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RES 15-10CITY OF OTSEGO COUNTY OF WRIGHT STATE OF MINNESOTA RESOLUTION NO. 2015-10 RESOLUTION APPROVING DEVELOPERS AGREEMENT- OTSEGO WATERFRONT EAST FIFTH ADDITION WHEREAS, WFC, III, LLC is seeking approval of a Plat known as OTSEGO WATERFRONT EAST FIFTH ADDITION, and WHEREAS, the approved Plat requires construction of some public improvements and payment of City costs and fees as well as placing certain restrictions on the development; and WHEREAS, those obligations are contained and memorialized in the attached Developers Agreement; and WHEREAS, the Developers Agreement also sets forth the security required to assure satisfactory construction of public improvements and establishes the various remedies available to the City in the event that Developer breaches the terms and conditions of the Agreement. NOW, THEREFORE BE IT RESOLVED by the City Council of the City of Otsego, Wright County, Minnesota as follows; 1. The attached Developers Agreement between the City of Otsego and WFC III, LLC is hereby approved. 2. The Mayor and City Clerk are hereby authorized to execute the Developers Agreement on behalf of the City of Otsego. ADOPTED this 26 day of January, 2015 by the City Council of Otsego. MOTION TO ADOPT the Resolution by Council Member Darkenwald and seconded by Council Member Warehime IN FAVOR: Heidner, Darkenwald, Warehime, Schroeder OPPOSED: None CITY OF OTSEGO Vern Heidner, Acting Mayor Tami Loff, City Clerk "-I' DEVELOPMENT AGREEMENT OTSEGO WATERFRONT EAST FIFTH ADDITION THIS AGREEMENT, entered into this day of February, 2015 by and between the CITY OF OTSEGO, a Minnesota municipal corporation ("CITY') and WFC III, LLC, a limited liability company under the laws of the State of Minnesota ("DEVELOPER") RECITALS WHEREAS, DEVELOPER has proposed construction of a building (Waterfront Commons III Building) to be constructed on LOT 2, BLOCK 1 OTSEGO WATERFRONT EAST FIFTH ADDITION; and WHEREAS, DEVELOPER is the fee owner the parcels of land described and newly consolidated as OTSEGO WATERFRONT EAST FIFTH ADDITION, which plat measures approximately 4.60 acres; and WHEREAS, LOT 2, BLOCK 1 is proposed for development of an office building, and other related improvements; and WHEREAS, the Final Plat and an existing and the new building are subject to a Planned Unit Development District ("PUD") by Ordinance adopted by the City Council on November 10, 2003 and a PUD Development Stage Plan for Otsego Waterfront East approved on June 10, 2004; and WHEREAS, the PUD Development Stage Plan for Otsego Waterfront East requires that the DEVELOPER enter into additional Development Agreements with the CITY as a condition of approval of individual developments; and WHEREAS, the building and improvements on LOT 2, BLOCK 1 shall be constructed, maintained and operated in accordance with the PUD and the Development Stage Plan for Otsego Waterfront East and the terms and conditions contained herein; and WHEREAS, the CITY and the previous owner GCI Capital, Inc. entered into a certain agreement dated June 29, 2011 and recorded at the Wright County Recorder's Office as Document No. Al 178736 and subsequently assigned to Main Street Otsego Development, LLC by Agreement dated February 25, 2013 which provides for the CITY to pay out certain Development Incentives upon construction of buildings upon the property meeting certain valuation thresholds; and WHEREAS, the Development Incentives have been transferred to DEVELOPER. NOW THEREFORE, in consideration of the promises and mutual promises hereinafter contained, it is agreed between the parties as follows: 1. Development Plans. The Building shall be developed on LOT 2, BLOCK 1 in accordance with the plans the cover sheet of which is attached to this Agreement as Exhibit B dated and signed by the City Engineer on file and of record at CITY and herein fully incorporated herein by reference and the conditions stated below (hereinafter the "Building Development Plans"). If the Building Development Plans vary from the written terms of this Agreement, the Building Development Plans shall control. 2. Municipal Improvements. The Building Development Plans include certain Municipal Improvements as set forth on the attached Exhibit C. 3. Private Improvements. The DEVELOPER or any future owner of the Subject Property ("Future Owner") agrees that it shall cause to be constructed and installed certain private improvements ("Private Improvements") on the Subject Property. All Private Improvements are to be installed at DEVELOPER'S or Future Owner's sole cost and 0J expense pursuant to this Agreement and the private improvements to LOT 2, BLOCK 1 shall include those improvements shown on the Building Development Plans. DEVELOPER or Future Owner shall construct such Private Improvements in accordance with all applicable building codes, ordinances and CITY standards and the Building Development Plans furnished to the CITY and approved by the City Engineer. The DEVELOPER shall obtain all necessary permits before construction of the Building. CITY shall provide adequate field inspection personnel to assure acceptable quality control, which will allow certification of the construction work. Within thirty (30) days after the completion of Building and before any security is released, the DEVELOPER or Future Owner shall supply the CITY with a complete set of reproducible "as built" plans and two (2) complete sets of blue line "as built" plans prepared in accordance with CITY standards. 