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HomeMy WebLinkAbout5C, Planning Case 12-019 - 1201 County Road E Development Agreement i -- RENHILLS Request for Council Action 5C Prepared By: Meagan Beekman, City Planner Council Meeting Date: February 11, 2013 Planning Case 12-019— 1201 County Road E Development Agreement Budgeted Amount: Actual Amount: Funding Source: NA NA NA Recommendation: Approve the Development Agreement for the Master and Final PUD regarding the redevelopment of 1201 County Road E based on the December 17, 2012, Council approval of Planning Case 12-019. Supportinjj Documents: 1. Memorandum from Meagan Beekman, dated February 11, 2013 2. Revised Plan Set 3. Development Agreement ��I -APi DEN�HILLS MEMORANDUM DATE: February 11, 2013 TO: Honorable Mayor& City Councilmembers Patrick Klaers, City Administrator FROM: Meagan Beekman, City Planner SUBJECT: Planning Case#12-019 Applicant: 1201 County Road E LLC and TAT Properties LLC Property Location: 1201 West County Road E Subject: 1201 County Road E Development Agreement Approval Requested Action Motion to approve the Development Agreement for the Master and Final PUD regarding the redevelopment of 1201 County Road E based on the December 17, 2012, Council approval of Planning Case 12-019. Background On December 7, 2012, the City Council approved Planning Case 12-019 to allow the redevelopment of 1201 County Road E into 75 apartment units and approximately 20,000 square feet of retail. The Council added two conditions of approval at the meeting: 1. Two of the EU-B units shall be converted into a one bedroom unit. 2. Up to 25 surface parking stalls may be held as proof of parking subject to the discretion of the property owner. The approval also required the property owners to dedicate up to 18 feet of the western side of the property to a shared access easement that would allow a shared access to be constructed at City of Arden Hills City Council Meeting for February 11, 2013 P:IPlannin&lanning Cases 12012112-019-1201 County Road E-PUD Master and Final Plan Development Agreement ApprovahMemo.docx Page 1 of 2 some time in the future, and to amend their site plans to accommodate the shared access layout. The property owner has revised their plan to show the shared access layout as well as the reduction from 75 to 74 units. The site will be constructed to accommodate a future western shared access, and the property owner will close their existing western driveway and connect to the shared access at the time it is constructed. The parking lot has been shifted to the east in anticipation of the future shared access (Attachment A). City Staff and the City Attorney have prepared a development agreement addressing the conditions of approval (Attachment B). Staff Recommendation Staff recommends approval of the Development Agreement for the Master and Final PUD regarding the redevelopment of 1201 County Road E based on the December 17, 2012, Council approval of Planning Case 12-019. Requested Action Motion to approve the Development Agreement for the Master and Final PUD regarding the redevelopment of 1201 County Road E based on the December 17, 2012, Council approval of Planning Case 12-019. Attachments A. Revised Plan Set B. 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REQUEST FOR MASTER AND FINAL PLANNED UNIT DEVELOPMENT ("PUD") APPROVAL. The Developer has applied to the City for approval of a PUD for 1201 County Road E, situated in the City of Arden Hills, County of Ramsey,State of Minnesota, and legally described as follows ("Site"): All that part of the South % of the Southeast % of the Southeast %, Section 27, Township 30, Range 23, lying between the Northerly right of way limits of U.S. Highway No. 10, and the Southerly right of way limits of the Minneapolis, St. Paul and Sault Ste. Marie Railroads, and the Westerly right of way limits of Lexington Avenue and Easterly of the West 250 feet of said Southeast % of the Southeast % of Section 27, Township 30, Range 23, according to the plat thereof on file or of record in the office of County Recorder, Ramsey County, Minnesota. 2. CONDITIONS OF PUD APPROVAL. The City hereby grants approval to the Developer's requested PUD (identified in Plans A through K) incorporated herein by paragraph 6 of this Agreement ("Plans"); provided the Site is 100124732 1 improved in compliance with the terms and conditions of this Agreement, and City Resolution No. 2012-052, adopted by the Arden Hills City Council on the 17th day of December, 2012, a true and correct copy of which is attached hereto as Exhibit C. 3. RIGHT TO PROCEED. Within the Site, except pursuant to permits issued by the City,the Developer may not grade or otherwise disturb the earth, remove trees, construct sewer lines, water lines, streets, utilities, public or private improvements, or modify or construct 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 (as defined below) has been received by the City, 3) this Agreement has been recorded with the Ramsey County Recorder or Registrar of Titles, and 4) the City Planner has issued a letter stating that conditions 1 through 3 herein have been satisfied and that the Developer may proceed. Provided item 4 has been satisfied, the City Engineer will issue the Developer a letter authorizing the Developer to proceed with improvements to the Site. 4. [Reserved]. 