HomeMy WebLinkAbout2012-05-29 Fully Executed Developer's Agreement - OPSL Phase II (Formerly Carriage House Coop) Return to:
Eckberg Lammers Briggs Wolff & Vierling PLLP
1809 Northwestern Avenue
Stillwater, MN 55082
CITY OF OAK PARK HEIGHTS
WASHINGTON COUNTY, MINNESOTA
DEVELOPER'S AGREEMENT
OAK PARK SENIOR LIVING
PHASE II •
(FORMERLY CARRIAGE HOUSE CO -OP)
THIS AGREEMENT, made and entered into this day of , 2012, by and
between the City of Oak Park Heights, a municipal corporation under the laws of the State of
Minnesota (the "City "), and Oakgreen Senior Villas, LLC a Minnesota Limited Liability Company and
Anchobaypro, Inc, a Minnesota Corporation (collectively, the "Developer ").
WITNESSETH;
WHEREAS, the Developer has made application to the City Council for approval of a
Planned Unit Development Amendment to real property located within the City and previously
approved for development as "Carriage House Co -op" within the corporate limits of the City said real
estate being described as follows:
See Attached Exhibit A
(the "Subdivision "); and,
WHEREAS, the Planned Unit Development Amendment, including all phases upon
completion shall total 291 senior residential units, including those units already constructed at the 4-
level Oak Park Senior Living Building and defined as shown on Exhibit B, annexed hereto and
incorporated herein by reference.
WHEREAS, the City Council has on January 24, 2012, granted approval to the application,
on the condition that the Developer enter into this Agreement - stipulating the conditions for the
installation of street, water, sewer and other public improvements as well as the development of on -site
improvements hereinafter described, all in accordance with the terms and conditions hereinafter set
forth.
NOW, THEREFORE, in consideration of the premises and of the mutual promises and
conditions hereinafter contained, it is hereby agreed as follows:
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Designation of Improvements: Improvements to be installed at Developer's expense by the
Developer as hereinafter provided are hereinafter referred to as "Plan A Improvements ".
Improvements to be installed by the City and paid for by Developer are hereinafter referred to as "Plan
B Improvements ".
1. PLAN A IMPROVEMENTS: The Developer will construct at Developer's expense
the following improvements under Plan A according to the following terms and
conditions:
A. The Developer shall do all site grading, common greenway and open spaces,
storm water storage ponds, surface drainage ways and all private driveways
including sodding of boulevards, all in accordance with the approved grading,
drainage and site plan. A grading plan with maximum two (2) foot contours,
pad elevations, drainage provisions, erosion control provisions and cross
sections, as necessary, shall be submitted to and approved by the City prior to
commencement of any site grading. Any changes to the grading plan during
construction shall be submitted to the City for approval. Each building site
must conform to the grading plan approved by the Building Inspector of the
City prior to a building permit being issued.
B. The Developer shall control soil erosion ensuring:
1. All development shall conform to the natural limitations presented by
the topography and soil of the subdivision in order to create the best
potential for preventing soil erosion. The Developer shall submit an
erosion control plan, detailing all erosion control measures to be
implemented during construction, said plan shall be approved by the
City prior to the commencement of site grading or construction.
• 2. Erosion and siltation control measures shall be coordinated with the
different stages of development. Appropriate control measures as
required by the City Engineer shall be installed prior to development
and as may be necessary to control erosion.
3. Land shall be developed in increments of workable size such that
adequate erosion and siltation controls can be provided as construction
progresses. The smallest practical area of land shall be exposed at any
one period of time.
4. Where the topsoil is removed, sufficient arable soil shall be set aside for
respreading over the developed area. The topsoil shall be restored to a
depth of at least four (4) inches and shall be of a quality at least equal
to the soil quality prior to development.
5. The Developer shall not locate its equipment within the right -of -way of
58th Street as acquired by the City, adjacent to this development
without the express written consent of the City Engineer.
C. The Developer shall place iron monuments at all lot and block corners and at
all other angle points on boundary lines. Iron monuments shall be replaced
after all street and lawn grading has been completed in order to preserve the lot
markers.
D. The Developer shall be responsible for maintaining the location of and
protecting curb stops, water services and sewer services. Any service or curb
stop damaged shall be repaired or replaced as specified by the City. The
Developer shall make all necessary adjustments to the curb stops to bring them
flush with the topsoil (after grading) or driveway surface.
E. The Developer shall be required to provide landscaping and screening as
determined by the City and as required by the ordinances of the City. Final
landscaping plans must be submitted to the office of the City Planner for
approval.
F. The Developer shall be responsible for street maintenance, including curbs,
boulevards, sod and street sweeping until the project is complete. All streets
shall be maintained free of debris and soil until the subdivision is completed.
Warning signs shall be placed when hazards develop in streets to prevent the
public fi traveling on same and directing attention to detours. The repair of
any damage done to the streets or public utilities by Developer or any of its
Contractors or Subcontractors, shall remain the financial responsibility of the
Developer.
