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RES 2022-97 Approving a Site Improvement Performance Agreement for ALDI, Inc.CITY OF OTSEGO COUNTY OF WRIGHT STATE OF MINNESOTA RESOLUTION NO: 2022-97 APPROVING A SITE IMPROVEMENT PERFORMANCE AGREEMENT FOR ALDI, INC. WHEREAS, ALDI, Inc. (the "developer") is proposing development of Lot 1, Block 28, Parrish Meadows; and WHEREAS, site and building plans for the development were approved on 12 December 2022 by the City Council; and WHEREAS, Section 11-9-7 of the Zoning Ordinance requires the developer to enter into a Site Improvement Performance Agreement to provide the City construction and warranty securities for the public and private improvements and to provide the City various remedies in the event that the developer breaches the terms and conditions of said agreement; and WHEREAS, those obligations are outlined and memorialized in the attached Site Improvement Performance Agreement, NOW, THEREFORE, BE IT RESOLVED BY THE CITY COUNCIL OF THE CITY OF OTSEGO, MINNESOTA THAT: 1. The Site Improvement Performance Agreement attached hereto between the City of Otsego and ADLI, 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 Site Improvement Performance Agreement on behalf of the City of Otsego. 1 ADOPTED by the City Council of the City of Otsego this 12th day of December, 2022. MOTION BY: Moores SECONDED BY: Dahl INFAVOR:Stockamp, Dahl, Darkenwald, and Moores OPPOSED: none CITY OF OTSEGO 1V , Jessica L. Stockamp, M yor ATTEST: r, 1 x Audra Etzel, City Clerk (reserved for recording informntion) SITE IMPROVEMENT PERFORMANCE AGREEMENT (ALDI) THIS SITE IMPROVEMENT PERFORMANCE AGREEMENT ("Agreement") dated 2022, by and between the CITY OF OTSEGO, a Minnesota municipal corporation ("City") and ALDI INC. (MINNESOTA), a Minnesota corporation ("Developer"). 1. BACKGROUND. A. The Developer has submitted to the City application for Site and Building Plan Review in the City of Otsego, Minnesota, legally described as Lot 1, Block 28, Parrish Meadows, Wright County, Minnesota, according to the recorded plat thereof, (hereinafter referred to as the "Subject Property") Be The development of the above described property includes the construction of a retail grocery store having a total area of approximately 20,644 square feet (the "Improvements"). 2. CONDITIONS OF APPROVAL. This Agreement is a condition of City Site and Building Plan approvaI and will be recorded against the Subject Property. 1 223951v5 Aldi Site Improvement Performance Agreement 3. PLANS. The Subject Property shall be developed in accordance with the following plans which are on file with the City. The plans shall not be attached to this Agreement. If the plans vary from the written terms of this Agreement, the written terms shall control. The plans are: Plan A —Site Plan Plan B —Grading and Drainage and Erosion Control Plan Plan C —Utility Plan Plan D —Landscape Plan Plan E —New Building Floor Plan Plan F —New Building Elevations Plan Plan G —Lighting Photometric Plan Plan H —Traffic Control Plan No work can occur outside of the areas indicated on the plans without modifying this Agreement or obtaining a separate grading permit. The plans referred to in this Section 3 are collectively referred to as the "Development Plans". 4. EROSION CONTROL. The Developer is responsible for obtaining an MPCA Construction Permit for the Subject Property as well as developing a SWPPP for the Subject Property prior to issuance of a building permit. The permit requires that all erosion and sediment BMPs be clearly outlined in a SWPPP Changes made throughout construction must be documented in the SWPPP. All basin slopes and slopes adjacent to wetlands must have erosion control blanket installed. Additional erosion control measures may be required during construction as deemed necessary by City staff. Any additional measures required shall be installed and maintained by the Developer. 5. LICENSE. Subject to the terms and conditions of this Agreement, Developer hereby grants the City, its agents, employees, officers and contractors a license to enter the Subject Property to perform all work and inspections deemed reasonably appropriate by the City in conjunction with the Improvements. 2 223951v5 Aldi Site Improvement Performance Agreement 6. CONSTRUCTION ACCESS. Construction traffic access and egress for grading, public utility construction, and public street construction is restricted to access the Subject Property as approved by the City Engineer. 7. LATERAL WATERMAIN. The Improvements shall include, and the Developer shall install, a lateral watermain. The utility design of such watermain will be reviewed with the building permit plans. The Developer shall post a $47,950.00 security for the utility service connection to the public utilities with this Agreement. 