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HomeMy WebLinkAboutItem 06.n 2 1 2 178744v2 1 (reserved for recording information) DEVELOPMENT CONTRACT (Developer Installed Improvements) APPALOOSA FARMS ADDITION CONTRACT dated ____________________, 2014, by and between the CITY OF LAKEVILLE, a Minnesota municipal corporation (“City”), and ROBERT H. LANE, a married person, and EGGUM PROPERTY MAINTENANCE, LLC, a Minnesota limited liability company (collectively the “Developers”). 1. REQUEST FOR PLAT APPROVAL. The Developers have asked the City to approve a plat for APPALOOSA FARMS ADDITION (referred to in this Contract as the "plat"). The land is situated in the County of Dakota, State of Minnesota, and is legally described on Exhibit A attached hereto and made a part hereof by reference. 2. CONDITIONS OF PLAT APPROVAL. The City hereby approves the plat on condition that the Developers 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 Developers may not grade or otherwise disturb the earth, remove trees, 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 necessary security has been received by the City, and 3) the necessary insurance for the Developers and their construction 178744v2 2 contractors has been received by the City. In addition, the City will not issue a permit for more than one structure until the plat is filed with the office of the Dakota County Recorder or Registrar of Titles. 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 s have 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 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 two (2) 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 Developers. 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. With the exception of Plans A, B, C, and F 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 Plan B without City Council approval. The erosion control plan may also be approved by the Dakota County Soil 178744v2 3 and Water Conservation District. If the plans vary from the written terms of this Contract, the written terms shall control. The plans are: Plan A - Plat Plan B - Final Grading, Drainage, and Erosion Control Plan Plan C - Tree Preservation Plan Plan D - Plans and Specifications for Public Improvements Plan E - Street Lighting Plan Plan F - Landscape Plan 8. IMPROVEMENTS. The Developers shall install and pay for the following: A. Sanitary Sewer System B. Water System C. Storm Sewer System D. Streets E. Concrete Curb and Gutter F. Street Lights G. Site Grading, Stormwater Treatment/Infiltration Basins, and Erosion Control H. Underground Utilities I. Setting of Iron Monuments J. Surveying and Staking K. Sidewalks and Trails L. Retaining Walls The improvements shall be installed in accordance with the City subdivision ordinance; City standard specifications for utility and street construction; and any other ordinances including Section 11-16-7 of the City Code concerning erosion and drainage and Section 4-1-4-2 prohibiting grading, construction activity, and the use of power equipment between the hours of 10 o’clock p.m. and 7 o’clock a.m. The Developers shall submit plans and specifications which have been prepared by a competent registered professional 178744v2 4 engineer to the City for approval by the City Engineer. The Developers shall instruct their engineer to provide adequate field inspection personnel to assure an acceptable level of quality control to the extent that the Developers’ engineer will be able to certify that the construction work meets the approved City standards as a condition of City acceptance. In addition, the City may, at the City's discretion and at the Developers’ expense, have one or more City inspectors and a soil engineer inspect the work on a full or part-time basis. The Developers, their contractors and subcontractors, shall follow all instructions received from the City's inspectors. The Developers’ engineer shall provide for on-site project management. The Developers’ engineer is responsible for design changes and contract administration between the Developers and the Developers’ contractor. The Developers or their 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 Developers 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 Developers' surveyor shall also submit a written notice to the City certifying that the monuments have been installed following site grading. 