G. The Developer shall furnish site lighting in accordance with the City Ordinance
requirements pursuant to a plan which must receive the approval of the City
Planner.
General Requirements:
1. The Developer has dedicated and surveyed all drainage and storm
water holding ponds as required by the City and to be shown on the
final plat. The Developer shall be responsible for storm sewer cleaning
and holding pond dredging, as required, by the City prior to completion
of the development.
The City has required Developer to dedicate storm water drainage
areas and holding ponds to serve Developer's project in this and other
Phases. Such areas are or will be incorporated within the drainage
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easement depicted on the final plat with each Phase and upon execution
of this Development Agreement and the recording of the final plat
conveyed to the City. All such stormwater areas, drainage and utility
easements serve the entirety of the Developer's lands and previous
developments located north of 58` Street.
2. Permits. The Developer shall be responsible for securing all necessary
approvals, PUDs, CUPs and permits from all appropriate federal, state,
regional and local jurisdictions prior to the commencement of site
grading or construction and prior to the City awarding construction
contracts for public utilities
3. Drainage and Utility Easements. Drainage and utility easements shall be
provided along all lot lines in the development as required by the City
Engineer and City Ordinances.
4. Wetland Designation. All areas classified as wetlands shall be displayed
upon the plat and those so specified by the City Engineer shall be
dedicated to the public for that purpose.
5. Tree Protection and Clearing. The Developer must have the City
Arborist or a person under her designation providing on -site
supervision and direction during the clearing process. Prior to the
clearing operation being initiated all clearing limits and trees to be
protected shall be clearly marked. Tree protection fencing shall be
installed and maintained until after grading is complete. All fencing shall
be installed at least 20 feet distant from the trunks of large shade trees
(deciduous) and around coniferous trees no closer than the drip Iine.
Silt fencing may not be used as a substitute for tree protection fencing.
Fencing shall be orange in color with steel posts at 6 -8 foot intervals.
The City Arborist shall be contacted by Developer for an inspection
after the fencing is installed. All tree replacement fees due the City
pursuant to the City Tree Protection ordinance following shall be paid
within 10 days following the Arborists certification of amounts due.
In Addition, the City Arborist has determined that in the current
proposed plans for the Nolde project, Oak Park Senior Living,. trees
on the berm west of the currently constructed Oak Park Senior
Living building, would need to be removed to make way for the
proposed next phase of building construction. There are currently
50 trees on that berm, 48 alive, consisting of the species: "Black
Hills" white spruce, red maple, hackberry, "Autumn Blaze" maple,
white pine, Colorado spruce, pin oak. These trees average about
3.5 in. in trunk diameter and the total diameter inches of living trees
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= 165. The tree replacement requirement for these trees would be
to plant an additional 165 diameter in. of trees or make a payment,
in lieu of tree planting, of 165 in. x $50. /in. = $8,250.
Developer elects to make the tree replacement payment of $8,250.00 in
I have reviewed the files re: Oakgreen Village and Oak Park Senior Living (phases I and II) in order to
calculate the tree replacement requirement for the latter portion of the PUD.
Per my email report to OPH Staff 5/4/06 (based on Oakgreen Village development plans dated 4/26/06) there
was a final tree replacement requirement for a large portion of the PUD development of $18,500.
According to city records, this amount was paid 9/7/06.
The tree removal plan for Oak Park Senior Living showed many of the same trees, but the tree numbers for
most of the trees had been changed from the original tree inventory and plans. Tree removal for Oak Park Senior
Living had been calculated by the engineering company as tree removal independent of the original tree removal
plans for most of the parcel when Oakgreen Village plans were going forward. In actuality, a number of the trees
indicated to be removed for Oak Park Senior Living had already been included in the tree removal and replacement
calculations for Oakgreen Village.
Since these development projects ( Oakgreen Village and Oak Park Senior Living phases I and II) are different
phases of a PUD, only trees which were indicated to be preserved in the previous plans, but are being removed for
the later phases, would need to be included in the tree replacement requirement calculations for Oak Park Senior
Living phases I and II.
To calculate the tree replacement requirement for Oak Park Senior Living (phases I and II) I have taken
information on tree removal in these phases from the development plans for Oak Park Senior Living (phase I),
dated 6/1/09, and Oak Park Senior Living (phase II), dated 4/26/12. The tree replacement requirement for Oak
Park Senior Living (phases I and II) is 777 diameter inches of replacement trees. Since the PUD as a whole
removed greater than 1500 in. of trees, according to the OPH Tree Protection Ordinance 1307, "woodland type
factors" may be used to modify the diameter inches of tree replacement required. Since the trees removed are
mainly softwood deciduous and evergreens, with a few hardwood species, the tree replacement requirement is
reduced to 501 diameter inches of replacement trees.