5. PROPOSED REDEVELOPMENT AND REDEVELOPMENT PLANS. The Developer intends to remodel the existing structure and construct a 74-unit residential apartment on the Site, consisting of 19 efficiency units, 6 one-bedroom units, 18 two-bedroom units, and 31 three to four-bedroom units, with 20,000 square feet of retail or commercial use, as shown and detailed in the Plans. The Developer shall install full kitchens (including counter top, sink, refrigerator, base cabinet drawers, and a range/oven) in each unit. As reflected in the Plans and except as expressly approved herein, Developer shall modify the existing structures and Site to comply with current building code requirements. The Developer shall provide the following amenities: a fitness center, wi-fi lounge, theater room, gaming room, indoor bicycle parking, and storage for tenants on each floor. All four floors of the building would be constructed contemporaneously (not in phases). The former McGuire's restaurant and banquet facilities is in the process of being converted to approximately 20,000 square feet of retail but the interior retail conversion will not be finalized or completed until the actual tenants' needs are determined. As part of the conversion, the exterior fagade of the western half of the south side of the building would be modified to accommodate the retail bays. The Developer shall make improvements including a complete reconstruction of the existing parking lot, inclusion of stormwater ponding, curb, gutter, lighting, and parking lot islands with landscaping, as well as additional landscaping throughout the Site. The Developer shall provide parking stalls in front of the retail bays and remove the bituminous drive aisle in front of the hotel portion of the building and landscape that area. The center driveway will be removed and the easternmost access will remain in its current location. The Developer shall remove the front portico. The work detailed in this Section 5 and the �I Plans is referred to as the "Improvements". The Developer intends to develop the eastern two acres of the Site into retail or other commercial uses. Developer acknowledges that any future development of the eastern two acres will require a separate application to the City. 6. TERMS AND CONDITIONS. A. The Developer shall complete the exterior Improvements to the retail and commercial portion of the building by September 30, 2013 or the City's approval shall expire unless extended by approval from the City Council. An extension request must be submitted in writing to the City at least forty-five (45) days prior to the expiration date. B. The Developer shall obtain a certificate of occupancy for the multi-family units within one year of the Effective Date, or the PUD approval shall expire, unless extended by the City Council prior to the approval's expiration date. Extension requests must be submitted in writing to the City at least 45 days prior to the expiration date. C. The Site shall be developed in accordance with the Application and Supporting Materials (attached hereto as Exhibit D), the terms and conditions accompanying Council approval ("Resolution") attached hereto as Exhibit C, and with this Agreement and the following Plans. Any significant changes to the Plans, as reasonably determined by the City Planner, shall require review and approval by the Planning Commission and City Council.The Plans shall not be attached to this Agreement. The Plans will be prepared and submitted to the City for approval.The City must approve the Plans before commencement of any work on the Site. If a conflict exists between this Agreement, the Plans, Application, Resolution or Supporting Materials, the conflict will be resolved according to the following priority: the written terms of this Agreement shall control, then the Plans, Resolution, Supporting Materials and Application. The required Plans are: � Plan A—Title Sheet and Notes Plan B—Final Grading, Drainage, and Erosion Control Plan Plan C—Utility Plan Plan D—Details Plan Plan E—Dimensional Site Plan Plan F—Informational Site Plan Plan G—Floor Plans Plan H—Exterior Elevations Plan Plan I—Landscape Plan Plan J—Photometric Plan Plan K—Stormwater Drainage Report D. All Improvements illustrated on the