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 Developers shall obtain or require their contractors and subcontractors to obtain all necessary permits, which may include: A. Dakota 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 178744v2 5 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 Lakeville for Building Permits I. MCES for Sanitary Sewer Connections J. City of Lakeville for Retaining Walls 11. DEWATERING. Due to the variable nature of groundwater levels and stormwater flows, it will be the Developers and the Developers’ 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 Developers shall install all required public improvements by November 30, 2015. 13. LICENSE. The Developers hereby grant 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. 14. EROSION CONTROL. Prior to initiating site grading, the erosion control plan, Plan B, shall be implemented by the Developers and inspected and approved by the City or Dakota County Soil and Water Conservation District. The City or Dakota County Soil and Water Conservation District 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 Developers do 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 or the Dakota County Soil 178744v2 6 and Water Conservation District, the City may take such action as it deems appropriate to control erosion. The City will endeavor to notify the Developers in advance of any proposed action, but failure of the City to do so will not affect the Developers’ and City's rights or obligations hereunder. If the Developers do 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. 15. 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 Lakeville specifications. Within thirty (30) days after completion of the grading and before the City approves individual building permits, the Developers 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; and 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. 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 grading plan indicates that the three vacant lots within Appaloosa Farms Addition will be custom graded by prospective homeowners. Consistent with Subdivision Ordinance requirements, all custom graded lots shall submit a custom grading plan, erosion control plan, tree preservation plan, soil survey and pre-approved site/building plan prior to the issuance of a building permit. The grading specifications shall also indicate that all 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. 178744v2 7 Before a building permit is issued, a cash escrow of $1,000.00 per lot shall be furnished to the City 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 custom grading plan for the development, and amendments thereto as approved by the City Engineer, and that all required property monuments are in place. If the final grading, erosion control and as-built survey is not timely completed, the City may enter the lot, perform the work, and apply the cash escrow toward the cost. Upon satisfactory completion of the grading, erosion control and as-built survey, the escrow funds, without interest, less any draw made by the City, shall be returned to the person who deposited the funds with the City. A certified as-built building pad survey must be submitted and approved for commercial, industrial or institutional developments prior to issuance of a building permit. 16. CLEAN UP. The Developers shall clean dirt and debris from streets that has resulted from construction work by the Developers, home builders, subcontractors, their agents or assigns. Prior to any construction in the plat, the Developers shall identify in writing a responsible party and schedule for erosion control, street cleaning, and street sweeping. 17. 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. 18. CITY ENGINEERING ADMINISTRATION AND CONSTRUCTION OBSERVATION. The Developers shall pay a fee for in-house engineering administration. City engineering administration will include monitoring of construction observation, consultation with Developers and their engineer on status or problems regarding the project, coordination for final inspection and acceptance, project monitoring during the warranty period, and processing of requests for reduction in security. Fees for this service shall be three percent (3%) of construction costs identified in the Summary of Security Requirements if using a 178744v2 8 letter of credit, assuming normal construction and project scheduling. The Developers 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 street construction and will be billed on hourly rates estimated to be seven percent (7%) of the estimated construction cost. 19. STORM SEWER AREA CHARGE. Development of Appaloosa Farms Addition does not include public storm sewer construction. Any draintile construction, including perimeter draintile required for building footings, which is deemed necessary during construction shall be the home builders’ responsibility to install and finance. Final storm sewer locations