4. Grading, Landscaping and Drainage. The DEVELOPER or Future Owner shall be responsible for grading, landscaping and storm water management on the Subject Property as more fully set forth in this Agreement and as for LOT 2, BLOCK 1 only the Building Development Plans and Landscaping Plan. A. Landscaping. DEVELOPER or Future Owner shall maintain the sod and landscape of boulevard areas adjacent to LOT 2, BLOCK 1 as shown in the Building Development Plans through at least one growing season and to the satisfaction of CITY. The long term maintenance of sod and landscaping of boulevard areas shall be the responsibility of DEVELOPER or any Future Owner after purchase of LOT 2, BLOCK 1. Further, DEVELOPER shall be responsible for mowing, elimination of weeds and removal of any garbage or debris on LOT 2, BLOCK 1. B. Erosion Control. The erosion control plan for LOT 2 within the Building Development Plans has been reviewed and approved by CITY and shall be implemented by DEVELOPER prior to grading of LOT 2. All areas disturbed by the excavation and backfilling operations shall be reseeded forthwith after completion of work in that area. If DEVELOPER does not comply with the erosion control plan and schedule or any erosion control requirements, CITY may, with reasonable notice, take action as it deems appropriate in accordance with all applicable laws, ordinances or regulations or according to this Agreement. 3 C. Grading Plan. Grading of LOT 2 shall be in accordance with the approved Grading Plan as provided in the Building Development Plans. 5. Pre -Construction Activity. DEVELOPER shall schedule a pre - construction meeting with CITY to review the proposed schedule for grading and construction of the building and related improvements as set forth on the Building Development Plans, and to coordinate the schedule with the City Engineer. 6. Ownership of Improvements. Upon completion of the work and construction required by this Agreement, improvements lying within public easements on the Subject Property shall become CITY property without further notice or action, except that those streets, which will be maintained as private drives shall remain under DEVELOPER's ownership subject to any and all necessary easements, including necessary ingress and egress access to future and existing lots. 7. Clean Up. DEVELOPER shall promptly clean any and all dirt and debris fiom streets resulting from construction work by DEVELOPER, z its agents or assigns during the work and construction required by this Agreement. 8. Administrative Fee. A one-time fee for CITY administration of the development is one (1%) percent of estimated construction costs or $1,500.00. 9. Park and Trail Dedication. Park and Trail dedication requirements for OTSEGO WATERFRONT EAST FIFTH ADDITION were satisfied with the Final Plat of OTSEGO WATERFRONT EAST. 10. Storm Water Fees, and Storm Water Basin. No Storm Water Fees are applicable to the Final Plat. Pursuant to MPCA updated requirements for infiltration, DEVELOPER shall construct on adjacent CITY property (Outlot A) an additional storm water basin for purposes of meeting the updated requirements. DEVELOPER shall be charged $6,000.00 for a perpetual utility, drainage and ponding easement on the CITY property. The amount of the easement may be deducted from any incentive payments due from the CITY at such time as they are achieved under the terms and conditions of the original Agreement between the CITY and GCI Capital. The location and description of this storm water basin is hereby attached as Exhibit D. Additionally, n DEVELOPER shall install additional landscaping on the east side of the basin adjacent to the existing trail which conforms to the CITY's landscape plan for the park and subject to approval by the City Planner. DEVELOPER and/or its successors in title shall be responsible for ongoing maintenance repair and upkeep of the storm water basin at no cost to the CITY. The terms and conditions of the perpetual easement, DEVELOPER's responsibilities for costs and CITY remedies shall all be included in the easement document which will be prepared by CITY and recorded at the same time as this Agreement and the Plat. 11. Sewer Availability Charges. The Sewer Availability Charges for the Plat are as follows: 3.25 acres x 3.5 RECs per acre = 11.375 RECs at $2,200.00per REC = $25,025.00. Sewer Availability Charges are subject to possible reductions against CITY incentive payments if ultimately achieved by DEVELOPER. 