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HomeMy WebLinkAboutItem 06.iJune 2, 2011 JUNE 6, 2011 CITY COUNCIL MEETING SITE IMPROVEMENT PERFORMANCE AGREEMENT Item No. Proposed Action Staff recommends adoption of the following motion: Move to approve the Site Improvement Performance Agreement (SIPA) between the City of Lakeville and Stonehenge USA. Adoption of this motion will approve the SIPA associated with the administrative subdivision, site plan, parking deferment and easement vacation for a proposed Goodwill retail store located on Kenrick Avenue west of Kenwood Trail (CSAH 50). Overview The City Council approved the vacation of public drainage and utility easements at their May 16, 2011 meeting. The administrative permit, site plan and parking deferment can be approved administratively. The City Council was informed of the forthcoming SIPA agreement at the time the City Council was asked to approve the vacation of easements at their May 16, 2011 meeting. Primary Issues to Consider What is the purpose of the SIPA? The SIPA is a development contract that describes the responsibilities and pen`ormance requirements of the developer including security and cash payments related to the proposed development. Supporting Information • Signed Site Improvement Performance Agreement • Site plan Frank Dempsey, AI CP , Ass aci' ate Planner Financial Impact: $ None Budgeted: Y/N N/A Source: Related Documents (CIP, ERP, etc.): Zoning Ordinance Notes: (reserved for recording information) SITE IMPROVEMENT PERFORMANCE AGREEMENT STONEHENGE USA (GooDWILL) AGREEMENT dated , 2011, by and between the CITY OF LAKEVILLE, a Minnesota municipal corporation ( "City"), MINNESOTA TILE - LAKEVILLE, LLC, a Minnesota limited liability company ( "Developer "). 1. BACKGROUND. A. The Developer owns property located at 17615 Kenrick Avenue in the City of Lakeville, Minnesota, legally described as Lots 5 and 6, Block 1, ARGONNE PARK, Dakota County, Minnesota (hereinafter referred to as "Subject Property "). B. The Developer has submitted an application for administrative subdivision of the Subject Property to relocate the common property line between Lots 5 and 6 approximately 34.31 feet and to create two parcels as described and depicted on the attached Exhibit "A ", each to be assigned a separate parcel identification number. Parcel A contains the existing building owned and operated by the Developer. The Developer proposed to partner with Goodwill to construct a 20,600 square foot retail 157763v03 1 LKVL: STONEHENGE USA (Goodwill) SRN:r05 /31/2011 Admin. Subd — 17615 Kenrick Avenue building on Parcel B. The building will include a designated drop -off lane along the west side of the building, a loading dock at the rear of the building, and a parking lot along the front of the building. C. The Developer has submitted a site plan application for construction of the Goodwill retail store, a parking deferment application to defer four (4) of the required thirty -seven (37) parking spaces on Parcel A, and an application for vacation of the existing drainage /utility easement adjoining the existing property line common to Lots 5 and 6. The site plan includes the dedication of new drainage /utility easements to the City. 2. CONDITIONS OF APPROVAL. Conditions of approval of the requested administrative subdivision of the Subject Property require City approval of the site plan application, the parking deferment application, the vacation application, and the new drainage /utility easement. This Agreement is a condition of administrative subdivision and site plan approval and requires that each of the newly created parcels be assigned a separate parcel identification number. This Agreement will be recorded against both Parcel A and Parcel B. 3. RIGHT TO PROCEED. Within the administrative subdivision site, the Developer 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 administrative subdivision and this Agreement have been filed with the Dakota County Recorder's Office. 4. PLANS. The Subject Property shall be developed in accordance with the following plans. 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 — Administrative Subdivision Site Plan Plan B — Site Plan Plan C — Grading Plan Plan D — Erosion and Sediment Control Plan Plan E — Utility Plan Plan F — Lighting Plan 157763v03 2 LKVL: STONEHENGE USA (Goodwill) SRN:r05 /31/2011 Admin.Subd —17615 Kenrick Avenue Plan G — Landscape Plan 5. CONSTRUCTION ACCESS. Construction access and egress for grading, utility, street and building construction is restricted to Kenrick Avenue via Kenwood Trail (CSAH -50). 