and sizes shall be reviewed by City staff with the final grading plan submitted with the building permit application. The Trunk Storm Sewer Area Charge has not been collected on the parent parcel and shall be paid at the time of final plat approval. The Trunk Storm Sewer Area Charge is calculated as follows: Gross Area of Appaloosa Farms Addition 114,208 s.f. Less Area of Outlot A (Stormwater Management Basin and Wetland Complex) (-) 29,084 s.f. Total = 85,124 s.f. 85,124 s.f. x $0.167/s.f. = $14,215.71 Net Area of Appaloosa Farms Area Charge Total The Developers will receive a credit to the Trunk Storm Sewer Area Charge for deeding Outlot A to the City, consistent with City policy. The credit is based on the area of the outlot and is calculated at the rate of $5,500.00 per acre, and will be applied to the Appaloosa Farms Addition final plat cash fees. The credit is calculated as follows: 0.67 acres x $5,500/acre = $3,685.00 Total Area of Outlot A Per Acre Credit Total 20. SANITARY SEWER AND WATERMAIN. Development of Appaloosa Farms Addition does not include the construction of public sanitary sewer or public watermain. Eight inch lateral sanitary sewer and eight inch lateral watermain were installed as part of City Project 04-10 improvements to serve the 178744v2 9 adjacent existing properties and potential subdivided properties within the Appaloosa Farms area. In addition to the lateral improvements, sanitary sewer and water service stubs were extended to both existing property lines and future property lines consistent with potential lot subdivisions identified in the Feasibility Study prepared by WSB & Associates, Inc. dated March 7, 2005. Sanitary sewer and water services were installed for all of the proposed lots within Appaloosa Farms Addition. The existing homestead connected to sanitary sewer and water in 2007. Sanitary sewer and watermain connection charges for the three future parcels shall be paid with individual building permits. The City Council adopted levied special assessments for the construction of sanitary sewer, watermain and rural paved roadways within the Appaloosa Farms area on July 18, 2005. The following special assessments were in association with City Project 04-10 improvements and include interest from July, 2005 to October, 2014: 9875 194th Street – PID 22-01900-120-10 (existing homestead): #1158 Roadway Improvement 04-10 $3,792.80 #1213 Sanitary Sewer Unit $ 469.30 #1214 Water Unit Charge $2,268.50 #1216 Sanitary Sewer 04-10 $3,160.59 #1216 Watermain 04-10 $3,398.66 9875 194th Street – PID 22-01900-120-10 (3 future parcels): #1161 Deferred Rural Roadway $29,066.64 #1162 Deferred Sanitary Sewer $18,803.16 #1163 Deferred Watermain $20,219.40 The future parcels shall have the special assessment numbers 1161, 1162, 1163 apportioned to it. The final plat shall trigger the end of the deferment for the future parcels and special assessment numbers 1161, 1162, and 1163. The deferment will end upon approval of the final plat, and the assessments numbered 1161, 1162, and 1163 will be re-assessed over a 20 year period at 4.5% interest rate with the first year becoming payable in 2015. The parent parcels were assessed the Sanitary Sewer Trunk Area Charge in 1981. The assessment has been paid. 21. DRAINAGE AND GRADING. Development of Appaloosa Farms Addition includes the construction of two bio-retention basins in Outlot A. The Developers are requesting to delay the grading 178744v2 10 of the public right of way along Iteri Avenue and 194th Street. The home builders must grade the right-of- way along Iteri Avenue or 194th Street to direct the roadway runoff to the bio-retention basins through side yard drainage and utility easements. The City is not liable for any erosion or sediment deposit from the public runoff to the undeveloped lots. The home builder shall obtain a right of way permit from the City at the same time of building permit issuance. A culvert is required under the driveway of Lot 4, Block 1 to convey runoff via the roadside ditch into the bio-retention basin. The driveway culvert will be installed in combination with the building permit and will be privately owned and maintained. The grading plan indicates that the three vacant lots within Appaloosa Farms Addition will be custom graded by prospective homeowners. The Developers will provide a $15,000.00 security ($5,000.00 per lot) at the time of final plat approval to ensure that the vacant lots are graded with positive drainage away from the building, including side-yard swales that direct runoff toward the bio-retention basins, and that the driveways and driveway culvert is constructed. The grading specifications shall also indicate that all embankments meet FHA/HUD 79G specifications. 