approved Plans, as amended by any conditions of approval, shall be completed prior to the issuance of a Certificate of Occupancy for the multi-family units. E. Unless and until the shared access is completed in accordance with this Section 6.E and Section 6.F, the Developer may continue to access the Site from the existing westernmost access along County Road E. After issuance of the certificate of occupancy contemplated by this Agreement, at the City's request, within ten years and in conjunction with the construction of the shared access by others, the Developer shall close the westernmost access to County Road E and relocate to a shared access along the western side of the Site and modify its parking lot and access lanes solely at its own costs as shown in the Plans. The cost of construction of the shared access (except the costs expressly allocated to Developer pursuant to the preceding sentence) will be at no cost or expense to Developer; provided, however, that Developer will pay its assessed share of the shared access construction cost if and only if the City pays for the construction of the shared access and assesses those costs as district wide assessments. F. After issuance of the certificate of occupancy contemplated by this Agreement, at the City's request, within ten years and in conjunction with the construction of the shared access, the Developer shall grant an easement over up to 15 feet of the western most edge of the Site pursuant to a mutually acceptable shared access easement agreement allowing adjacent properties ingress and egress, as well as for the purposes of construction of the shared access improvements, provided that at similar access is granted by the neighboring owners to Developer by easement. G. Prior to or contemporaneously with issuance of development permits contemplated by this Agreement, the Developer shall provide a roadway and utility easement, as reflected on the Plans and subject to the approval of Ramsey County, in favor of Ramsey County. H. Prior to or contemporaneously with issuance of development permits contemplated by this Agreement, the Developer shall provide an 8-foot sidewalk easement, as reflected on the Plans, subject to the approval of the City Engineer, in favor of the City. I. Prior to or contemporaneously with issuance of development permits contemplated by this Agreement, the Developer shall provide a gateway sign easement for the purpose of placing one gateway sign and related landscaping and lighting, as reflected on the Plans, in favor of the City. The gateway sign placed by the City shall not exceed 75 square feet on one face, and shall not exceed six feet in height. Any gateway sign will be installed at no cost to Developer. J. The Developer and any property manager shall participate in the Crime Free Multi-Family Housing Program. K. The security plan shall be implemented by the Developer, and inspected and approved by the Ramsey County Sheriff's Department prior to the issuance of a Certificate of Occupancy. L. The Developer shall comply with the Building Official and Fire Marshal's written comments dated November 20, 2012, a true and correct copy of which is attached hereto as Exhibit A. M. The Site shall comply with Chapter 1306, Special Fire Protection Systems, of the State Building Code, which requires the installation of a fire sprinkler protection system that complies with NFPA 13, subject to the approval of the Fire Marshal. N. Fire Hydrants shall be located within 150 feet of the Fire Department Connections (FDC) to each building. 0. The Site shall comply with all provisions of Chapter 14 of the City Code regarding property maintenance, subject to the approval of the Building Official. P. The Developer shall consult with the County regarding sidewalk placement to ensure that the sidewalk placement will work with the County Road E and Lexington Avenue intersection's geometric changes planned for the future. Q. The Developer agrees to waive its right to appeal future assessments related to the installation of landscaping, street lighting, benches, and other features associated with the County Road E streetscape improvements, in an amount not to exceed $200 per linear foot of County Road E street frontage provided that the Site shall be assessed in the same manner as other similarly situated properties along both sides of County Road E. This Agreement shall constitute a petition for the improvement and waiver to the amount specified, but project assessments that exceed $200 per linear foot of County Road E street frontage may be appealed as allowed by law. R. The Developer shall provide to the City necessary temporary construction easements for implementing the County Road E streetscape improvements, provided the City repair and replace any disturbances or damages caused on Developer's property and provided further that the City's use of these temporary easements will not materially interfere with Developer's or its tenants' use of the Site. S. Up to 25 of the existing surface parking stalls may, at the Developer's option, be converted to green space by Developer; provided that the Developer retains the option of converting the space back to parking. 