The tree replacement inches planted in the landscape for Oak Park Senior Living (phase I) is 86.5 (Arborist
email report to staff dated 12/1/11). Estimated diameter inches of trees to be planted as part of landscaping for
Oak Park Senior Living (phase II) is 145 in. (p.c. Todd Erickson FFE 5/9/12: 20, 6 -8 ft. evergreens (est. ave. trunk
diameter
3.5 in.), and 30, 2.5 in. deciduous trees). This landscaping credit (231.5 in.) for phases I and II) brings the tree
replacement requirement down to 269.5 diameter in. of replacement trees x $50. /diameter in. = $13,475. (Tree
Replacement Requirement for Oak Park Senior Living I and II (cash in lieu of tree planting)).
In development plans for Oak Park Senior Living, townhomes are indicated to be built north of the existing
townhomes (part of Oakgreen Village) which are west of Oak Park Senior Living phase I and just south of the trail
under the power lines. If this occurs, trees on the berm north of those existing townhomes will be removed. These
trees were planted to satisfy landscaping and tree replacement requirements for Oakgreen Village. If removed, the
trees (48 deciduous and evergreen trees which equal 165 diameter in.) will need to be replaced or cash in lieu of
tree planting paid: 165 diameter in. x $50. /diameter in. = $ 8,250.. This amount would be offset by any trees
planted in the new development area in that future phase of the PUD, and would only be collected if the trees on
the berm are removed in the future.
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lieu of replacement plantings.
6. Warranty of Title. By its execution hereof; Developer hereby warrants
and represents that it has the exclusive and marketable fee title to the
subject property. Developer further warrants and represents that there
are no liens or encumbrances against the title and that it is filly
authorized to execute this agreement as the fee owner of the subject
lands.
7. Fire Hydrants. All fire hydrants throughout the development shall
incorporate an AFC - Waterous Storz Nozzle. The hydrant pumper
nozzle shall be of one -piece design, compatible with a five inch Storz
hose coupling. The nozzle shall be an integral part of the fire hydrants
and must be furnished by the manufacturer or authorized distributor
designated by the manufacturer. Storz adapters will not be accepted.
8. Utility Locations in City Right of Way. In order to maintain
compliance with regulations promulgated from the Minnesota Office of
Pipeline Safety, the Developer, its contractors, subcontractors, and
agents shall comply with the following requirements:
a. All right of way work shall require an application with a
plan that shall be submitted for city review prior to any
work performed in the right of way areas.
b. The layout of utilities, including depths, off -sets and
materials shall be documented during construction and
confirmed with city staff during the installation process.
c. Single family residential lots are required to submit an
accurate tie card showing the utilities installed and
measurements from fixed objects (corner of house, fire
hydrants, etc.) to the curb stop, location pins, clean outs and
tie in points for all utilities.
d. Multi - family and commercial lots must provide, in addition
to the above, professional as built drawings confirmed by
field survey, showing the required information. In
addition, Engineering grade GPS coordinates in the
Washington County coordinate system shall be supplied
by the builder. These will allow the coordinates to be
electronically incorporated in to future city mapping.
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e. All installations will require pins be installed directly above
all utility lines where they cross lot lines. A corrosion
protected trace wire shall be installed six inches below final
grade directly above all new utility installations at a
minimum through the right of way. The trace wire and tail
shall be terminated in a capped vertical conduit that is within
two inches of the final grade and pin located at the lot line.
f. The Developer shall hold harmless and indemnify the City
from any and all loss or damage resulting from its failure to
comply with these requirements including but not limited to
expenses the City incurs in correcting errors in information
provided by Developer its agents or contractors or
remediating problems resulting there from in the ri of
way.
g. Upon failure to provide full documentation as required the
City shall notify the Developer, who shall have 30 days to
secure full compliance. Failure to comply will result in the
work being assigned by the City to an outside professional
for completion of the necessary work. Any costs incurred in
resolving these requirements shall be assessed to the
property or offset from security required under this
agreement.
h. City staff shall document the time and materials required to
review, confirm and accept the installation documentation
and shall invoice Developer for the costs based on the actual
work involved or on a fee schedule adopted by the City
Council.
Underground Installation of Electrical Distribution Lines.
Pursuant to City ordinance Chapter 1008 all electrical
distribution lines located or to be located upon the site shall
be installed and maintained underground.
j. The Developer may not install a private potable water
systems or irrigation well(s) to serve the Development, or
any of its Phases.
2. DESCRLPTION OF PLAN A IMPROVEMENTS ESTIMATED COST
See attached Exhibit Plan A Improvements.
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ESTIMATED CONSTRUCTION COST
OF PLAN A IMPROVEMENTS: $1 58,151.00
ESTIMATED ENGINEERING, LEGAL AND
ADMINISTRATIVE (20 %): $31,630.20
TOTAL ESTIMATED CONSTRUCTION COST
OF PLAN A IMPROVEMENTS: $189,781,20
SECURITY REQUIREMENT (25 %) $47,445.30
TOTAL PLAN A ESCROW $237,226.50
3. CONSTRUCTION OF PLAN A IMPROVEMENTS.
Senior Living Phase II
A. Construction. The construction, installation, materials and equipment shall be
in accordance with the plans and specifications approved by the City.