22. CONSTRUCTION ACCESS. Construction traffic access and egress for grading, public utility construction, and public street construction is restricted to 192nd Street by way of Kenwood Trail (CSAH 50). 23. PARK DEDICATION, TRAILS AND SIDEWALKS. There are no proposed sidewalks or trails associated with the Appaloosa Farms Addition subdivision. The Park Dedication Fee has not been collected on the parent parcel and shall be paid at the time of final plat approval. The Developers are eligible for a credit to the Park Dedication Fee for the one existing homestead located within the parent parcel. The Park Dedication Fee is based on the rate in effect at the time of final plat approval and is calculated as follows: 3 units x $3,462.00/dwelling unit = $10,386.00 Single-Family Dwelling Units Park Dedication Fee Rate Total The Park Dedication Fee must be submitted to the City prior to release of the final plat mylars. 178744v2 11 24. STREET LIGHT OPERATION COSTS. A cash fee for one-year of streetlight operating expenses must also be paid at the time of final plat approval and is calculated as follows: 4 dwelling units x $8.14/unit/qtr. x 4 qtrs. = $130.24 25. SURFACE WATER MANAGEMENT UTILITY FEE. A cash fee for one-year of surface water management expenses must be paid at the time of final plat approval and is calculated as follows: 4 dwelling units x $7.00/unit/qtr. x 4 qtrs. = $112.00 26. TREE PRESERVATION. The Developers must post security for tree preservation on an individual lot basis for each lot and outlot in this plat containing a “save” significant tree. The security is $1,500.00 for each lot with a “save” significant tree and $1,000.00 for each outlot with a “save” significant tree and is calculated as follows: Lots 1, 2 and 4, Block 1 3 Lots @ $1,500.00 = $4,500.00 Prior to the issuance of building permits in this plat, the Developers’ forester shall certify that all trees designated to be saved on the tree preservation plan are saved or replaced in compliance with Subdivision Ordinance requirements. Prior to issuance of a building permit for homes on a lot with tree preservation, the builder shall post a $1,000.00 tree protection security and provide an individual lot tree preservation plan. The builder shall submit an as-built tree preservation plan following home construction and site grading. After City staff has reviewed and approved the as-built tree preservation plan the security maybe released. 27. WETLANDS. The wetland delineation was completed by Jacobson Environmental. The wetland delineation identified one wetland in the northwest corner of the parent parcel. No wetland impacts are proposed within Appaloosa Farms Addition. The wetland and wetland buffer will be located in Outlot A. Natural Area signs will be installed by the Developers at the rear property corners of the three lots abutting Outlot A. The Developers must post a security in the amount of $700.00 to ensure that the Natural Area signs are installed. 28. SPECIAL PROVISIONS. The following special provisions shall apply to plat development: A. Implementation of the recommendations listed in the October 16, 2014, engineering report. 178744v2 12 B. Before the City signs the final plat, the Developers shall convey Outlot A to the City by warranty deed, free and clear of any and all encumbrances. C. The Developers must remove the existing overhead utility lines and poles along the west side of Iteri Avenue, including those that serve the existing homestead. The Developers must post a security in the amount of $5,000.00 to ensure that the overhead utility lines and poles are removed. D. The Developers shall provide a security in the amount of $2,811.40 for one year of real estate taxes. E. Prior to City Council approval of the final plat, the Developers 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 Developers shall post a $500.00 security for the final placement of interior subdivision iron monuments at property corners. The security was calculated as follows: five (5) lots/outlots at $100.00 per lot/outlots. The security will be held by the City until the Developers’ 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. F. The Developers shall pay a cash fee for the preparation of record construction drawings and City base map updating. This fee is $75.00 per lot/outlot for a total charge of $375.00. G. The Developers shall be responsible for the cost of street light installation consistent with a street lighting plan approved by the City. Before the City signs the final plat, the Developers shall post a security for street light installation consistent with the approved plan. The estimated amount of this security is $2,400.00 and consists of two (2) decorative lights at $1,200.00 each. H. The Developers are 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., 178744v2 13 grading, utilities, streets) shall be in electronic format in accordance with standard City specifications. The Developers shall also submit one complete set of reproducible construction plans on Mylar. 