of a multi-phased preliminary plat, the preliminary plat approval for all phases not final platted shall lapse and be void unless final platted into lots and blocks, not outlots, within two (2) years after preliminary plat approval. 6. CHANGES IN OFFICIAL CONTROLS. For five (5) years from the date of this Contract, no amendments to the City’s Comprehensive Plan, except an amendment placing the plat in the current metropolitan urban service area, or official controls shall apply to or affect the use, development density, lot size, lot layout or dedications of the approved plat unless required by state or federal law or agreed to in writing by the City and the Developer. Thereafter, 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. The plat 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 in the plat. 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: 3 Hansen Heights 210485v9 Plan A - Plat Plan B - Final Grading, Drainage, and Erosion Control Plan Plan D - Plans and Specifications for Public Improvements Plan E - Street Lighting Plan Plan F - Landscape Plan 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 M. Landscaping 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 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 4 Hansen Heights 210485v9 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. In accordance with Minnesota Statutes 505.021, the final placement of iron monuments for all lot corners must be completed before the applicable security is released. The Developer’s surveyor shall also submit a written notice to the City certifying that the monuments have been installed following site grading, utility and street construction. 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 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 8 above. 10. PERMITS. The Developer shall obtain or require its contractors and subcontractors to obtain all necessary permits, which 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 5 Hansen Heights 210485v9 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. 12. TIME OF PERFORMANCE. The Developer shall install all public storm sewer, sanitary sewer and water utility improvements by December 1, 2021. The Developer shall install streets and other public improvements by June 30, 2022. The Developer may request an extension of time 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. 13. STREETS. The Developer agrees to maintain the streets within the Plat 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 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 6 Hansen Heights 210485v9 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 plat to perform all work and inspections deemed appropriate by the City in conjunction with plat 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 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 plat is in full compliance with the approved erosion control plan. 16. GRADING. The plat 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 7 Hansen Heights 210485v9 (30) days after completion of the grading and before the City approves individual building permits (except 2 model home permits on lots acceptable to the Building Official), 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 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 gr ading 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. 8 Hansen Heights 210485v9 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 in the plat, 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 $563,675.00 which is due upon final plat approval. The City shall provide a credit to the Developer for 50% of the Trunk Storm Water Management Impact Fee for the area of Outlot A, calculated as follows: 50% x 26.65 acres (Outlot A area) x $2,563.00/Gross Acres = $34,152.00 The Developer shall pay a cash fee in the amount of $121,550.25 for the Trunk Storm Water Management Impact Fee due upon final plat approval which is calculated as follows: 60.75 Gross Ac X 2,563.00/Gross Acre = $155,702.25 – Credit of $34,152.00 = $121,550.25 20. LATERAL AND TRUNK 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 shall post a security in the amount of $469,713.80 for Lateral and Trunk Sanitary Sewer which is due upon final plat approval. The City shall provide a credit to the Developer in the amount of $66,093.00 for providing extra depth and size as well as directionally drilling under Odean Avenue to serve the properties west of Odean Avenue. 9 Hansen Heights 210485v9 The Developer shall pay a cash fee in the amount of $110,854.00 for the Sewer Availability Charge (“SAC”) at the time of plat approval which is calculated as follows: 67 REC X $2,641/REC = $176,947.00 - Credit of $66,093.00 = $110,854.00 21. LATERAL AND TRUNK WATERMAIN. The Developer shall post a security in the amount of $563,675.00 for the installation of lateral and trunk watermain and connection. The City shall provide a credit to the Developer in the amount of $35,425.00 for directionally drilling under Odean Avenue and providing a hydrant to serve the properties west of Odean Avenue The Developer shall pay a cash fee in the amount of $88,123.00 for the Water Availability Charge (“WAC”) at the time of plat approval which is calculated as follows: 67 REC X $1,844.00/ Gross Acre = $123,548.00 - Credit of $35,425.00 = $88,123.00 22. SEWER CONNECTION CHARGE AND WATER CONNECTION CHARGE. The Developer shall pay to the City required water and sewer connection charges. The water and sewer connection charges 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 Certificate of Occupancy based on the fee schedule in effect at the time of application for the Certificate of Occupancy. 