12. Sewer Connection Fees. Sanitary sewer connection fees are paid at the time of issuance of a building permit. The sewer connection fees shall be determined at the time that building plans are submitted and reviewed by CITY. Sewer connection fees are subject to possible reductions against CITY incentive payments if ultimately achieved by DEVELOPER. 13. Water Availability Charges. The Water Availability Charges for the Plat are as follows: 3.25 acres x 3.5 RECs per acre= 11.375 RECs $1,566.00 per REC = $17,813.25. Water availability charges are subject to possible reductions against CITY incentive payments if ultimately achieved by DEVELOPER. 14. Water Connection Fees. Water connection fees are paid at the time of issuance of a building permit. The water connection charges shall be determined at the time that building plans are submitted and reviewed by CITY. Water connection fees are subject to possible reductions against CITY incentive payments if ultimately achieved by DEVELOPER. 15. Street and Traffic Control Sign Fees. The fee amount for the Subject Property was calculated as follows: 0 signs at $250.00 per sign or $00.00. Using these funds, CITY shall purchase and install the street and traffic control signs. 16. CITY Engineering, Engineering Administration, Construction Observation, and Legal Fee Escrow and City Fees. DEVELOPER 5 shall pay escrow for the CITY'S engineering, engineering administration and construction observation services of Municipal Improvements as set forth on Exhibit C, following execution of this agreement, in the estimated amount set forth below. 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 service estimated to be three percent (3%) of the estimated construction cost of the improvements to be inspected, assuming normal construction and project scheduling. DEVELOPER shall pay for construction observation performed by the City Engineer. Construction observation shall include part or full time observation, as determined by the City Engineer, of the Municipal Improvements and will be billed at hourly rates actually required for said inspection 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, CITY will notify DEVELOPER of anticipated cost overruns for engineering administration and observation services. The Escrow and Fee account for Building 3 shall include estimated escrow for City Engineering, Engineering Administration and Construction Observation limited to the Municipal Improvements expenses and Legal expenses, and fees for City Administrative, Street and Traffic Control Signs, Water and Sewer Availability Charges as follows: ESCROW AND FEES City Construction Administration and Inspection Escrow $8,180.00 (estimated 8% of $102,200.00, actual billings to be paid) Legal Fees (actual billings to be paid) $1,500.00 City Administration Fees (flat fee) $1,500.00 Street & traffic control sign Fees (0 at $250.00 per sign) $00.00 Sewer Availability Charge (I 1.375RECs at $2,200 per REC)$25,025.00 Water Availability Charge (11.375 RECs at $1,566 per REC)$17,813.25 0 Drainage, Utility and Ponding Easement $6,000.00 TOTAL $60,018.25 These Escrow and Fee amounts shall be submitted to CITY prior to CITY executing this Agreement. Any Escrow amounts not utilized for legal and engineering charges incurred by the City under this Agreement shall be returned to DEVELOPER when all improvements have been completed, all financial obligations to CITY satisfied, and all required "as -built " plans have been received by CITY. Engineering, planning and legal fees incurred prior to the execution of this Agreement shall be deducted from escrow already submitted with the Plat application or charged against the escrow herein established. All other amounts listed as one-time fees are non-refundable and available immediately for CITY use when posted. 