6. GRADING. The grading specifications must indicate that all embankments meet FHA/HUD 79G specifications. The Developer shall certify to the City that all buildings with footings placed on fill material are appropriately constructed. Building permits shall not be issued until a building pad certification survey has been submitted and approved by City staff. A final Certificate of Occupancy shall not be issued until an as -built certified grading plan has been submitted and approved by City staff. A National Pollution Discharge Elimination System General Stormwater Permit for construction activity is required by the Minnesota Pollution Control Agency for areas exceeding one acre being disturbed by grading. A copy of the Notice of Stormwater Permit Coverage must be submitted to the City upon receipt from the MPCA. 7. EROSION CONTROL. An erosion control plan has been submitted and includes the following: • A single rock construction entrance. • A seed and mulch specification that meets City requirements. • Inlet protection on all storm sewer structures. • Silt fence to protect offsite areas from sediment transport. • All 3:1 slopes, including stormwater and filtration basin slopes, and swales that discharge off - site must be seeded and stabilized with erosion control /fiber blankets or sod. • A floating silt curtain must be installed during stormwater basin construction. Any dewatering must be coordinated with the City's Environmental Resources staff. • The site will be re- vegetated within 48 hours of rough and final grading. • All streets must be maintained and cleared of debris at the end of each day during construction to provide safe driving conditions. Street sweeping shall be done weekly or more often (i.e. during the hauling process) as needed. A concrete washout area must be identified in the field and constructed per the City's Standard Specifications. Erosion control blankets must be installed on all stormwater /filtration basin slopes that are disturbed during construction. Silt fence or sod (36" minimum width) must be installed behind the curb following the installation of the private utilities. The Developer must install and maintain any 157763v03 3 LKVL: STONEHENGE USA (Goodwill) SRN:r05 /31/2011 Admin.Subd — 17615 Kenrick Avenue additional erosion control measures deemed necessary during construction by City or Dakota County Soil and Water District staff. 8. SANITARY SEWER AND WATERMAIN. The existing Minnesota Tile building on Parcel A is connected to public sanitary sewer and water. 6 -inch sanitary sewer and 8 -inch watermain will be extended from public sanitary sewer and watermain located within Kenrick Avenue to provide service to the Goodwill building on Parcel B. The sanitary sewer and water service will be privately owned and maintained by the owner of Parcel B. Due to the new lot configuration, an existing sanitary sewer and water service will not be utilized and will be permanently abandoned in accordance with the City's construction standards. Final locations and sizes of all sanitary sewer and watermain facilities must be reviewed by City staff with the final building permit plans. In association with MnOPS requirements, utility hook -ups for the Goodwill building are not permitted until the as -built electronic files have been submitted and approved by City staff. 9. STORM SEWER. The administrative subdivision includes private storm sewer construction. The existing and proposed storm sewer within Parcel A and the proposed storm sewer within Parcel B will convey stormwater runoff generated from within the site through the stormwater management systems. The storm sewer will be privately -owned and maintained by the respective owners of Parcel A and Parcel B. 10. STORMWATER AND FILTRATION BASINS. The administrative subdivision includes the reconstruction of the existing on -site stormwater basin. The basin will be reconstructed to provide pretreatment, skimming and rate control for the additional impervious area created by the shared drive aisle and parking area. The Developer is establishing and granting the City a permanent public drainage and utility easement across the reconstructed stormwater basin, as shown on the plans. The stormwater basin, including storm sewer facilities, will be privately -owned and maintained by the owner of Parcel A. The administrative subdivision also includes the construction of two stormwater basins and a filtration basin. The basins will be will be located along the west and north property lines of Parcel B and 157763v03 4 LKVL:STONEHENGE USA (Goodwill) SRN:r05 /31/2011 Admin.Subd —17615 Kenrick Avenue will provide pretreatment, skimming and rate control of the stormwater runoff generated within the Goodwill site (Parcel B). The Developer is establishing and granting to the City permanent public drainage and utility easements across the stormwater and filtration basins, as shown on the plans. The stormwater and filtration basins, including storm sewer facilities, will be privately -owned and maintained by the owner of Parcel B. 11. RETAINING WALLS. The administrative subdivision includes the construction of a retaining wall. The grading plan indicates the