23. CONSTRUCTION ACCESS. Construction traffic access and egress for grading, public utility construction, and public street construction is restricted to access the subdivision as approved by the City Engineer. 24. PARK AND TRAIL DEDICATION. The Developer shall pay a cash contribution of $187,200.00 in satisfaction of the City’s park and trail dedication requirements. The charge was calculated as follows: Sixty-five (65) lots platted without existing dwellings at $2,880.00 per lot. 25. TRAFFIC CONTROL SIGNS. The Developer shall pay a cash fee in the amount of $9,250.00 for traffic control signs which is due upon final plat approval. Street signing consists of thirty- seven (37) signs at $250.00 each. 26. 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 10 Hansen Heights 210485v9 to the City a cash fee in the amount of $3,500.00. The fee is calculated as follows: seven (7) street lights at $500.00 per street light. 27. LANDSCAPING. The Developer or lot purchaser shall plant at least two (2) trees on every lot in the plat, 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 and one-half (2½) 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 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. The Developer shall provide a landscape buffer within the yards abutting 75th Street, Odean Avenue, and 70th Street (CSAH 38) in accordance with Section 11-19-3.B of the Zoning Ordinance. The landscape plan provides for installation by the Developer of the required buffer yard with a mix of evergreen and deciduous trees. 11 Hansen Heights 210485v9 Landscaping required by Section 11-19-13.B of the Zoning Ordinance shall be installed in accordance with the approved landscape plan. The Developer shall post a $50,750.00 landscaping security at the time of final plat approval to ensure that the landscaping is installed in accordance with the approved plan. 28. SPECIAL PROVISIONS. The following special provisions shall apply to plat development: A. Implementation of the conditions listed in the Findings of Fact approved by the City Council on August 23, 2021. B. Before the City signs the final plat, the Developer shall convey Outlots A and B to the City by warranty deed, free and clear of any and all encumbrances, including but not limited to all Outlots for stormwater basins, wetlands, and wetland buffers. C. The Developer shall grant to the City a temporary drainage and utility easement over all of Outlot C. The temporary drainage and utility easement shall expire when Outlot C is final platted into lots, and blocks. D. The existing single family dwelling within Lot 18, Block 2, shall be connected to City sewer and water utilities with Phase One of Hansen Heights and shall pay utility connection fees in accordance with the City Fee Schedule now in effect upon issuance of a Building Permit. E. The existing single family dwelling within Lot 6, Block 5, shall be connected to City sewer and water utilities concurrent with construction of public improvements within Phase Two of Hansen Heights and shall pay utility connection fees upon approval of the Phase Two final plat in accordance with the City Fee Schedule in effect at the time of final plat approval and upon issuance of a Building Permit. F. Future subdivision of Lot 6, Block 5 shall allow for one driveway to be maintained meeting the requirements of Section 11-21-7 of the Zoning Ordinance to Odean Avenue to access not more than two (2) lots. G. All street right-of-way, design, and construction plans and street lighting shall be subject to review and approval of the City Engineer. 12 Hansen Heights 210485v9 H. The section of Outlot A between Lot 5, Block 4 (Phase Two) and Lot 1, Block 4 (Phase Three) shall be subject to review by the City Engineer to ensure the City has the ability to construct a trail with slope of less than ten (10) percent. I. All grading, drainage, and erosion control issues shall be subject to review and approval of the City Engineer. J. All utility issues shall be subject to review and approval of the City Engineer. K. Prior to City Council approval of the final plat, the Developer shall furnish a boundary survey of the proposed property to be platted with all property corner monumentation in place and marked with lath and a flag. Any encroachments on or adjacent to the property shall be noted on the survey. The Developer's land surveyor certifies that all irons have been set following site grading and utility and street construction. In addition, the certificate of survey must also include a certification that all irons for a specific lot have either been found or set prior to the issuance of a building permit for that lot. L. The Developer shall provide a cash escrow for the preparation of record construction drawings and City base map updating. This escrow is $100.00 per acre for a total charge of $6,075.00. M. The Developer is required to submit the final plat in electronic format. The electronic format shall be either AutoCAD.DWG file or a .DXF file. All construction record drawings (e.g., grading, utilities, streets) shall be in electronic format in accordance with standard City specifications. 29. CONSTRUCTION ADMINISTRATION AND FEES FOR CITY SERVICES. 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, 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 13 Hansen Heights 210485v9 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 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 (a flat fee due upon execution of this Agreement), Trunk Water and Sewer Access Fees (a flat fee due upon execution of this Agreement), Transportation Infrastructure Costs (a flat fee due 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. 