17. Security. To ensure compliance with the terms of this Agreement, and construction of all Municipal Improvements, DEVELOPER shall furnish CITY with a cash escrow or Irrevocable Standby Letter of Credit in the amount of $187,944.38, said amount calculated as follows: Site Grading, Erosion Control & Wetland Protection $6,900.00 Sanitary Sewer- Lateral $00.00 Watermain- Lateral $13,025.00 Storm Sewer- Lateral $8,900.00 Streets $80,275.00 Engineering & Surveying Construction Services $8,755.00 Landscaping $ 32,500.00 SUBTOTAL $150,355.50 TOTAL SECURITY ($150,355.50 x 125%) $187,944.38 The issuer and form of the security (other than cash escrow) shall be subject to CITY approval, which approval shall not be unreasonably 7 withheld. The security shall be issued by a banking institution in good standing as determined by CITY and approved by the City Administrator. CITY shall have the ability to draw on the Security by overnight courier delivery to the bank or branch bank issuing the Letter of Credit. The security shall be for a term ending December 31, 2015 and shall contain an automatic renewal provision. CITY may draw down the security for any violation of the terms of this Agreement, or upon receiving notice of the pending expiration of the security. It shall be the responsibility of DEVELOPER to inform CITY at least thirty (30) days prior to expiration of the security of the impending expiration and the status of the Project relative to the security and this Agreement. If, for whatever reason, the security lapses prior to complete compliance with this Agreement (other than during any warranty period), DEVELOPER shall immediately provide CITY with either an extension of the security or an irrevocable letter of credit of the same amount upon notification of the expiration. If the required improvements are not completed at least thirty (30) days prior to the expiration of the security, CITY may also draw down the security. CITY may draw down the security for any violation of the terms of this Agreement (after any reasonable notice to DEVELOPER and cure periods). If the security is drawn down, the proceeds shall be used to cure any default. CITY will, upon making determination of final costs to cure any default, refund to the DEVELOPER any monies which CITY has in its possession which are in excess of the security needed. Upon receipt of proof satisfactory to CITY that work has been completed and financial obligations to CITY have been satisfied, the security will be reduced from time to time down to the amount of warranty security as set forth in paragraph 18 of this Agreement. The security shall not be reduced below ten percent (10%) of the posted security until all improvements have been completed, all financial obligations to CITY satisfied (which includes posting of warranty security), and required "as built" plans have been received by CITY. The intent of this Agreement that CITY shall have access to sufficient security, either security or warranty security, to complete the Project and insure warranty on all public improvements. The security amount shall be submitted to CITY prior to execution of the Agreement. 18. Warranty. DEVELOPER warrants all work required to be performed by it against poor material and faulty workmanship for a period of one (1) year after its completion and acceptance by CITY. The amount of posted security for public improvements to be posted by DEVELOPER shall be in the amount of $9,758.75. The amount has been determined by the City Engineer and is based upon the costs of the raw materials and labor which would be necessary to correct the most common deficiencies in the public improvements. 19. Restrictions. The following restrictions apply to the Subject Property and all lots thereon shall be held, sold, and conveyed subject to the following conditions and restrictions, which are for the purpose of protecting the value and desirability of the Plat and insuring all conditions imposed by CITY in this Agreement are properly recorded against the Final Plat. Said conditions shall run with the real property and be binding upon all parties having a right, title or interest in the Subject Property or any part thereof, their heirs, executors, representatives, successors and assigns: A. DEVELOPER shall record, prior to or at the time of recording the Plat and this Agreement cross access and shared parking easements as approved by City staff overlying LOTS I & 2, BLOCK 1 OTSEGO WATERFRONT EAST 5TH ADDITION and LOT 1, BLOCK I OTSEGO WATERFRONT EAST. B. DEVELOPER shall record, prior to or at the time of recording the Plat and this Agreement easements to the CITY allowing use of the parking lot and pedestrian sidewalks within the Plat for access and use related to park purposes. 20. Development Incentive Payments. Pursuant to Agreement between CITY and GCI Capital, Inc. dated June 29, 2011 recorded at the Office of the Wright County Recorder as Document No. A1178736 and subsequent Agreement between the CITY and Mainstreet Otsego Development, LLC which rights were conveyed to DEVELOPER regarding incentive payments, DEVELOPER may be eligible for certain Incentive Payments upon construction of buildings upon the property meeting the Value Thresholds as set forth in the original CITY- GCI Capital, Inc. Agreement above. In the event that the Value Thresholds are met, CITY shall provide credits against Sewer Availability Charges, Water Availability Charges, Sewer Connection Fees, Water Connection Fees to the extent of the credit earned. DEVELOPER shall submit into escrow the fees as set forth above pursuant to this Agreement and at I time of issuance of building permit will pay into escrow applicable Sewer Connection Fees and Water Connection Fees to be retained by CITY until and if the Value Thresholds are met. In the event that DEVELOPER does not meet the Value Thresholds, CITY will retain all funds submitted. 