8. CITY ENGINEERING ADMINISTRATION AND CONSTRUCTION OBSERVATION. The Developer shall pay for construction observation performed by the City's in-house engineering staff or consulting engineer. Construction observation shall include part or full time inspection of proposed public utilities and will be billed on hourly rates estimated to be eight percent (8°/0) of the estimated construction cost contemplated by this Agreement. 9. DRAINAGE AND GRADING. All grading, drainage, erosion control, and wetland impacts are subject to review and approval of the City Engineer, which shall not be unreasonably denied, withheld, or delayed. The Subject Property shall be graded in accordance with the approved grading development anA erosion control plan, Plan "B". The plan shall conform to City of Otsego specifications. Within thirty (30) days after completion of the grading and final establishment of ground cover or temporary stabilization reasonably approved by the City, which shall not be unreasonably denied, withheld, or delayed, 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 building pads. The City will withhold issuance of a Certificate of Occupancy until the approved certified grading plan is on file with the City and all erosion control measures are in place per the Development Plans. The soils 3 223951v5 Aldi Site Improvement Performance Agreement 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 the Certificate of Occupancy. If and to the extent necessary in connection with the Improvements, 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 for same. All retaining walls identified on the Development Plans and by special conditions referred to in this Agreement 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. 10. STREETS. Streets indicates any work within the public right of way that touches or impacts City streets. Developer agrees to provide proper temporary traffic control signage and maintain traffic on 87th St and Parkview Ave during construction of entrances and sidewalks associated with the Development. Developer shall complete all necessary street patching and curbing replacement prior to Sept 1, 2023. If Developer fails to complete all necessary street patching and curbing replacement prior to Sept 1, 2023, the City shall have the ability to draw on the security provided by the Developer to complete this work. 11. TRAFFIC CONTROL SIGNS. The Developer shall pay a cash fee to the City (t750.00 for installation of traffic control signs. The fee is calculated as follows: three (3) traffic signs at $250.00 per traffic sign. 12. DRIVEWAYS, SIDEWALKS, AND ADA PEDESTRIAN RAMPS. The Developer shall install driveways, sidewalks and ADA compliant pedestrian curb ramps consistent with the Development Plans. The Developer shall post a security in the amount of $92,640.00 to ensure that the driveways, sidewalks and ADA compliant pedestrian ramps are installed in compliance with the approved site plan 13. CLEAN UP. The Developer shall clean dirt and debris from streets that has resulted from construction work by the Developer, subcontractors, their agents or assigns. Prior to any construction on the Aldi Site Improvement Performance Agreement 223951v5 Subject Property, the Developer shall identify in writing a responsible party and schedule for erosion control, street cleaning, and street sweeping. 14. LANDSCAPING. The Developer shall revise the landscaping plan subject to review and approval of the Zoning Administrator to provide for the following: A. The Developer shall install shade trees 50 feet on -center or a row of Karl Forester grass clumps along the south property line abutting 871h Street from the access to Parrish Avenue (CSAH No. 42). B. The Developer shall install a row of Karl Forester grass clumps along the east property line abutting Parrish Avenue (CSAH No. 42) between the off-street parking area and stormwater basin. C. The Developer shall install in -ground irrigation for the yards and planting areas within the property. The Developer shall post a $104,076.00 landscaping security upon issuance of a building permit to ensure that the landscaping is installed in accordance with the approved landscape plan. All new plants shall be guaranteed for one (1) year from the time planting has been completed. All plants shall be alive and in satisfactory growth at the end of the guarantee period or be replaced by the property owner upon inspection by the Zoning Administrator. 15. 