29. SUMMARY OF SECURITY REQUIREMENTS. To guarantee compliance with the terms of this Contract, payment of real estate taxes including interest and penalties, payment of special assessments, payment of the costs of all public improvements, and construction of all public improvements, the Developers shall furnish the City with a cash escrow, letter of credit or alternate security, in the form attached hereto, from a bank ("security") for $124,937.50, plus a cash fee of $330.83 for City engineering administration. If an alternate security is furnished, the Developers shall also furnish a letter of credit for twenty-five percent (25%) of the alternate security amount to cover any contract increases. The amount of the security was calculated as follows: CONSTRUCTION COSTS: A. Erosion Control, Bio-retention Basins, and Grading Certification 11,027.50 CONSTRUCTION SUB-TOTAL $ 11,027.50 OTHER COSTS: A. Developers’ Design (6.0%) $ 661.65 B. Developers’ Construction Survey (2.5%) 275.69 C. City Legal Expenses (Est. 0.5%) 55.14 D. City Construction Observation (Est. 7.0%) 771.93 E. Developers’ Record Drawings (0.5%) 55.14 F. Existing Homestead Special Assessments (1158, 1213-1216) 13,089.85 G. Vacant Lots Special Assessments 1161-1163 68,089.20 H. One Year of Real Estate Taxes 2,811.40 I. Bury Overhead Utility Lines 5,000.00 J. Custom Graded Lots 15,000.00 K. Tree Preservation 4,500.00 L. Natural Area Signs 700.00 M. Lot Corners 500.00 N. Streetlights 2,400.00 178744v2 14 OTHER COSTS SUB-TOTAL $ 113,910.00 TOTAL SECURITIES: $ 124,937.50 This breakdown is for historical reference; it is not a restriction on the use of the security. The bank shall be subject to the approval of the City Administrator. The City may draw down the security, on five (5) business days written notice to the Developers, 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 the security may be reduced from time to time by ninety percent (90%) of the financial obligations that have been satisfied. Ten percent (10%) of the amounts certified by the Developers’ engineer shall be retained as security until all improvements have been completed, all financial obligations to the City satisfied, the required "as constructed" plans have been received by the City, a warranty security is provided, and the public improvements are accepted by the City Council. The City’s standard specifications for utility and street construction outline procedures for security reductions. 30. SUMMARY OF CASH REQUIREMENTS. The following is a summary of the cash requirements under this Contract which must be furnished to the City prior to the City Council signing the final plat: A. Park Dedication Fee 10,386.00 B. Trunk Storm Sewer Area Charge 14,251.71 C. Streetlight Operating Fee 130.24 D. Surface Water Management Fee 112.00 E. City Base Map Updating Fee 375.00 F. City Engineering Administration 330.83 (3% for letters of credit or 3.25% for alternate disbursement) SUB-TOTAL - CASH REQUIREMENTS $ 25,585.78 CREDITS TO CASH REQUIREMENTS: Outlot A (Trunk Storm Sewer Fund) 3,685.00 178744v2 15 SUB-TOTAL – CREDITS TO CASH REQUIREMENTS $ 3,685.00 TOTAL CASH REQUIREMENTS $ 21,900.78 31. WARRANTY. The Developers warrant all improvements required to be constructed by it pursuant to this Contract against poor material and faulty workmanship. The warranty period for streets is one year. The warranty period for underground utilities is two years and shall commence following completion and acceptance by City Council. The one year warranty period on streets shall commence after the final wear course has been installed and accepted by the City Council. The Developers shall post maintenance bonds in the amount of twenty-five percent (25%) of final certified construction costs to secure the warranties. The City shall retain ten percent (10%) of the security posted by the Developer s until the maintenance bonds are furnished to the City or until the warranty period expires, whichever first occurs. The retainage may be used to pay for warranty work. The City’s standard specifications for utility and street construction identify the procedures for final acceptance of streets and utilities. 