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. 30. 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 14 Hansen Heights 210485v9 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. 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. 15 Hansen Heights 210485v9 31. SUMMARY OF SECURITY REQUIREMENTS. The amount of the security described above is calculated as follows: CONSTRUCTION COSTS: A. Sanitary Sewer – Lateral and Trunk $469,713.80 B. Watermain – Lateral and Trunk 503,670.00 C. Storm Sewer - Lateral 563,675.00 D. Streets & Trail 651,091.00 CONSTRUCTION SUB-TOTAL $2,188,149.80 OTHER COSTS: A. Site Grading, Erosion & Sediment Control and Wetland $171,900.00 B. Engineering & Surveying Construction Services (6.5%) 142,229.74 C. Landscaping 50,750.00 OTHER COSTS SUB-TOTAL $364,879.74 TOTAL – SUBTOTAL $2,553,029.54 TOTAL IRREVOCABLE LETTER OF CREDIT $3,191,286.92 FOR SECURITY (125% OF SUBTOTAL ESCROW A. City Legal Expenses (Est. 1.0% of $2,188,149.80) $21,881.50 B. City Construction Observation (Est. 8.0% of $2,491,142.53) 175,051.98 C. GIS Data Entry $6,075.00 ESCROW TOTAL $203,008.48 This breakdown is not a restriction on the use of the security. 32. 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 (1.0% of 2,188,149.80) $21,881.50 B. Trunk Sewer Access Fee (SAC) 110,854.00 C. Trunk Water (WAC) 88,123.00 D. Trunk Storm Water Management Impact Fee 121,550.25 E. Park Dedication 187,200.00 F. Wetland, Street, and Traffic Control Signs 9,250.00 G. Street Light Operating Fee – 3,500.00 TOTAL CASH REQUIREMENTS $542,358.75 16 Hansen Heights 210485v9 33. WARRANTY. The Developer warrants all improvements required to be constructed by it pursuant to this Contract against poor material and faulty workmanship, other than as set forth hereafter in this Section 35, for a period of one (1) year. The warranty period for streets is two (2) years as specified in this Contract. The warranty period for underground utilities is two (2) years and shall commence following completion and acceptance by City Council. A minimum of 10% of the total security as specified above in the portion of Section 33 of this Contract shall be retained as warranty security calculated as follows. DEVELOPMENT WARRANTY LETTER OF CREDIT A. Sanitary Sewer $70,457.07 B. Watermain 75,550.50 C. Storm Sewer 84,551.25 D. Streets 109,500.00 E. Erosion & Sedimentation Control 16,250.00 TOTAL WARRANTY LETTER OF CREDIT $356,308.82 34. 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 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. 17 Hansen Heights 210485v9 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 plat 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. 35. 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 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. 36. MISCELLANEOUS. A. The Developer represents to the City that the plat complies with all city, county, metropolitan, state, and federal laws and regulations, including but not limited to: subdivision ordinances, zoning ordinances, and environmental regulations. If the City determines that the plat does not comply, the City may, at its option, refuse to allow construction or development work in the plat 18 Hansen Heights 210485v9 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, except 2 model homes on lots acceptable to the Building Official. Approval of an administrative permit in compliance with Chapter 27 of the City’s zoning ordinance is required prior to the construction of any model homes. 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 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, 19 Hansen Heights 210485v9 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 final platted 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 final platted; and that the Developer will indemnify and hold the City harmless for any breach of the foregoing covenants. I. Insurance. Prior to execution of the final plat, 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, 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 20 Hansen Heights 210485v9 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. 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, 21 Hansen Heights 210485v9 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 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 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. 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. 22 Hansen Heights 210485v9 37. 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: Attention: Andrew Kociscak, VHF Investments LLC, 6750 Stillwater Blvd, #4, Stillwater, Minnesota 55082. 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.] 23 Hansen Heights 210485v9 CITY OF OTSEGO BY: ___________________________________________ Jessica L. Stockamp, Mayor (SEAL) AND __________________________________________ Audra Etzel, City Clerk STATE OF MINNESOTA ) )ss. COUNTY OF WRIGHT ) The foregoing instrument was acknowledged before me this ________ day of ______________, 2021, by Jessica L. Stockamp and by Audra Etzel, 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 24 Hansen Heights 210485v9 DEVELOPER: VHF INVESTMENTS LLC BY: ___________________________________________ Andrew Kociscak Its President STATE OF MINNESOTA ) )ss. COUNTY OF ____________ ) The foregoing instrument was acknowledged before me this ________ day of ______________, 2021, by Andrew Kociscak, the President of VHF INVESTMENTS LLC, a Minnesota limited liability company, on behalf of said limited liability