retaining wall will be located at the northwest corner of the Goodwill building, near the drop -off area canopy, and a proposed maximum height of 2.5 feet. All modular block walls constructed must meet Mn /DOT requirements. Any modular block walls greater than four feet in height must be designed by a registered engineer and require a separate building permit from the City's Building Inspection Department. The retaining wall will be privately -owned and maintained by the owner of Parcel B. 12. LANDSCAPING. Landscaping shall be installed in accordance with the approved landscape plan. Before the City approves the administrative subdivision, the Developer must post a $12,000.00 security to guarantee installation of the approved landscaping. 13. WETLANDS. The delineation for the site was conducted on March 25, 2011 and April 12, 2011 by MFRA, Inc. and field verified by City staff on April 27, 2011. Two areas were delineated within the project site. MFRA, Inc. submitted a replacement plan on April 18, 2011. The replacement plan indicates 0.076 acres of wetland impact. The plan provides detailed information of the site alternatives and options to avoid wetland impacts. The plan proposes to purchase 2:1 replacement (0.149 acres) via the Bachman wetland bank located in the same watershed. The delineation and wetland replacement plan were approved on May 23, 2011. 157763v03 5 LKVL: STONEHENGE USA (Goodwill) SRN:r05 /31/2011 Admin.Subd — 17615 Kenrick Avenue No wetland impacts shall occur and no building permits shall be issued until all Wetland Conservation Act requirements have been completed and the City has received confirmation from BWSR that the required credits have been officially withdrawn from the wetland bank. 14. SPECIAL CONDITIONS. Approval of the administrative subdivision and site plan is subject to the following conditions: • The Developer shall provide the City with a permanent drainage and utility easement, in recordable form, dedicating a new easement along the shared side lot line between Parcels A and B as required by City subdivision ordinance, additional boundary easements, and over the stormwater and filtration basin areas. • The Developer shall enter into a parking deferment agreement with the City for deferment of four (4) of the required thirty -seven (37) parking spaces on Parcel A. • The Developer shall establish and record a shared access easement between Parcel A and Parcel B. • The City's Subdivision Ordinance and the City's Parks, Trails and Open Space Plan require 8 -foot wide concrete sidewalks along streets within or adjacent to commercial areas. The Developer must grade the boulevard within the Kenrick Avenue right -of- way and provide the City a cash escrow of $6,480.00 for the future construction of the concrete sidewalk between the Minneapolis Northfield & Southern Railroad and Juniper Path. The concrete sidewalk will be installed when extension of Kenrick Avenue between 181 Street and the Minneapolis Northfield & Southern Railroad is constructed. • The site must be developed in accordance with the plans approved by the City. • The Developer must obtain a sign permit from the City prior to installation of any signage in the development. • Prior to approval of the administrative subdivision, the Developer shall furnish a boundary survey of the property being administratively subdivided with all property corner monumentation in place and marked with lath and a flag. Any encroachments on or adjacent to the property shall be noted on the survey. The Developer shall post a $200.00 security for the final placement of interior subdivision iron monuments at property corners. The security was calculated as follows: 2 lots or parcels at $100.00 per lot/parcel. The security will be held by the City until the Developer's land surveyor certifies that all irons have been set following site grading and utility and street construction. In addition, the certificate of survey must also include a certification that all irons for a specific lot or parcel have either been found or set prior to the issuance of a building permit for that lot or parcel. • The Developer shall pay a cash fee for the preparation of record construction drawings and City base map updating at the time of administrative subdivision approval. This fee is calculated as follows: 2 lots /parcels x $75.00/lot or parcel = $150.00. • The Developer shall be responsible for the cost of street light installation consistent with a street lighting plan approved by the City. Before the City approves the administrative subdivision, the Developer shall post a security for street light installation consistent with the approved plan. The estimated amount of this security is $1,200.00 and consists of one mast -arm streetlight. • The on -site signage and pavement markings associated with this administrative subdivision will be privately owned and maintained