B. Inspection. All of the work shall be under and subject to the inspection and
approval of the City and, where appropriate, any other governmental agency
having jurisdiction.
C. Easements. The Developer shall dedicate to the City, upon approval of the
final plat, at no cost to the City, all permanent or temporary easements
necessary for the construction and installation of the Plan A and Plan B
Improvements as determined by the City. All such easements required by the
City shall be in writing, and in recordable form, containing such terms and
conditions as the City shall determine. If within the platted area, all such
easements shall be dedicated to the City and specifically described within the
Plat. As it affects all easements located outside the platted area, the same shall
be dedicated by separate easement conveyed to the City of prior to the
execution of the Development Agreement. .
D. Faithful Performance of Construction Contracts. The Developer will filly and
faithfully comply with all terms and conditions of any and all contracts entered
into by the Developer for the installation and construction of all Plan A
Improvements and hereby guarantees the workmanship and materials for a
period of one year following the City's final acceptance of the Plan A
Improvements. Concurrently with the execution of this Agreement, Developer
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or its general contractor shall provide a Letter of Credit to the City of Oak
Park Heights in a form to be approved by the City Attorney, guaranteeing the
performance by Developer of the construction of the Plan A Improvements in a
timely and proper manner. Additionally, Developer guarantees and agrees that,
should the City of Oak Park heights need to apply a claim on said Letter of
Credit, that Developer shall pay all attorneys fees and administrative expenses
associated with said action.
E. Letter of Credit Term. The Developer or its general contractor's Irrevocable
Standby Letter of Credit shall be issued for a period of time not less than one
(1) year in duration.
4. PLAN B IMPROVEMENTS. All improvements as to this development shall be
treated as Plan A improvements. Municipal infrastructure has already been constructed
into the site under the previous PUD Permits and Development Agreements.
5. CASH ESCROW ACCOUNT. The Developer shall provide a cash escrow account
to the City in the amount of $20,000 to reimburse the City for previous billed expenses
relating to this development.
6. GENERAL.
A. Binding Effect. The terms and provisions hereof shall be binding upon and
inure to the benefit of the heirs, representatives, successors and assigns of the
parties hereto and shall be binding upon all future owners of all or any part of
the Subdivision and shall be deemed covenants running with the land.
References herein to Developer, if there be more than one, shall mean each and
all of them. The Agreement, at the option of the City, shall be placed on record
so as to give notice hereof to subsequent purchasers and encumbrances of all
or any part of the Subdivision and all recording fees, if any, shall be paid by the
Developer.
B. PUD Amendment Approval. The City has granted approval to the PUD
now in place and approved for this development previously referred to as the
Carriage House Co -Op, subject to compliance with council imposed conditions
and the Ordinances of the City and terms and provisions hereof, permits may
be issued by the City. Conditions imposed by the City Council are:
1. The City Council approves the proposed density of the project with
62 units in Phase II and 291 in total for the development. The
Development is depicted on Exhibit C and shall also include those
units already constructed at the four -level Oak Park Senior Living
center
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2. Building 4 of Phase 11 shall not exceed two stories of dwelling
units.
3. Building 4 of Phase II shall be constructed prior to other buildings
in Phase I and shall be completed no later than December 31, 2013.
4. The setback for Building 4 to the property line of Oakgreen Avenue
shall not be less than 40 feet.
5. The Development Agreement shall include provisions enforcing
Developer's assurances that the Oak Park Senior Living Phase I
will remain as senior rental housing and shall not be converted to
non age restricted rental housing. Reasonable security in the form
of escrows, tax increment forfeitures, permit suspension and other
consequences for default of this provision by the Developer or its
transferees and assigns shall be imputed into the development
contract and be subject to the approval of the City Attorney.
6. The Park Commission was favorable to the proposed private and
public trail system subject to the approval of the City Council.
7. All tree removal and landscape plans shall be subject to review and
approval of the City Arborist.
8. The grading and drainage plans shall be subject to City Engineer
and applicable watershed authority review and approval.
9. All utility plans shall be subject to review and approval of the City
Engineer.
10. The City Council was favorable to the non shielded, residential style
light fixtures on the building.
11. The Applicant shall submit any plans for new signage subject to
City approval.
12. The projected traffic counts are subject to review and approval of
the City Engineer. If the intersection at 58 Street and Oakgreen
Avenue and /or Nova Scotia Avenue requires signalization or other
traffic control measures, the Applicant shall agree to the share of
the costs as outlined in the Development Agreement and as
determined by the City Council.
13. The Fire Marshal and Police Chief shall review the plans and
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determine the accessibility of emergency vehicles throughout the
development. The Fire Marshal and City Engineer shall determine
if the entrances onto Nova Scotia Avenue should be widened to
allow for better accessibility of fue equipment.