21. Responsibility for Costs. A. Except costs for Developer's Internal Improvements, DEVELOPER shall pay all costs incurred by it or CITY in conjunction with the development of the Plat and building, including, but not limited to legal, planning, engineering, and inspection expenses in connection with the development and said Building. B. DEVELOPER shall hold CITY and its officers, employees and agents harmless from claims made by itself and third parties for damages sustained or costs incurred resulting fiom DEVELOPER's acts or failures to act in connection with development of the Subject Property by DEVELOPER. DEVELOPER shall indemnify CITY and its officers, employees and agents for all costs, damages or expenses which CITY may pay or incur in consequence of such claims, including attorney's fees. C. DEVELOPER shall reimburse CITY for costs incurred in the enforcement of this Agreement, including engineering fees, planning fees, attorney's fees, and costs and disbursements. CITY shall reimburse DEVELOPER for costs incurred in the enforcement of this Agreement, including engineering fees, attorney's fees, and costs and disbursements. D. DEVELOPER shall pay in full all bills submitted to it by CITY for obligations incurred under this Agreement and agreed to be paid by DEVELOPER under this Agreement within thirty (30) days after receipt. If the bills are not paid on time, and DEVELOPER does not reasonably dispute the payment of amount of such bill CITY may either reimburse itself from existing Escrow or Security or may halt all Building 3 development work and construction until all bills are paid in full. Bills not paid within thirty (30) days shall accrue interest at the rate of twelve percent (12%) per year. 22. Miscellaneous. 10 A. Third parties shall have no recourse against CITY under this Agreement. B. If any portion, section, subsection, sentence, clause, paragraph or phrase of this Agreement is for any reason held invalid, such decision shall not affect the validity of the remaining portion of this Agreement. C. The action or inaction of CITY or DEVELOPER shall not constitute a waiver or amendment to the provisions of this Agreement. To be binding, amendments or waivers shall be in writing, signed by the parties and approved by written resolution of the City Council. CITY's or DEVELOPER's failure to promptly take legal action to enforce this Agreement shall not be a waiver or release. D. This Agreement shall run with the land, shall be recorded against the title to the Subject Property, and shall be binding on all parties having any right, title or interests in the Subject Property or any part thereof, their heirs, successors and assigns. E. Each right, power or remedy herein conferred upon CITY or DEVELOPER is cumulative and in addition to every other right, power or remedy, express or implied, now or hereafter arising, available to CITY or DEVELOPER, at law or in equity, or under any other agreement, and each and every right, power and remedy herein set forth or otherwise so existing may be exercised from time to time as often and in such order as may be deemed expedient by CITY or DEVELOPER and shall not be a waiver of the right to exercise at anytime thereafter any other right, power or remedy. F. DEVELOPER shall pay for all local costs related to drainage improvements required to complete the construction of the Plat and building according to the Building Development Plans. Local costs are costs related to required internal drainage improvements such as retention ponds. G. Should development of the Plat or building proceed at a pace slower than anticipated, and for that reason, specific terms of this Agreement become onerous or unduly burdensome to DEVELOPER., upon DEVELOPER's application, CITY will enter into negotiations regarding those specific terms and shall not unreasonably withhold consent to appropriate changes in the terms of this Agreement. 11 H. DEVELOPER shall demonstrate and maintain compliance with the 1991 Wetland Conservation Act. I. DEVELOPER shall be responsible for all on site drainage for the Subject Property, as well as for any affects their actions may have on adjoining properties. 23. Violation of Agreement. If while the escrow or security provided in this Agreement is outstanding, a violation of any of the covenants or agreements herein contained occurs and such violation is not cured within thirty (30) days after written notice thereof from CITY to DEVELOPER, CITY may draw upon the DEVELOPER's escrow or security to cure any violation of the Agreement and to reimburse CITY for any costs incurred in curing the violation. 