7. IMPROVEMENTS. The Developer shall install and pay for the following at the Site: A. Private Sanitary Sewer Connections B. Private Water Connections C. Private Storm Sewer Connections D. Private Drive Aisles and Parking Lots E. Concrete Curb and Gutter F. Site Grading, Ponding and Erosion Control G. Landscaping H. Underground Utilities Subject to the terms of this Agreement, the Improvements shall be installed in accordance with City ordinance and policies, this Agreement and the Plans. Work on the Site shall comply with any City regulations prohibiting grading, construction activity, and the use of power equipment between the hours of 9 o'clock p.m. and 7 o'clock a.m. The Developer shall submit plans and specifications for permit which have been prepared by a registered professional engineer to the City for approval by the City Engineer which approval shall be provided on the condition that such submittals comply with the Plans and this Agreement. The Developer shall instruct its engineer to provide adequate field inspection personnel to assure an acceptable level of quality control. In addition, the City may, at the City's discretion and at the Developer's expense, have one or more City inspectors and a soil engineer inspect the work as the City may reasonably determine. The Developer, its contractors and subcontractors, shall follow all reasonable instructions received from the City's inspectors which are not contrary to this Agreement and are in accordance with State law and the applicable building codes. The Developer's representative shall provide for on-site project management. The Developer's representative is responsible for design changes and contract administration. The Developer or its representative shall schedule a pre-construction meeting at a mutually agreeable time at the City Hall 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 Developer shall supply the City with a complete set of full sized mylar as built site plans, Autocad digital files of as built site plans based upon the Ramsey County coordinate system, and a PDF version of as built site plans, all prepared in accordance with City standards. Promptly after completion of the Improvements in accordance with this Agreement and the Developer satisfying the requirements of this Section, the City will furnish the Developer with a Certificate of Completion in recordable form substantially in the form of Exhibit B. Such Certificate of Completion shall be a conclusive determination of satisfaction and termination of the agreements and covenants in this Agreement with respect to the Developer's obligations to construct the Improvements (but not the obligations related to the shared access,the sidewalk easement and payment, or the County roadway easement). If the City shall refuse or fail to provide a Certificate of Completion in accordance with the provisions of this Section, the City shall, within ten (10) days after written request by the Developer, provide the Developer with a written statement, indicating in adequate detail in what respects the Developer has failed to complete the Improvements in accordance with the provisions of the Agreement,or is otherwise in default, and what measures or acts will be necessary, in the opinion of the City,for the Developer to perform in order to obtain a Certificate of Completion. 8. PERMITS. The Developer shall obtain or require its contractors and subcontractors to obtain all necessary permits,which may include: • Minnesota Department of Health for Watermains • MPCA Sanitary Sewer Extension Permit • MPCA-NPDES Construction Stormwater Permit • DNR for Dewatering • Rice Creek Watershed District Permit • City of Arden Hills Grading and Erosion Control Permit • City of Arden Hills Building Permits 9. DEWATERING. Due to the variable nature of groundwater levels and stormwater flows, it will be the Developer's and the Developer's contractors and subcontractors responsibility to satisfy themselves with regard to the elevation of groundwater in the area and the level of effort needed to perform dewatering and storm flow routing operations. All dewatering shall be in accordance with all applicable county, state, and federal rules and regulations. DNR regulations regarding appropriations permits shall also be strictly followed. 