company. ______________________________________________ NOTARY PUBLIC DRAFTED BY: CAMPBELL, KNUTSON Professional Association Grand Oak Office Center I 860 Blue Gentian Road, Suite 290 Eagan, MN 55121 Telephone: 651-452-5000 DSK/smt 25 Hansen Heights 210485v9 FEE OWNER CONSENT TO DEVELOPMENT CONTRACT DANIEL R. OELKE, a single person, 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 him. Dated this _____ day of ____________, 2021. ______________________________________ Daniel R. Oelke STATE OF MINNESOTA ) )ss. COUNTY OF __________ ) The foregoing instrument was acknowledged before me this _____ day of _____________, 2021, by Daniel R. Oelke, a single person. ________________________________________ NOTARY PUBLIC DRAFTED BY: CAMPBELL KNUTSON Professional Association Grand Oak Office Center I 860 Blue Gentian Road, Suite 290 Eagan, Minnesota 55121 651-452-5000 DSK/smt 26 Hansen Heights 210485v9 MORTGAGE HOLDER CONSENT TO DEVELOPMENT CONTRACT BRIDGEWATER BANK, a Minnesota banking corporation, which holds: A Mortgage executed by VHF Investments LLC, a Minnesota limited liability company, dated November 16, 2018, filed November 20, 2018 as Document Number A1384601 in the amount of $200,000.00, in favor of Bridgewater Bank, which was modified by Document Number A1388206, filed January 17, 2019 and Document Number A1390606, filed March 1, 2019 (amount increased to $765,000.00) and Modification filed June 11, 2019 as Document Number A1397591 (amount increased to $1,493,700.00) and Modification filed December 14, 2020 as Document Number A1451719; AND An Assignment Rents by and between VHF Investments LLC, a Minnesota limited liability company, and Bridgewater Bank, dated November 16, 2018, filed November 20, 2018 as Document Number A1384602 and also filed March 1, 2019 as Document Number A1390607 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 ____________, 2020. BRIDGEWATER BANK By: _________________________ [print name] Its _____________________ [title] STATE OF MINNESOTA ) )ss. COUNTY OF ____________ ) The foregoing instrument was acknowledged before me this _____ day of ________________, 2020, by ___________________________, the _____________________________ of Bridgewater Bank, a Minnesota banking corporation, on behalf of said corporation. ________________________________________ NOTARY PUBLIC DRAFTED BY: CAMPBELL KNUTSON Professional Association Grand Oak Office Center I 860 Blue Gentian Road, Suite 290 Eagan, Minnesota 55121 651-452-5000 DSK/smt 27 Hansen Heights 210485v9 EXHIBIT “A” TO DEVELOPMENT CONTRACT Legal Description of Property Being Final Platted as HANSEN HEIGHTS The North Three Quarters of the North Half of the Southeast Quarter of Section 28, Township 121, Range 23, Wright County, Minnesota except the North 172 feet of the West 348 feet of the North Three Quarters of the North Half of said Southeast Quarter and except the Sout h 29.88 rods of the West 133.84 rods of the North Three Quarters of the North Half of said Southeast Quarter and except that part of the North Three Quarters of the North Half of said Southeast Quarter which lies South and West of the following described line: Commencing at the northwest corner of the Southeast Quarter of said Section 28; thence South 01 degrees 05 minutes 27 seconds East, assumed bearing, along the west line of said Southeast Quarter of Section 28 a distance of 172.00 feet to the point of beginning of the line to be described; thence North 89 degrees 19 minutes 43 seconds East 531.50 feet; thence South 00 degrees 37 minutes 51 seconds East 11.97 feet; thence Southerly 126.72 feet along a tangential curve concave to the east having a radius of 1030.0 feet and a central angle of 07 degrees 02 minutes 56 seconds; thence South 07 degrees 40 minutes 47 seconds East tangent to said curve 109.84 feet; thence Southerly 77.53 feet along a tangential curve concave to the west having a radius of 970.00 feet and a central angle of 04 degrees 34 minutes 46 seconds to a point on the north line of the South 29.88 rods of the North Three Quarters of the North Half of the Southeast Quarter of said Section 28 and said line there terminating. And The South 29.88 rods of the West 133.84 rods of North three-fourths of the North Half of the Southeast Quarter of Section 28, excepting therefrom the South 200.00 feet of the West 1089.00 feet of said North three-fourths of the North Half of the Southeast Quarter of Section 28, Township 121, Range 23, Wright County, Minnesota. And The West One Quarter of the North Two Thirds of the West Three Quarters of the North Half of the Southwest Quarter of Section 27, Township 121, Range 23, Wright County, Minnesota. And Outlot A, HIDDEN HAVEN, Wright County, Minnesota. And Vacated Packard Ave. N.E. dedicated in Hidden Haven, according to the recorded plat thereof, Wright County, Minnesota, being the easterly 40.00 feet of said plat of HIDDEN HAVEN. And The West 330 feet of East 660 feet of the South Half of the Southeast Quarter, Section 28, Township 121, Range 23, Wright County, Minnesota. And 28 Hansen Heights 210485v9 The South 200 feet of the west 1089.00 feet of the North Three-Quarters of the North Half of the Southeast Quarter of Section 28, Township 121, Range 23, Wright County, Minnesota. 29 Hansen Heights 210485v9 [BANK LETTERHEAD] IRREVOCABLE LETTER OF CREDIT No. ___________________ Date: _________________ TO: City of Otsego City Hall 13400 90th Street NE Otsego, Minnesota 55330 Dear Sir or Madam: 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. Mai l, 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: ____________________________________ Its ______________________________