14. The trails and sidewalks shall be constructed in accordance with the
City Engineer's review and approvals.
15. A revised snow storage area plan shall be provided to the City by
February 29, 2012 subject to review and approval of the City
Engineer.
16. All air handling vents or condensers shall be installed in the building
or placed on the roof and totally screened subject to approval of the
Building Official. Any electrical or gas equipment and transformers
that are ground mounted or visible from adjacent streets shall be
screened as required by the Zoning Ordinance.
17. The den rooms in the dwelling units shall not be converted or used
as a bedroom. This element is subject to periodic inspection by the
City. Should this occur, the Developer shall immediately cause the
condition to be corrected or be subject to penalty.
18. The City Council was favorable to the fmal building appearance,
colors, materials and the variety between buildings. The Applicant
shall provide a materials board for the building subject to review
and approval of the City Council.
19. The Development Agreement shall include a requirement that all of
the buildings be maintained in proper condition and in compliance
with City Codes.
20. The applicant shall be required to enter into a Development
Agreement. The Development Agreement shall be subject to the
review and approval of the City Attorney and City Council.
21. The applicant shall provide additional details for the private park
area including elevations of the gazebo, materials to be used in the
structures and walkways, and landscaping details for review and
approval of the City Council.
22. The sidewalk connection plan for the first floor units of Building 4
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shall be subject to City Council review and approval.
23. Phase II consisting of Buildings 4 shall be completed by the
applicant and ready for occupancy no later than December 31, 2014
unless extended by the City Council.
24. The applicant shall provide to the City a payment in lieu of taxes if
the properties subject to this approval are converted to a tax
exempt status as provided for within the Development Agreement.
25. The project shall be subject to an annual inspection and review at
the discretion of the City to ensure compliance with the conditions
of Planned Unit Development approval and the Development
Agreement.
26. Parking shall be allowed on only one side of the private roadway
system in the development, subject to review and approval of the
City Engineer.
27. The Development Agreement shall include a penalty clause if the
applicant does not construct all or part of Phase I.
C. Incorporation of Reference. All plans, special provisions, proposals,
specifications and contracts for the improvements furnished and let pursuant to
this Agreement shall be and hereby are made a part of this Agreement by
reference as fully as if set out herein in full. Specifically the following Planning
Reports and Engineering files and final documentation approved by the City
Planner and the City Engineer are specifically incorporated by reference herein
and included herein as if originally made part of this agreement.
1. TPC - Planning Report — January 24, 2012
2. TPC - Planning Report- November 3, 2011
3. Resolution 12 -01 -10 City Council City of Oak Park Heights
D. Amended P.U.D. Permit. After 60 days following execution of this
Developer's Agreement, the City shall file the Amended Planned Unit
Development Permit of record in the office of the County Recorder. Providing
that the Developer is not in default under the teens of the Development
Agreement, the City shall provide appropriate releases to the financial aspects
of same and documentation to individual buyers of lots.
E. Administrative and Miscellaneous Expenses. As to any and all
administrative, legal or engineering costs which the Developer is expected to
pay to the City, which costs may be offset against the Letter of Credit which
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the Developer has tiled and provided to the City, the Developer shall be given
the opportunity to review and comment on such costs prior to the application
by the City to Letter of Credit issuer for the payment of same. Should the
Developer dispute the reasonableness of any of the City's charges, Developer
shall have the right to submit any such dispute to arbitration at Developer's sole
and exclusive expense. Arbitration shall be conducted by the American
Arbitration Association and shall be initiated and paid for by Developer.
F. Establishment of Construction Schedules. The City Engineer shall establish
construction schedules for Plan A and Plan B improvements and shall consult
with Developer prior to establishing same.
G. Zoning. This Development has been designated a zoning classification of PUD
by the City Council. All future use and development shall comply with the
applicable provisions of the relevant zoning ordinance of the City relating
thereto.
H. Street Grades. The grades of all streets shall not exceed 8% and the minimum
grade shall not be less than .5 %.
Phase II Development. Developer's Development is approved for Phase II of
this development. Phase I will be constructed within 5 years of the
commencement of construction of this .Phase II development. As and for a
financial security to the City to assure the commencement and completion of
Phase I of the development, Developer shall supply a cash escrow or
Irrevocable Standby Letter of Credit to the City in the amount of $100,000.00
which shall be available to be used by the city to facilitate the development of
Phase I within the City in the event that Phase I development as approved by
the City is not commenced in construction on or before June 1, 2017 and
pursued reasonably to completion within 24 months thereafter. This remedy is
in addition to and not in lieu of others allowed under the terms of this
agreement or as may be permitted by law.
J. Handicapped Parking. Location of disability/ handicapped stalls shall be
made efficient with regard to serving all of the areas of the proposed
development. The Building Official for the City shall control placement of
signage and locations for all handicapped parking spaces.