by the Developer. Before the City 157763v03 6 LKVL: STONEHENGE USA (Goodwill) SRN:r05 /31/2011 Admin.Subd — 17615 Kenrick Avenue approves the administrative subdivision, the Developer must post a $2,500.00 security to ensure that all signs and pavement markings are installed. A final certificate of occupancy will not be issued until the signs and pavement markings are installed. • The Developer is required to submit the administrative subdivision in an electronic format. The electronic format shall be either a .dwg file (AutoCAD) or a .dxf. All construction record plans (e.g., grading, utilities, streets) shall be in electronic format in accordance with standard City specifications. The Developer shall also submit one complete set of reproducible construction record plans on Mylar. 15. SUMMARY OF SECURITY REQUIREMENTS. To guarantee compliance with the terms of this agreement, payment of real estate taxes including interest and penalties, payment of special assessments, payment of the costs of all public and private improvements, and construction of all public and private improvements, the Developer shall furnish the City with a letter of credit, in the form attached hereto, from a bank ( "security ") for $65,457.25, plus a cash fee of $1,219.50 for City engineering administration. The amount of the security was calculated as follows: CONSTRUCTION COSTS: Sanitary Sewer Connection $ 1,000.00 Watermain Connection 3,500.00 Work Within Kenrick Avenue Right -of -way 5,100.00 Site Grading /Erosion Control /Restoration/ Stormwater Basins /Grading Certification 31,050.00 CONSTRUCTION SUB -TOTAL $ 40,650.00 OTHER COSTS: Developer's Design (6.0 %) $ 2,439.00 Developer's Construction Survey (2.5 %) 1,016.25 City Legal Expenses (Est. 0.5 %) 203.25 City Construction Observation (Est. 7.0 %) 2,845.50 Developer's Record Drawings (0.5 %) 203.25 Retaining Walls 2,200.00 On -site Private Signs & Pavement Markings 2,500.00 Landscaping 12,000.00 Street Lights 1,200.00 Lot Corners /Iron Monuments 200.00 OTHER COSTS SUB -TOTAL $ 24,807.25 TOTAL PROJECT SECURITIES: $ 65,457.25 157763v03 7 LKVL: STONEHENGE USA (Goodwill) SRN:r05 /31/2011 Admin.Subd — 17615 Kenrick Avenue 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, without notice, for any violation of the terms of this Agreement or 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. 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 Developer's 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. 16. SUMMARY OF CASH REQUIREMENTS. The following is a summary of the cash requirements under this Agreement which must be furnished to the City at the time of administrative subdivision approval: Future Sidewalk Along Kenrick Avenue City Base Map Updating City Engineering Administration (3 %) $ 6,480.00 150.00 1,219.50 TOTAL CASH REQUIREMENTS $ 7,849.50 17. LICENSE. The 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 appropriate by the City in conjunction with site development. 18. RESPONSIBILITY FOR COSTS. A. The Developer shall pay all costs incurred by it or the City in conjunction with the development of the site, including but not limited to legal, planning, engineering and inspection expenses 157763v03 8 LKVL: STONEHENGE USA (Goodwill) SRN:r05 /31/2011 Admin.Subd —17615 Kenrick Avenue 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 approval and development. The Developer shall indemnify the City and its officers, employees, and agents for all costs, damages, or expenses which the City may pay or incur in consequence of such claims, including attorneys' fees. C. The Developer shall reimburse the City for costs incurred in the enforcement of this Agreement, including engineering and 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. Bills not paid within thirty (30) days shall accrue interest at the rate of eight percent (8 %) per year. 19. MISCELLANEOUS. A. Third parties shall have no recourse against the 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 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. 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 property; that there are no unrecorded interests in the 157763v03 9 LKVL:STONEHENGE USA (Goodwill) SRN:r05 /31/2011 Admin. Subd — 17615 Kenrick Avenue 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 property. G. The Developer represents to the City that the development 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 development does not comply, the City may, at its option, refuse to allow construction or development work in the development until the Developer does comply. Upon the City's demand, the Developer shall cease work until there is compliance. H. The Developer may assign its rights and obligations under this Agreement to DPS- Lakeville GW, LLC ( "Successor Developer") if the Successor Developer becomes the fee owner of the Subject Property. The Developer must provide the City prompt written notice of the assignment. I. Upon satisfactory completion of all the Developer's obligations under this Agreement, the City will, upon request, release the Developer and the Subject Property from the obligations of this Agreement. 