10. TIME OF PERFORMANCE. The Developer shall install all required Improvements for the Site as contemplated by Sections 5 and the approved Plans within one year after the Effective Date, or the City's approval shall expire unless extended by approval from the City Council. An extension request must be submitted in writing to the City at least forty-five (45) days prior to the expiration date. 11. LICENSE. The Developer hereby grants the City, its agents, employees, officers and contractors a temporary license to enter and to perform all work and inspections deemed appropriate by the City in conjunction with the redevelopment of the Site. 12. EROSION CONTROL. Prior to initiating any other work on the Site, the erosion control measures shown on Plan B shall be in place and inspected and approved by the City. The City may impose additional erosion control requirements if reasonably required. All areas disturbed by the excavation and backfilling operations shall be restored in accordance with the requirements of all applicable permits including MPCA, NPDES, Arden Hills Grading and Erosion Control, and RCWD construction permits. All landscape plan grassed areas shall be seeded, fertilized, mulched, and disc anchored as necessary for seed retention, or sodded. The parties recognize that time is of the essence in controlling erosion. If the Developer does not comply with the erosion control plan and schedule or supplementary written instructions received from the City, the City may take such action as it deems appropriate to control erosion.The City will notify the Developer in advance of any proposed action, but failure of the City to do so will not affect the Developer's and City's rights or obligations hereunder. If the Developer does not reimburse the City for any cost the City incurred for such work within thirty (30) days, the City may draw down the letter of credit to pay any such costs. No development, utility or street construction will be allowed and no building permits will be issued unless the Site is in full compliance with the approved erosion control plan. 13. GRADING PLAN. The Site shall be graded in accordance with the approved grading development and erosion control plan, Plan "B". The plan shall conform to City of Arden Hills specifications. Prior to the Developer obtaining a certificate of occupancy, the Developer shall provide the City with an "as constructed" grading plan certified by a registered land surveyor or engineer that all ponds,swales, and storm sewers have been constructed in accordance with the Plans. Notwithstanding the foregoing, the City may issue building permits to the Developer, prior to completion of all grading, provided the City Engineer has determined that adequate erosion control measures are in place. The "as built" site plans shall include field verified elevations of the following: a) cross sections of privately built ponds; and b) location and elevations along all swales,wetlands, wetland mitigation areas if any, storm sewers, locations and dimensions of borrow areas/stockpiles, and other Improvements as shown on Plan "B". 14. CLEAN UP. The Developer shall clean dirt and debris from streets that has resulted from construction work by the Developer, subcontractors, their agents or assigns. Prior to any construction the Developer shall identify in writing a responsible party and schedule for erosion control, street cleaning,and street sweeping. 15. CITY ENGINEERING ADMINISTRATION AND CONSTRUCTION OBSERVATION. The Developer shall pay all applicable permit fees and city costs of administration, inspection and consultants. Developer shall provide a $10,000 escrow,which is separate and in addition to any other escrow funds for this development. 16. CLAIMS. In the event that the City receives claims from labor, material, or others that work to complete the sanitary sewer, watermain, erosion control, landscaping and irrigation required by this Agreement has been performed,the sums due them have not been paid, and the laborers, material, or others are seeking payment from the City, the Developer hereby authorizes the City to commence an Interpleader action pursuant to Rule 22, Minnesota Rules of Civil Procedure for the District Courts,to draw upon the letters of credit in an amount up to 125 percent of the claim(s) and deposit the funds in compliance with the Rule, and upon such deposit, the Developer shall release, discharge, and dismiss the City from any further proceedings as it pertains to the letters of credit deposited with the District Court, except that the Court shall retain jurisdiction to determine attorneys' fees pursuant to this Agreement. 17. SANITARY SEWER,WATER AND STORM SEWER TRUNK FEES. There will be no trunk fees due. 18. PARK DEDICATION. There are no park dedication requirements for the development. 