32. RESPONSIBILITY FOR COSTS. A. Except as otherwise specified herein, the Developers 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 Developers shall hold the City and its officers, employees, and agents harmless from claims made by themselves and third parties for damages sustained or costs incurred resulting from plat approval and development. The Developers 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 Developers shall reimburse the City for costs incurred in the enforcement of this Contract, including engineering and attorneys' fees. 178744v2 16 D. The Developers 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 Developers and shall continue in full force and effect even if the Developers sell one or more lots, the entire plat, or any part of it. E. The Developers 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. F. In addition to the charges and special assessments referred to herein, other charges and special assessments may be imposed such as but not limited to sewer availability charges ("SAC"), City water connection charges, City sewer connection charges, and building permit fees. 33. DEVELOPERS’ DEFAULT. In the event of default by the Developers as to any of the work to be performed by it hereunder, the City may, at its option, perform the work and the Developer s shall promptly reimburse the City for any expense incurred by the City, provided the Developers, except in an emergency as determined by the City, are first given notice of the work in default, not less than forty-eight (48) hours in advance. This Contract is a license for the City to act, and it shall not be necessary for the City to seek a Court order for permission to enter the land. When the City does any such work, the City may, in addition to its other remedies, assess the cost in whole or in part. 34. MISCELLANEOUS. A. The Developers represent 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 until the Developers do comply. Upon the City's demand, the Developers shall cease work until there is compliance. 178744v2 17 B. Third parties shall have no recourse against the City under this Contract. C. Breach of the terms of this Contract by the Developers 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. An as-built certified grading plan shall be submitted and approved by the City Engineer prior to issuance of any building permits. 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 Developers assume all liability and costs resulting in delays in completion of public improvements and damage to public improvements caused by the City, Developers, their contractors, subcontractors, material men, employees, agents, or third parties. 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. The Developers covenant with the City, its successors and assigns, that the Developers are 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 Developers will indemnify and hold the City harmless for any breach of the foregoing covenants. I. The Developers and contractor shall acquire public liability and property damage insurance covering personal injury, including death, and claims for property damage which may arise out 178744v2 18 of the Developers’ work or the work of their subcontractors or by one directly or indirectly employed by any of them. The insurance must be maintained until six (6) months after the City has accepted the public improvements. Limits for bodily injury and death shall be not less than $500,000 for one person and $1,000,000 for each occurrence; limits for property damage shall be not less than $200,000 for each occurrence; or a combination single limit policy of $1,000,000 or more. The City shall be named as an additional insured on the policy on a primary and noncontributory basis, and the Developers and contractor shall file with the City a certificate evidencing coverage prior to the City signing the plat. The certificate shall provide that the City must be given ten (10) days advance written notice of the cancellation of the insurance. The Developers must provide a Certificate of Insurance which meets the following requirements: 1. The Description section of the Accord form needs to read “City of Lakeville is named as Additional Insured with respect to the General Liability and Auto Liability policies on a Primary and Non-Contributory Basis.” Each policy shall provide 30 days’ notice of cancellation to City of Lakeville. 2. Certificate Holder must be City of Lakeville. 3. Provide copy of policy endorsement showing City of Lakeville named as Additional Insured on a Primary and Non-Contributory Basis. J. 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. 