20. DEVELOPER'S DEFAULT. In the event of default by the Developer as to any of the work to be performed by it hereunder, the City may, at its option, perform the work and the Developer shall promptly reimburse the City for any expense incurred by the City, provided the Developer, except in an 157763v03 10 LKVL: STONEHENGE USA (Goodwill) SRN:r05 /31/2011 Admin Subd —17615 Kenrick Avenue emergency as determined by the City, is first given notice of the work in default, not less than forty -eight (48) hours in advance. This 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 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. 21. NOTICES. Required notices to the Developer shall be in writing, and shall be either hand delivered to the Developer, its employees or agents, or mailed to the Developer by certified mail at the following address: 18258 Minnetonka Boulevard, Suite 100, Deephaven, Minnesota 55391. 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. (SEAL) STATE OF MINNESOTA ) ( ss. COUNTY OF DAKOTA ) CITY OF LAKEVILLE BY: AND Mark Bellows, Mayor Charlene Friedges, City Clerk The foregoing instrument was acknowledged before me this day of , 2011, by Mark Bellows and by Charlene Friedges, respectively 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 157763v03 11 LKVL:STONEHENGE USA (Goodwill) SRN:r05 /31/2011 Admin.Subd —17615 Kenrick Avenue STATE OF MINNESOTA COUNTY OF //e1/40 ( s s. The fore instrument was acknowledged 2011, by / cf/z T iA /c. the Tile- Lakeville, LL , a Minnesota limited liability com DRAFTED BY: CAMPBELL, KNUTSON Professional Association 1380 Corporate Center Curve, Suite #317 Eagan, MN 55121 Telephone: (651) 452 -5000 SRN:ms DEVELOPER: MINNESOTA TILE - LAKEVILLE, LLC BY: Its before m this a /i day of on behalf of th�om • : pany. l .5., NOTARY 'IBC` 1 JAMES R OTTENSTEIN :h,•,�, ��n PUBLIC MINNESOTA 4: 4; My Commission Expires Jan.31, 2012 of Minnesota 157763v03 12 LKVL: STONEHENGE USA (Goodwill) SRN:r05 /31/2011 Admin.Subd — 17615 Kenrick Avenue ore s• 3 fl N 3 A V N J 1 3 N 3 N 0 a D• L • -rr1 t .n l — 1 to, mown WIN .1016 S t m J W U 0 4• MO MOM VU - 1 r L , / / y' O" f /~ ti x 1- 0 z 0 z z 2 1 >- a Ce z x O EXHIBIT A VENTURE BANK, which holds a mortgage on all or part of the property subject to the foregoing Site Improvement Performance Agreement, agrees that the Agreement shall remain in full force and effect even if it forecloses on its mortgage. Dated this day of , 2011. STATE OF MINNESOTA COUNTY OF DRAFTED BY: CAMPBELL KNUTSON Professional Association 317 Eagandale Office Center 1380 Corporate Center Curve Eagan, Minnesota 55121 (651) 452 -5000 SRN:ms MORTGAGE CONSENT TO SITE IMPROVEMENT PERFORMANCE AGREEMENT ( ss. VENTURE BANK BY: Its The foregoing instrument was acknowledged before me this day of 2011, by the of Venture Bank, on behalf of the bank. NOTARY PUBLIC 157763v03 14 LKVL:STONEHENGE USA (Goodwill) SRN:r05 /31/2011 Admin.Subd —17615 Kenrick Avenue MORTGAGE CONSENT TO SITE IMPROVEMENT PERFORMANCE AGREEMENT ALAN J. DALE, an individual, who holds a mortgage on all or part of the property subject to the foregoing Site Improvement Performance Agreement, agrees that the Agreement shall remain in full force and effect even if he forecloses on his mortgage. Dated this day of , 2011. STATE OF MINNESOTA ) ( ss. COUNTY OF ) The foregoing instrument was acknowledged before me this day of 2011, by ALAN J. DALE, an individual, as Mortgagee. DRAFTED BY: CAMPBELL KNUTSON Professional Association 317 Eagandale Office Center 1380 Corporate Center Curve Eagan, Minnesota 55121 (651) 452 -5000 SRN:ms BY: ALAN J. DALE, an individual NOTARY PUBLIC 157763v03 15 LKVL:STONEHENGE USA (Goodwill) SRN:r05 /31/2011 Admin Subd —17615 Kenrick Avenue Dated this day of , 2011. WELLS FARGO BANK, NATIONAL ASSOCIATION, a national banking association, which holds a mortgage on all or part of the property subject to the foregoing Site Improvement Performance Agreement, agrees that the Agreement shall remain in full force and effect even if it forecloses on its mortgage. MORTGAGE CONSENT TO SITE IMPROVEMENT PERFORMANCE AGREEMENT STATE OF MINNESOTA ) ( ss. COUNTY OF DRAFTED BY: CAMPBELL KNUTSON Professional Association 317 Eagandale Office Center 1380 Corporate Center Curve Eagan, Minnesota 55121 (651) 452-5000 SRN:ms WELLS FARGO BANK, NATIONAL ASSOCIATION BY: Its The foregoing instrument was acknowledged before me this day of 2011, by the of Wells Fargo Bank, National Association, a national banking association, on behalf of the bank. NOTARY PUBLIC 157763v03 16 LKVL:STONEHENGE USA (Goodwill) SRN:r05 /31/2011 Admin.Subd —17615 Kenrick Avenue 3 (1 N 3 A V ND ILIN 3 o 0 0 0 00 0 0 00