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. Aldi Site Improvement Perfonnauce Agreement 223951v5 16. SPECIAL PROVISIONS. The following special provisions shall apply to this Agreement: A. Implementation of the conditions listed in the Findings of Fact and Decision approved by the City Council on December 12, 2022. B. The property shall be developed in accordance with the plans as approved by the City of Otsego in compliance with the requirements of the Zoning Ordinance and City Code and the conditions outlined herein. C. All grading, drainage, and erosion control plans are subject to review and approval of the City Engineer, not to be unreasonably withheld, conditioned, delayed or denied. D. All utility plans are subject to review and approval of the City Engineer, not to be unreasonably withheld, conditioned, delayed or denied. E. The Developer shall pay Utility Connection Charges at the time a building permit is issued in accordance with the provisions of the City Code. F. The Developer shall submit a schedule to the City specifying the exterior materials and the percentage area of the materials used on each elevation and the overall buNA;ng to verify compliance with the requirements of Section 11-17-4.D. 1 of the Zoning Ordinance. G. The Developer shall revise the site plan to provide for five-foot wide pedestrian connections from the principal building to the trail on Parrish Avenue (CSAH No. 42) and sidewalks on 87th Street and Parkview Avenue, subject to review and approval of the Zoning Administrator, not to be unreasonably withheld, conditioned, delayed or H. The Developer shall revise the site plan such that off-street parking stalls have a minimum depth of 20 feet (including allowed two -foot overhang) as required by Section 11-21-7.13 of the Zoning Ordinance. t� Aldi Site Improvement Performance Agreement 223951v5 Construction specifications for off-street parking areas shall be subject to review and approval of the City Engineer, not to be unreasonably withheld, conditioned, delayed oI denied. J. The Developer shall revise the site plan to provide a solid fence a minimum of six feet in height to the west of the loading area, subject to review and approval of the Zoning Administrator, not to be unreasonably withheld, conditioned, delayed or denied. K. The Developer shall submit plans to the City for the construction of the waste storage enclosure subject to review and approval of the Zoning Administrator, not to be unreasonably withheld, conditioned, delayed or denied, for compliance with Section 11-18-4.0 of the Zoning Ordinance. 17. SECURITY. To ensure compliance with the terms of this Agreement, 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 Agreement. 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 Agreement 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 Agreement 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. 7 Aldi Site Improvement Performance Agreement 223951v5 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 Agreement. This security amount shall be submitted to the City prior to execution of the 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 the Agreement, which are in the aggregate amount of $28,268.75. Upon completion of the work contemplated hereunder and expiration of the warranty period, the remaining security shall be promptly released to Developer. 18. SUMMARY OF SECURITY REQUIREMENTS. The amount of the security described above is calculated as follows: CONSTRUCTION COSTS: A. Watermain -Lateral B. Driveways, Sidewalks, and ADA Pedestrian Ramps TOTAL SUBTOTAL: OTHER COSTS: A. Site Grading, Erosion &Sediment Control And Wetland Protection B. Engineering &Surveying Construction Services C. Landscaping OTHER COSTS SUB -TOTAL TOTAL — SUBTOTAL TOTAL IRREVOCABLE LETTER OF CREDIT FOR SECURITY (125% OF SUBTOTAL) $47, 950.00 92 640.00 $140,590.00 $8,370.00 9,138.35 104,076.00 $121,584.35 $262,174.35 $327,717.94 223951v5 Aldi Site Improvement Performance Agreement ESCROW A. City Legal Expenses (City Minimum) B. City Construction Observation (Est. 8.0% of $140,590,00) C. GIS Data Entry Fee ESCROW TOTAL DEVELOPMENT WARRANTY LETTER OF CREDIT A. Watermain B. Streets C. Erosion &Sedimentation Control TOTAL WARRANTY LETTER OF CREDIT $1,500.00 11, 247.20 250.00 $12,997.20 7,192.50 4,000000 418.50 $11,611.00 This breakdown is not a restriction on the use of the security. 19. 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 (City Minimum) B. Traffic Control Signs TOTAL CASH REQUIREMENTS $1, 500.00 750.00 $2,250.00 20. ACKNOWLEDGEMENT. The Developer acknowledges that approval of installation of the Improvements does not constitute a guarantee by the City of any future subdivision approvals and that the Developer performs the work on the Subject Property at its own risk. 21. RESPONSIBILITY FOR COSTS. A. The Developer shall pay all costs incurred by the City in conjunction with the development of the Subject Property, including but not limited to legal, planning, engineering and inspection expenses incurred in connection with approval of the site plan, the preparation of this Agreement, review of any other plans and documents. 