19. LANDSCAPING. Landscaping and irrigation shall be installed on the Site in accordance with the approved Landscape Plan. The Developer shall submit the Security (defined in Section 22 below) to the City Attorney which is in the amount of 125 percent of the cost of materials and installation of the landscaping plan prior to the City issuing any development permits. The City shall retain the Security for at least two years after full implementation of the landscaping plan; provided, however, that if the Landscaping is acceptable on the first anniversary of full implementation,the City will permit Developer to reduce the the Security by 50%. The Security shall only be released upon successful inspection of the landscaping by the City Planner, which shall only occur during the growing season. 20. SIDEWALK. The Developer shall pay the cost of materials and installation of the sidewalk along County Road E. Developer will deposit an escrow with the City of fifty thousand dollars ($50,000) upon execution of this Agreement as escrow for the cost of the sidewalk. Notwithstanding anything to the contrary, Developer's obligation related to the sidewalk along County Road E will not exceed fifty thousand and no dollars ($50,000). Developer will not have to pay and the escrowed funds will not be used for the relocation of the utility box required to install the sidewalk; provided, however, that Developer will pay its assessed share of the cost of relocating the utility box if and only if the City pays for relocation of the utility box and assesses those costs as district wide assessment. If any of the funds escrowed pursuant to this Section are not necessary to construct the sidewalk, the funds will be released to Developer within 30 days of completion of the sidewalk. If the escrowed funds have not been applied to the costs of the sidewalk prior to the fifth anniversary of this Agreement, the City will refund those amounts to the Developer. The City will use reasonable diligence to complete the sidewalk as soon as reasonably prudent. The City agrees to obtain at least three firm bids or quotes for all work related to the sidewalk and to use the least expensive bids or quotes. 21. SPECIAL PROVISIONS.The following special provisions shall apply to the development: A. Notwithstanding that these factors and conditions may not comply with the city's existing zoning code,the following("PUD flexibility') are hereby approved: • Parking setbacks as shown on the Plans. • Minimum dwelling unit size for 40 of the 74 units as proposed in the Plans. • Parking stalls as shown on the Plans need not be enclosed. • The number of efficiency units shall be allowed as shown on the Plans. • Landscaping and tree planting shall be authorized and required as shown on the Plans, B. The Developer shall submit the Site construction documents in electronic format. The electronic format shall be Autocad file. 22. SUMMARY OF SECURITY REQUIREMENTS. To guarantee compliance with the terms of this Agreement, payment of the costs of related to SAC, WAC and the Landscaping Plan, the Developer shall furnish the City with a letter of credit, in a form reasonably acceptable to the City,from an FDIC insured bank("Security')for$62,500. The bank shall be subject to the approval of the City Administrator. The City may draw down the Security, upon thirty (30) business days prior written notice to the Developer for any violation of the terms of this Agreement. Amounts drawn shall not exceed the amounts necessary to cure to the default. If the required 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 Improvements have been completed and financial obligations to the City have been satisfied and subject to Section 19,with City approval the Security may be reduced from time to time by ninety percent(90%)of the financial obligations that have been satisfied. At least,ten percent(10%)of the amounts certified by the Developer's representative shall be retained as Security until all Improvements have been completed, all financial obligations to the City satisfied,the required "as constructed"site plans have been received by the City,and the public I Improvements are accepted by the City Council. The City standard specifications for utilities and street construction outline i procedures for Security reductions. 23. Intentionally Omitted. 24. RESPONSIBILITY FOR COSTS. A. Except as otherwise specified herein, the Developer shall pay all reasonable costs incurred by it or the City in conjunction with the development of the Site. The City will provide monthly invoices to the Developer for any costs incurred by the City. 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 Developer's or its agents' negligent actions.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(but only if Developer fails to indemnify in accordance with the preceding sentence). C. Each party shall reimburse the other for reasonable costs incurred in the enforcement of this Agreement, including engineering and attorneys'fees. D. The Developer 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. E. 