K. Landscaping. A final landscaping plan shall be developed and submitted to
the City Planner by Developer. In addition the following modifications to the
landscape plan shall be implemented subject to final modifications by the City
Planner:
1. Street trees shall be located and planted in accordance with the
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plans approved by the City Arborist.
2. The planting details depicted within the landscape plan shall
implement a lowest branching height to provide a uniform
appearance and to allow clearance for pedestrians, all in a
manner to be designated and approved by the City
Forester /Arborist.
3. The areas of sodding and seeding shall be identified in a final
plan to be submitted and approved by the City
Forester /Arborist.
L. Trash Receptacles. Trash receptacle areas shall been designated on the site
plan for the entire development. All tenants of the buildings will be required to
utilize these trash receptacles or will be required to store trash internally.
M. Lighting. Developer must submit a lighting plan to the City Council. A
photo - metric lighting plan shall be submitted, subject to review and specific
approval of City Staff and City Council. All lighting shall be hooded and
controlled so as not to direct light source to adjacent lands and not to be visible
from the public right -of -way or from adjacent properties in compliance with
Section 401.15B.7 of the Zoning Ordinance.
N. Signage. A master signage plan shall be developed by the Developer and
submitted to the office of the City Planner for approval. All signage shall be
conformed to the master signage plan so approved by the City Planner.
O. Chan ' es to Landscape. Any changes to the submitted landscape plan
resulting from changes to the stormwater ponding areas shall be subject to
review and approval of the City Council.
P. Indemnification. To the fullest extent permitted by law, the Developer
shall indemnify and hold harmless the City, its agents and employees from
and against any and all claims, damages, losses or expenses, including but
not limited to attorney's fees, arising out of the issuance of this Developer's
Agreement by the City and/or arising out of the performance or non-
performance of its obligations hereunder by Developer.
Q. Conversion of Buildings Into Tax Exempt Property. Developer has
warranted to the City, the building and the overall Development (Phases 1
and II) to be constructed upon the property will be held exclusively for
residential rental at market rate. They are to be held in private ownership
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and at a "for profit status. Developer agrees that any conversion of the
land or buildings to "non- profit' or "not for profit" status will require
approval of the City and that Developer, its heirs and or assigns, shall enter
into a Payment in Lieu of Taxes Agreement (PILOT) with the City to
compensate the City for the loss of tax revenue generated from the project
should that change in status occur. The PILOT agreement shall contain the
content and form as approved by the City Attorney.
R. Building Maintenance. The Developer shall at all times maintain the
buildings and structures in good repair, capable of residential occupancy
and compliant with all health and environmental codes with exterior
finishes, surfaces and improvements compliant with the City design
standards under which this development was approved.
S. Senior Rental Housing. Developer has warranted to the city that the
structures and residential units to be completed on the entire development
(Phases I and II) shall be used and maintained exclusively for Senior
Residential Housing. City approvals and transportation projections,
municipal services and land use has all been predicated upon Developer's
warranty. The Buildings and their occupancies are to remain dedicated for
senior rental as defined by the Developer to be for persons age 55 and
above. Provisions within leases implementing the restriction and
enforcement terms there of shall be submitted to City staff for review by
Developer and used consistently within all leasing agreements. Unless
otherwise approved by the City, no use of the buildings shall be
implemented or allowed by Developer, its heirs and assignees, except as
senior rental housing. This condition is subject to periodic inspection
and /or verification by the City. Should it be determined by the City that
these units or Development is not being utilized solely for such purposes,
the City may declare default under the terms of this agreement and also
take necessary enforcement action, including, but not limited to,
withholding any funds the Developer may have on deposit with the City
until such condition is corrected to the full satisfaction of the City. •
T. Increase in Fire /Police Service Calls. Should the Development cause an
disproportionate increase in fire or police service calls that may impair the
City's ability to effectively respond to other demands for services in the
City or cause an unreasonable financial burden on the City relative to the
benefit of the Development or disproportionately affect City emergency
services, the Developer shall be responsible for additional service charges
as may be determined by the City.
U. Restrictive Covenants. The City acknowledges that the Developer may
intend to convey the Project to others (the "Lot Owners "). The Developer
16
and future Lot Owners shall enter into a Declaration of Reciprocal
Easements, Covenants, Conditions and Restrictions ( "Declaration "), which
Declaration shall run with the land and bind all present and future land
owners within the Project. The Declaration shall address, among other
things, the use and maintenance of common areas within the Project, use
and occupancy restrictions on Lots in the Project maintaining same for
people age 55 and above, and certain building design, construction and
maintenance standards and shall expressly provide that the Developer, any
future Lot Owner and /or their successors and assigns are bound to
continue overall uses, maintenance compatibility and continuing
maintenance of such items as private streets, driveways, private sanitary
sewer service, private water service, private storm water management
facilities, lighting, signage, landscaping, irrigation, trash pickup and parking
lot sweeping, maintenance and repair, etc. No amendment to the
"Declaration" shall be allowed without the written consent of the City, and
its terms shall so state.