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 site 0 223951v5 Aldi Site Improvement Performance Agreement 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. Notwithstanding anything contained within this Section 21(B), Developer shall not be obligated to indemnify or defend the City from and against claims based on any negligence or willful misconduct by the City, its employees, agents or contractors, or the failure of the City to act in accordance with City ordinances and other applicable laws. C. The Developer shall reimburse the City for costs incurred by the City in the enforcement of this Agreement, including engineering and reasonable attorneys' fees. D. The Developer shall pay in full all bills submitted to it by the City for obligations incurred under this Agreement within thirty (30) days after receipt, which such bills shall include reasonable supporting documentation of such costs covered by such bills. Bills not paid within thirty (30) days shall accrue interest at the rate of eight percent (8%) per year. The City may also draw upon any security or escrow provided for by this contract held by the City to satisfy any obligation of the Developer to the City for the processing of the development application or administration of this Agreement, including administration, planning, engineering or legal fees, after such bills have remained unpaid for more than sixty (60) days after being invoiced by the City. 22. MISCELLANEOUS. Agreement. A. Third parties shall have no recourse against the City or Developer under this B. If any portion, section, subsection, sentence, clause, paragraph, or phrase of this Agreement is for any reason held invalid, such decision shall not affect the validity of the remaining portion of this Agreement. C. The action or inaction of the City shall not constitute a waiver or amendment to the provisions of this Agreement. To be binding, amendments or waivers shall be in writing, signed by the parties and approved by written resolution of the City Council, The City's failure to promptly take legal action to enforce this Agreement shall not be a waiver or release. 10 223951v5 Aldi Site Improvement Performance Agreement D. This Agreement shall run with the land and may be recorded against the title to the Subject Property. The Developer covenants with the City, its successors and assigns, that the Developer has fee title to the Subject Property and/or has obtained consents to this Agreement, in the form attached hereto, from all parties who have an interest in the Subject Property; that there are, to the actual knowledge of Developer, no unrecorded interests in the Subject Property; and that the Developer will indemnify and hold the City harmless for any breach of the foregoing covenants. E. 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. F. Breach of the terms of this Agreement by the Developer, including nonpayment of billings from the City, shall be grounds for denial of building permits and certificates of occupancy, and the halting of all work on the Subject Property. G. If the City determines that the development does not comply with all City, county, metropolitan, state, and federal laws and regulations, including but not limited to: subdivision ordinances, zoning ordinances, and environmental regulations, the City may, at its option, refuse to allow construction or development work at the Subject Property until the Developer does comply. Upon the City's demand and Developer's receipt of written notice specifying in reasonable detail any alleged noncompliance, the Developer shall cease work until there is compliance. 23. DEVELOPER'S DEFAULT. Developer shall be in default of this Agreement if Developer shall fail to perform obligations pursuant to this Agreement within 15 days after Developer's receipt of written notice from the City specifying such failure (or such other greater period of time reasonably necessary to cure such failure if such failure is not reasonably able to be cured within such 15-day period, provided Developer has undertaken procedures to cure such default within such 15-day period and diligently pursues 11 223951v5 Aldi Site Improvement Performance Agreement such cure to completion) any such occurrence, an "Event of Default"). If an Event of Default by the Developer occurs with respect to any of the Improvements 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 actual, reasonable, third -party out-of-pocket expense incurred by the City. Notwithstanding anything to the contrary contained herein, if a breach of this Agreement has occurred that would constitute an Event of Default if not cured, and such breach creates an emergency situation presenting an imminent threat of harm to persons or property, then the City may, at its option, perform the work necessary to cure such breach and the City shall give the Developer notice of the need for such repairs as is practicable under the circumstances. If no advance notice is practicable under the circumstances, the City shall notify the Developer after such cure has been undertaken. This Agreement 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 Subject Property. When the City does any such work, the City may, in addition to its other remedies, assess the cost in whole or in part. 24. 