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. If the bills are not paid on time, the City may halt development and construction until the bills are paid in full. If Developer disputes a bill in good faith, the parties will attempt to negotiate a resolution in good faith and the City may allow the Developer to continue to make Improvements during such negotiations. Undisputed bills not paid within thirty (30) days shall accrue interest at the rate of eighteen percent(18%) per year. 25. DEVELOPER'S DEFAULT. In the event of default by the Developer continuing for 30 days after written notice of default is served on Developer by the City as to any of the sanitary sewer, watermain, erosion control, landscaping and irrigation 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 I an 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. 26. MISCELLANEOUS. A. Third parties shall have no recourse against the City or Developer under this Agreement. B. Breach of the terms of this Agreement by the Developer shall be grounds for denial of building permits. C. 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. D. The action or inaction of either party 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 failure to promptly take legal action to enforce this Agreement shall not be a waiver or release. E. This Agreement shall run with the land and will be recorded against the title to the Site. The Developer covenants with the City, its successors and assigns,that the Developer is well seized in fee title of the Site. F. 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. G. Prior to issuance of the initial Certificate of Occupancy, the Developer may not assign this Agreement without the written permission of the City Council. The Developer's obligation hereunder shall continue in full force and effect against successors or assigns of Developer if the Developer sells the entire development, or any part of it. If a successor or assign of Developer assumes all obligations of Developer remaining pursuant to this Agreement in a writing delivered to the City, the City will release Developer from this Contract or any part of it. 27. 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 addresses: TAT Properties, LLC, c/o The Davidson Companies, Inc. Attn: Rob Davidson,3900 Northwoods Drive Suite 125,St. Paul, MN. 55112 and 1201 County Road E, LLC,c/o StuartCo,Attn:Stuart Nolan, 1000 W. 801h Street, Bloomington, MN 55420. 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:Arden Hills City Hall, 1245 Highway 96 W,Arden Hills, Minnesota 55309. 28. Insurance. The Developer will provide and maintain or cause to be maintained at all times during the process of constructing the Improvements and, from time to time at the request of the City, will furnish the City with proof of payment of premiums on: (1) Workers' compensation insurance, required by law, if any. (3) Comprehensive general liability insurance. The City shall be named as an additional insured on the general liability coverage to the extent of its interest and the City shall be protected in form and content reasonably satisfactory to the City. All insurance required in this Section shall be taken out and maintained in responsible insurance companies selected by the Developer which are authorized under the laws of the State to assume the risks covered thereby. If possible, each policy shall contain a provision that the insurer shall not cancel it without giving prior written notice to the Developer and the City. Not less than fifteen (15) days prior to the expiration of any policy,the Developer shall furnish the City evidence satisfactory to the City that the policy has been renewed or replaced by another policy conforming to the provisions of this Section, or that there is no necessity therefore under the terms hereof. In lieu of separate policies, the Developer may maintain a single policy, blanket or umbrella policies or a combination thereof, having the coverage required herein, in which event the Developer shall deposit with the City a certificate or certificates of the respective insurers as to the amount of coverage in force upon the Improvements. 