V. Notice /Remedies on Default or Violation of this Agreement
1. Whenever any event of default or failure to conform to the terms
and conditions of this Agreement occurs, the City shall give written
notice of the event of default or failure to perform to the Developer
by United States Mail at the following address:
If to Developer:
Oakgreen Senior Villas, LLC a Minnesota Limited
Liability Company and Anchobaypro, Inc.
Attn: Timothy L. Nolde
P.O. Box 119
Stillwater, Minnesota 55082
With Copy to: John Nolde
Wintrop and Weinstein PA
225 South 6 St.
#3500
Minneapolis, Minnesota 55402 -4629
If to City: City of Oak Park Heights
Attn: City Administrator
14168 Oak Park Blvd
Oak Park Heights, Minnesota 55082
17
With a copy to: Eckberg, Lammers, Briggs, Wolff & Vierling,
P.L.L.P.
Attn: Mark Vierling
1809 Northwestern Avenue
Stillwater, Minnesota 55082
Developer agrees to provide the City with the name and mailing address of
any subsequent Lot Owner acquiring any Lot from Developer.
2. Except as otherwise provided in this Agreement, if the Developer,
its assignees and /or any other Lot Owner fails to cure the event of
default or failure to perform within 15 days after the date of the
mailed notice or fails to undertake said cure and diligently pursue
the same if it cannot reasonably be done within said 15 day period,
in addition to any other remedy provided in this Agreement and
without waiver of any such right, the City may, after providing
written notice of default to the Developer, accelerate all obligations
owed by Developer to the City as provided herein and avail itself of
any or all of the following remedies for as long as the Developer
and/or any other Lot Owner is in default.
a. Halt all plat development work and construction of
development improvements on the Lot of the defaulting Lot
Owner until such time as the event of default is cured.
b. Refuse to issue or suspend building permits or occupancy
permits as to the Lot of the defaulting Lot Owner until such
time as the event of default is cured.
c. Apply to a court of competent jurisdiction to enjoin
continuation of the event of default.
d. If the event of default is a failure of the Developer to
complete, construct, install or correct the Plan A Activities
and Improvements in accordance with the plans and
specifications under this Agreement, the City may perform
such construction or work and the Developer shall
reimburse the City for its expenses incurred. This provision
shall be a license granted by the Developer to the City to so
act, but shall not require the City to take any such action.
This remedy is in addition to and not in lieu of the City's
right to draw on the Plan A Security.
18
W. Severability. The terms and conditions of this Developer's Agreement
directly addressing the requirements of Resolution No.12 -01 -10 and the
conditions noted in 6B above are interdependent and non - severable from
the Developer's Agreement without impairing the purpose and intent of the
City Council approval. Any determination that any such provision is void
or unenforceable by a court of competent jurisdiction shall void all of the
terms and provisions of this Developer's Agreement and the approval for
the PUD Amendment and thus will require the developer and the city to
renegotiate a new Developer's Agreement in order to be compliant with
Resolution No.12- 01 -10.
[THE REMAINDER OF THIS PAGE INTENTIONALLY LEFT BLANK]
19
IN WITNESS WHEREOF, the City and Developer have caused this Agreement to be duly - —
executed on the date and , ear first above written. —' /
/ .� -"
/ Pic• ,, •
In the p sem'e�fif C F ft f r 0 � ' �. RIC HEI �'
(,. / - . /1 f :, A , -e' /pr.
j
David • -
/ f,
Mayes
. ,i
-- 1 ri• Joliin
C)Iy Administrator
'
7 /
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1
STATE OF MINNESOTA ) V
) ss.
COUNTY OF WASHINGTON )
On this / " ' ' day of , -i.Ll,t, .. , 2012 before me a Notary Public, within and for said
County personally appeared David Beaudet and Eric Johnson, to me personally known, being each by
me duly sworn did say that they are respectively the Mayor and the Administrator of the City of Oak
Park Heights, the municipal corporation named in the foregoing instrument; and that the seal affixed to
said instrument is the corporate seal of said corporation, and that said instrument was signed and sealed
on behalf of said municipal corporation by authority of its City Council and said Mayor and
Administrator acknowledged said instrument to be the free act and deed of s . municipal corporation.
J p( J
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, � �`-5�;' NOTARY PUBL •
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�1 commis ion Expires Jan. 31, 201) S
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20
In the presence of Oakgreen Senior Villas, LLC a Minnesota Limited
'rani t C patly
,t / - Z (2(2-7( :— ',Q
Its C f l C :r -- ``4-69(4,
Its .
STATE OF MINNESOTA )
) ss.