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, or via reputable overnight delivery service (e.g. UPS) at the following address: 4201 Bagley Ave. N., Faribault, Minnesota 55021, Attn: Director of Real Estate, with a copy to Kayne Law Group, CO., P.A., 612 Park Street, Suite 100, Columbus, Ohio 43215, Attn: Jacob Worrel, Esq. 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, or via reputable overnight delivery service (e.g. UPS), in care of the City Administrator at the following address: Otsego City Hall, 13400 90th Street NE, Otsego, Minnesota 55330, 25. FORCE MAJEURE, If Developer is delayed or hindered in or prevented from the performance of any obligation required hereunder by Force Majeure (regardless of whether or not any such obligation in this Agreement includes a specific reference to Force Majeure), the time for performance of such obligation shall be extended for the period of the delay. The term "Force Majeure" means a delay beyond the reasonable control of the delayed party caused by labor strikes, lock outs, industry -wide inability to procure materials, extraordinary restrictive governmental laws or 12 Aldi Site Improvement Performance Agreement 223951v5 regulations (such as gas rationing), delays caused by the other party or any governmental or quasi - governmental entity (including, but not limited to, delays in approving plans, entitlements, and/or permitting) mass riots, war, military power, sabotage, material fire or other material casualty, a Pandemic Event (defined below) Severe Weather, or an extraordinary and material act of God (such as a tornado or earthquake), or other circumstance beyond the reasonable control of the delayed party. The term "Severe Weather" means weather that a reasonable person would find unusual and unanticipated at the time of the scheduling of the activity based on recent weather patterns for the period in question in the vicinity of the Property, provided that the delayed party delivers to the other party, upon request, reasonable documentation from an unbiased weather authority substantiating such claim. The term "Pandemic Event" means any of the following: state of emergency or public health emergency or pandemic (including, without limitation, Covid-19) that results in government mandated quarantine or travel bans, work stoppages, and/or government mandated closures. 26. CLEARING OF TITLE. Upon the City's issuance to Developer of a Certificate of Occupancy and Developer's satisfaction of its obligations under this Agreement, the City shall, promptly following Developer's request, deliver to Developer a document, prepared by Developer, terminating of record this Agreement. {Remainder of page is intentionally left blank. Signature pages to follow.} 13 t►�►�t3'h�li�7 Aldi Site Improvement Performance Agreement CITY OF OTSEGO BY: (SEAL) STATE OF MINNESOTA ) )ss. COUNTY OF WRIGHT ) Jessica L. Stockamp, Mayor Audra Etzel, City Clerk The foregoing instrument was acknowledged before me this day of , 20221 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 223951v5 DEVELOPER: ALDI INC. (MINNESOTA), a Minnesota corporation By: STATE OF MINNESOTA ) )ss. COUNTY OF RICE ) Matt Lilla, Divisional Vice President The foregoing instrument was acknowledged before me this day of , 2022, by Matt Lilla, the Divisional Vice President of ALDI INC. (MINNESOTA), a Minnesota corporation, on behalf of said corporation. NOTARY PUBLIC DRAFTED BY: CAMPBELL, KNUTSON Professional Association 860 Blue Gentian Road, Suite 290 Eagan, Minnesota 55121 Telephone: 651-452-5000 AMP/smt 223951v5 FEE OWNER CONSENT TO SITE IMPROVEMENT PERFORMANCE AGREEMENT TAMARACK LAND -PARRISH MEADOWS, 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 Site Improvement Performance Agreement, 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 , 2022. TAMARACK LAND —PARRISH MEADOWS, LLC By: STATE OF MINNESOTA ) )ss. COUNTY OF ) Its: The foregoing instrument was acknowledged before me this day of , 2022, by the of Tamarack Land — Parrish Meadows, 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 351452-5000 DSK/smt 223951v5 [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) Jays 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 223951v5