178744v2 19 K. The Developers may not assign this Contract without the written permission of the City Council. The Developers’ obligation hereunder shall continue in full force and effect even if the Developers sell one or more lots, the entire plat, or any part of it. L. 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. 35. NOTICES. Required notices to the Developers shall be in writing, and shall be either hand delivered to the Developers, their employees or agents, or mailed to the Developers by certified mail at the following address: 9875 194th Street West, Lakeville, Minnesota 55044. 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: Lakeville City Hall, 20195 Holyoke Avenue, Lakeville, Minnesota 55044. [The remainder of this page has been intentionally left blank. Signature pages follow.] 178744v2 20 CITY OF LAKEVILLE BY: ___________________________________________ Matt Little, Mayor (SEAL) AND __________________________________________ Charlene Friedges, City Clerk STATE OF MINNESOTA ) )ss. COUNTY OF DAKOTA ) The foregoing instrument was acknowledged before me this ________ day of ______________, 2014, by Matt Little and by Charlene Friedges, the Mayor and City Clerk of the City of Lakeville, a Minnesota municipal corporation, on behalf of the corporation and pursuant to the authority granted by its City Council. ______________________________________________ NOTARY PUBLIC 178744v2 23 MORTGAGE CONSENT TO DEVELOPMENT CONTRACT U. S. BANK, NATIONAL ASSOCIATION, ND, which holds a mortgage 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 ____________, 2014. U. S. BANK, NATIONAL ASSOCIATION, ND By: Its: STATE OF _____________ ) )ss. COUNTY OF ___________ ) The foregoing instrument was acknowledged before me this _____ day of ________________, 2014, by _________________________ the ____________________ of U. S. Bank, National Association, ND, a United States national banking association, on its behalf. ________________________________________ NOTARY PUBLIC DRAFTED BY: CAMPBELL KNUTSON Professional Association 317 Eagandale Office Center 1380 Corporate Center Curve Eagan, Minnesota 55121 (651) 452-5000 RNK:cjh 178744v2 24 EXHIBIT “A” TO DEVELOPMENT CONTRACT Legal Description of Property Being Final Platted as APPALOOSA FARMS ADDITION That part of the Southwest Quarter of the Northeast Quarter of Section 19, Township 114, Range 20, described as follows: Commencing at the Northeast corner of said Southwest Quarter of Northeast Quarter and running thence South 89 degrees 12 minutes 08 seconds West along the North line thereof a distance of 554.79 feet to the point of beginning of a centerline of a road; thence South 03 degrees 07 minutes 40 seconds East and along said centerline of a road a distance of 450.67 feet to the point of beginning of a tract to be described; thence continuing South 03 degrees 07 minutes 40 seconds East along said centerline a distance of 122.80 feet; thence South 00 degrees 02 minutes 40 seconds East and along said centerline a distance of 327.20 feet; thence South 89 degrees 12 minutes 08 seconds West and parallel to the North line of said Southwest Quarter of Northeast Quarter a distance of 303.20 feet; thence North 00 degrees 10 minutes 53 seconds West, and parallel to the West line of said Southwest Quarter of Northeast Quarter a distance of 450.0 feet; thence North 89 degrees 12 minutes 08 seconds East a distance of 297.78 feet to the point of beginning, Dakota County, Minnesota. Subject to a road easement over the East 30 feet and the South 30 feet thereof. (Abstract Property) 2 3   4 P/OS P/OS P/OS PUD RM-1 ROW RS-2 RS-2 RS-2 RS-2 RS-3 RS-3 RS-3 RS-3 RS-3 I S M AY CT 192ND ST W I P A V A A V E INDIANA AVE IREL A N D C T K E N W O O D T R L 194T H ST W I P A V A A V E ITTABENAWAY I R E L A N D W A Y I R E L A N D W A Y I T E R I A V E I T E R I A V E ISMAY PATH J ADE LN I P A V A A V E ± EXHIBIT B City of Lakeville Location and Zoning Map Appaloosa Farms Addition Preliminary/Final Plat Easement Vacation      AAPPPPAALLOOOOSSAA FFAARRMMSS AADDDDIITTIIOONN OOCCTTOOBBEERR 1166,, 22001144 PPAAGGEE 22 OOFF 99  AAPPPPAALLOOOOSSAA FFAARRMMSS AADDDDIITTIIOONN OOCCTTOOBBEERR 1166,, 22001144 PPAAGGEE 33 OOFF 99 AAPPPPAALLOOOOSSAA FFAARRMMSS AADDDDIITTIIOONN OOCCTTOOBBEERR 1166,, 22001144 PPAAGGEE 44 OOFF 99 AAPPPPAALLOOOOSSAA FFAARRMMSS AADDDDIITTIIOONN OOCCTTOOBBEERR 1166,, 22001144 PPAAGGEE 55 OOFF 99 AAPPPPAALLOOOOSSAA FFAARRMMSS AADDDDIITTIIOONN OOCCTTOOBBEERR 1166,, 22001144 PPAAGGEE 66 OOFF 99 AAPPPPAALLOOOOSSAA FFAARRMMSS AADDDDIITTIIOONN OOCCTTOOBBEERR 1166,, 22001144 PPAAGGEE 77 OOFF 99 AAPPPPAALLOOOOSSAA FFAARRMMSS AADDDDIITTIIOONN OOCCTTOOBBEERR 1166,, 22001144 PPAAGGEE 88 OOFF 99 AAPPPPAALLOOOOSSAA FFAARRMMSS AADDDDIITTIIOONN OOCCTTOOBBEERR 1166,, 22001144 PPAAGGEE 99 OOFF 99