COUNTY OF WASHINGTON )
jY
On this ) ` . I day of i i, ` ; NA' : , 2012, before me a Notary Public, within and for said
County personally appeared 1 OA Wk C6_ and , to me
personally known, being each by me duly sworn did say that they are respectively the
@ tAl , f fl'I(l flC<c ,rand _ of _, Oakgreen Senior Villas, LLC a Minnesota
Limited Liability `ompany, named in the foregoing instrument; and that the seal affixed to said
instrument is the corporate seal of said corporation, and that said instrument was signed and sealed on
behalf of said municipal corporation by authority of its Board of Directors and said
Al,' and acknowledged said instrument to be the free act and
deed of said municipal corporation. i r\
°y' i i .... i
•.,Notar %c _
rbli.
y P; "
fr<.ffr.�-°J I'INKi
l „�� •�� NIFER M.
►;," NOTARY PUBLIC MINNEOTA
ti ,, My Com Expires Jan. 31.20 S 17
21
•
In the presence of f choba ' - , Inc
�,� -
Its . i
its
I I
STATE OF MINNESOTA )
)ss.
COUNTY OF WASHINGTON)
On this ' day of M. al , 2012, before me a Notary Public, within and for said
County personally appeared j i`m f OA r and , to me
personally known, being each by me duly sworn did say that they are respectively the
- C
0_(-f1 and of _, Anchobaypro, Inc. a Minnesota corporation,
named in the foregoing instrument; and that the seal affixed to said instrument is the corporate seal of
said corporation, and that said instrument was signed and sealed on behalf of said municipal
corporation by authority of its Board of Directors and said and
acknowledged said instrument to be the free act and deed of said municipal
corporation.
-6 -,
- he }
L ! !° JENNIFE• 1
UC. ommission Ex - MIN 3SO A S
THIS INSTRUMENT WAS DRAFTED BY:
Mark J. Vierling, Esq.
Eckberg, Lammers, Briggs, Wolff
& Vierling, P.L.L.P.
1809 Northwestern Avenue
Stillwater, MN 55082
(651) 439 -2878
22
LXITD.B11 A
LEGAL DESCRIPTION
Lot One (1), Block One (1), Carriage House Co -op and Assisted Living, according to the plat
thereof on file and of record in the office of the Registrar of Titles in and for Washington County,
Minnesota,
Being Registered land as is evidenced by Certificate of Title No. 67285.
And,
Outlot A, Carriage House Co -op and Assisted Living, according to the plat thereof on file and of
record in the office of the Registrar of Titles in and for Washington County, Minnesota
Being Registered land as is evidenced by Certificate of Title No. 67287.
•
•
EX111B1 "f B
291 Senior Residential Units
All Phases displayed
�'4
\.._. � y- Folz, Freeman, Erickson, Inc_
L AND NNING EYIN 55TH ST • EN GINEERING
�` i Tj p 12445REET NOR
\ j �"1 , f j1"'1-/ r • SURV LN� ELMO, MI 3 E. (011 NO554J49042
Phone (6511479.88.73 E. (6i11D1
1
�e I , . f f 1 J r 1I II I I I I I I I I I I i►�l�•�. 71
,.I;) � �,
IT
— c1 . •. NIP UNIT COUNT
e Urn*
I I I I°!1" I 0 EXISTING ASSISTED LIVING ITS
120 UNITS (A)
— I� . � M � ��� -- - -- - -- _0. 1�`
PROPOSED TOWN
EXISTING TOWN HOME UNITS = 11 UNITS (B)
! a ,_ �fee;l�■` 94 _ �� HOME UNITS = 4 UNITS (C)
��� =�� I I I I I I I I I I I I I I I I PHASE I- SENIOR LIVING UNITS = 94 UNITS (0)
�� ' �� !1 PHASE II - SENIOR LIVING UNITS = 62 UNITS (E)
TOTAL UNIT COUNT = 291 UNITS
'
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A f �r - -- 1 -- ,(,
i 1 ti I 1 1 I 1)� (', 1
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4 U IV:I $ it)*
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1
DEVELOPER'S AGREEME
1 ` y�r 71
Ea'���L -1.1 �a 1L 1 °ms
EXHIBIT C
Phase II of the Development
62 units
2
S / 0< I Z 1
Folz, Freeman, Erickson, Inc. .
v � LAND PLANNING • SURVEYING 4 ENGINEERING
W f/1
O 12441 55TH STREET NORTa
� _ FFE w�• LAI(E SS 3
. • _. ! Phone f63114 Fax (6511 430.9331
1
.dl?"LO'
r
�
� I UNIT COUNT
s EXISTIN ASSISTED LIVING = 120 UNITS (A)
'� EXISTING TOWN HOME UNITS 11 U NITS N I (8) '
�. �� PROPOSED PHASE SENIOR R LIVING TS = 94 U NITS (D�
t,. TOTAL PHASE II - SENIOR LIVING UNITS = 62 U NITS (E)
r �
UNIT COUNT = 24691
91 U NITS
p o
, 1 ■ ' b . .1
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t �
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7.
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0117LOr A -
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' �� n �� G - DEVELOPE AGREEMENT
ExHI ; 2C
•