24. Maintain Public Property Damaged or Cluttered During Construction. DEVELOPER agrees to assume full financial responsibility for any damage which may occur to public property including, but not limited to , street, street sub -base, base, bituminous surface, curb, utility system including, but not limited to, watermain, sanitary sewer or storm sewer when said damage occurs as a result of construction activity which takes place during development of the Subject Property by DEVELOPER or its contractors, except for damage caused by CITY, its employees, agents or contractors. DEVELOPER further agrees to pay all costs required to repair the streets and/or utility systems damaged or cluttered with debris when occurring as a direct or indirect result of the Developer's construction that takes place on the Subject Property. In the event that DEVELOPER is required to maintain or repair such damage and fails to maintain or repair the damaged public property referred to aforesaid within thirty (30) days after written notice from CITY or such longer period as may reasonably necessary or in the event of an emergency as shorter time period as determined by CITY, CITY may, upon notifying DEVELOPER undertake making or causing it to be repaired or maintained. When CITY undertakes such repair, DEVELOPER shall reimburse CITY for all its reasonable expenses within thirty (30) of its billing to DEVELOPER. If DEVELOPER fails to pay said bill within thirty (30) days, the security shall be responsible for reimbursing CITY. 25. Non -Assignment Without Consent. The obligations of DEVELOPER under this Agreement may be assigned by DEVELOPER if the assignment is approved by CITY. However, DEVELOPER shall not be 12 released from its obligations under this Agreement without the express written consent of the City Council through Council resolution. 26. Subordination. This Agreement must be recorded against the Subject Property and all other liens, interests or mortgages shall be subordinate to the terms and conditions this Agreement and said Agreement shall not be subject to foreclosure by any other lien, interest or mortgage. 27. Notices. Required notices to DEVELOPER shall either hand delivered to DEVELOPER, it employees or agents, or mailed to DEVELOPER by registered mail or sent by overnight delivery at the following address: WFC III, LLC, Attn: Notice to CITY shall be in writing and shall be either hand delivered to the City Clerk or Deputy City Clerk or mailed by registered mail or sent by overnight th delivery at the following address: City of Otsego, City Hall, 13400 90 Street NE, Otsego, MN 55330, Attention: City Clerk. 28. Agreement Effect. This Agreement shall be binding and extend to the respective representatives, heirs, successors and assigns of the parties hereto. 29. Amendment. This Agreement shall be amended only by addendum executed by both parties to this Agreement. 13 IN WITNESS WHEREOF, DEVELOPER and CITY have executed this Agreement as of the day and year above first written. CITY OF OTSEGO, A municipal corporation Jessica Stockamp, Mayor Tami Loff, City Clerk WFC III, LLC, A Minnesota limited Liability Company By: Its 14 STATE OF MINNESOTA) ) ss. COUNTY OF WRIGHT ) On this day of February, 2015 before me personally appeared Jessica Stockamp and Tami Loff to me known as the persons described in the foregoing instrument and who did say they are, respectively, the Mayor and City Clerk of the municipal corporation named therein and that said instrument was signed on behalf of said municipal corporation by authority of its City Council and said Jessica Stockamp and Tami Loff acknowledged said instrument to be the free act and deed of said municipal corporation. NOTARY PUBLIC STATE OF MINNESOTA) ) ss. COUNTY OF WRIGHT ) On this day of February, 2015, before me personally appeared to me known as the person described in the foregoing instrument and who did say he is the of WFC III, LLC and that said instrument was signed on behalf of WFC III, LLC with authority and on behalf of the company and said to be the free act and deed of said entity. NOTARY PUBLIC 15 acknowledged said instrument EXHIBIT A LEGAL DESCRIPTION OF THE SUBJECT PROPERTY OTSEGO WATERFRONT EAST FIFTH ADDITION, according to the Final Plat on file and of record at the Office of the County Recorder, Wright County, Minnesota. 16 DEVELOPMENT PLANS FOR THE SUBJECT PROPERTY Development Plans for OTSEGO WATERFRONT EAST FIFTH ADDITION by Loucks Associates dated , 2015 and approved by CITY , 2015, cover sheet attached. 17 EXHIBIT C- MUNICIPAL IMPROVEMENTS Attached. 18 EXHIBIT D DESCRIPTION OF PERMANENT DRAINAGE, UTILITY AND PONDING EASEMENT 19