29. Force Majeure. Neither party shall be liable to the other for delay in any performance or failure to render any performance under this Agreement and all deadlines will be extended during any such period of delay when such delay or failure is beyond the reasonable control of, and without intentional wrong doing or bad faith of,the party asserting the claim of force majeure. A"Force Majeure" shall include, but not be limited to, any acts of God, strikes, lockouts or other labor disputes or industrial disturbances, civil disturbances, shortages of raw materials or energy, acts, directives or binding orders of any court or governmental authority or person purporting to act therefor and such orders or regulations (regardless of the validity of such order or regulation) of governmental bodies or agencies asserting jurisdiction as would inhibit or prohibit performance required by this Agreement. In the event of a Force Majeure with respect to a party to this Agreement, the other party will be correspondingly relieved of its obligations to perform pursuant to this Agreement as long as such Force Majeure shall be continuing. [Remainder of page intentionally left blank. Signatures on next page.] City Signature page to Redevelopment Contract and PUD Agreement 1201 County Road E CITY OF ARDEN HILLS BY: David Grant, Mayor (SEAL) BY: Pat Klaers, City Administrator STATE OF MINNESOTA ) (ss. COUNTY OF RAMSEY ) The foregoing instrument was acknowledged before me this day of February, 2013, by David Grant and by Pat Klaers, respectively the Mayor and City Administrator of the City of Arden Hills, a Minnesota municipal corporation, on behalf of the corporation and pursuant to the authority granted by its City Council. NOTARY PUBLIC Developer Signature page to Redevelopment Contract and PUD Agreement 1201 County Road E DEVELOPER: TAT PROPERTIES, LLC BY: Robin Davidson, Its Chief Manager STATE OF MINNESOTA ) (ss. COUNTY OF Ramsey ) The foregoing instrument was acknowledged before me this day of February, 2013, by Robin Davidson,the Chief Manager of Tat Properties, LLC, a Minnesota limited liability company, on behalf of the company. NOTARY PUBLIC Developer Signature page to Redevelopment Contract and PUD Agreement 1201 County Road E 1201 COUNTY ROAD E, LLC BY: Courtney Dunlay, Its Manager and Governor STATE OF MINNESOTA ) ( ss. COUNTY OF Hennepin ) The foregoing instrument was acknowledged before me this day of February, 2013, by Courtney B. Dunlay the Governor andManager of 1201 County Road E, LLC, a Minnesota limited liability company, on behalf of the company. NOTARY PUBLIC DRAFTED BY: CAMPBELL,KNUTSON Professional Association 317 Eagandale Office Center 1380 Corporate Center Curve Eagan, MN 55121 Telephone: (651)452-5000 EXHIBIT A it FIRE MARSHALL COMMENTS (See Attached) i EXHIBIT B FORM OF CERTIFICATE OF COMPLETION WHEREAS,the City of Arden Hills, Minnesota, a municipal corporation (the "City") and TAT Properties, LLC, a Minnesota limited liability company and 1201 County Road E, LLC, a Minnesota limited liability company(collectively the "Developer"), are parties to that certain Redevelopment Contract and Planned Unit Development Contract ("Redevelopment Agreement")concerning the following described land in County of Ramsey and State of Minnesota, to-wit: [Insert Legal description] WHEREAS,said Redevelopment Agreement contained certain covenants and restrictions,the breach of which by Developer, its successors and assigns, would result in rights and claims by the City, its successors and assigns, said covenants and restrictions being set forth in said Redevelopment Agreement;and WHEREAS, said Developer has performed said covenants and conditions insofar as it is able in a manner deemed sufficient by the City to permit the execution and recording of this certification; NOW,THEREFORE,this is to certify that construction of the Improvements specified to be done and made by the Developer have been completed and the above covenants and conditions in said Redevelopment Agreement have been performed by the Developer therein and that the provisions entry and claim of breach by the City therein is hereby released absolutely and forever, and the County of Ramsey and State of Minnesota are hereby authorized to accept for recording and to record this instrument, and the filing of this instrument shall be a conclusive determination of the satisfactory termination of the covenants and conditions of the Redevelopment Agreement (with the exception of covenants related to shared access on the Western edge of said property). Dated: 20_ CITY OF ARDEN HILLS BY: Mayor BY: City Administrator STATE OF MINNESOTA ) (SS. COUNTY OF RAMSEY ) The foregoing instrument was acknowledged before me this day of 20_, by and by to me personally known and who by me duly sworn did say that they are the Mayor and City Administrator, respectively, of the City of Arden Hills, a Minnesota municipal corporation, and acknowledged the foregoing instrument on behalf of said City. NOTARY PUBLIC This instrument was drafted by: DRAFTED BY: CAMPBELL,KNUTSON Professional Association 317 Eagandale Office Center 1380 Corporate Center Curve Eagan, MN 55121 Telephone: (651)452-5000 JJJ EXHIBIT C COUNCIL RESOLUTION EXHIBIT D APPLICATION AND SUPPORTING MATERIALS