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HomeMy WebLinkAbout09(A) - Resolution Approving the Final Plat, Development Agreement, and Extension to the Recording Deadline for Jeffers Pond 10th Addition City of Prior Lake | 4646 Dakota Street SE | Prior Lake MN 55372 CITY COUNCIL AGENDA REPORT ITEM: 9A MEETING DATE: February 27, 2024 PREPARED BY: Casey McCabe, Community Development Director PRESENTED BY: Casey McCabe AGENDA ITEM: Resolution Approving the Final Plat, Development Agreement, and Extension to the Recording Deadline for Jeffers Pond 10th Addition RECOMMENDED ACTION: Approval of a resolution approving the Final Plat and Development Agreement for Jeffers Pond Tenth Addition. BACKGROUND: Rachel Development, Inc., on behalf of the property owner Jeffers Foundation, has applied for approval of a final plat to be known as Jeffers Pond Tenth Addition. The subject property is located in the southwest corner of the CSAH 42 and CSAH 21 intersection, northeast of Fountain Hills Drive NW (PID is 254371701). On February 27, 2023 the City Council approved a Major Planned Unit Development (PUD) Amendment for a 140-unit multi-family apartment building and a future commercial area to accommodate up to 35,000 square feet of commercial uses on this property. Current Circumstances The final plat consists of one (1) developable lot of 9.257 acres for the multi-family housing project (Lot 1, Jeffers Pond Tenth Addition) and one (1) Outlot of 2.023 acres that will be reserved for future commercial development (Outlot A, Jeffers Pond Tenth Addition). The development also includes the dedication of a conservation easement of approximately 2.063 acres to the Prior Lake Spring Lake Watershed District over a portion of Lot 1. Issues The developer is requesting the following extensions along with approval of the final plat and Development Agreement. Final Plat and Development Agreement Recording Deadline Extension – The applicant is hopeful to start construction of the multi-family apartment building in 2024; however, due to the uncertainty in the market and higher financing costs, the applicant is requesting a nine (9) month extension to the standard 90-day requirement to record the final plat and Development Agreement to provide flexibility to adapt to market conditions in the coming year. Prior Lake City Code Subsection 1002.305 (Recording Final Plat And Development Agreement) states, if the final plat and Development Agreement are approved by the City Council, the subdivider shall record both documents with the County Recorder or Registrar within ninety (90) days after said approval. The final plat shall be considered void if not recorded within the ninety (90) days provided for herein unless a request for a time extension is submitted in writing prior to the expiration of the ninety (90) day period and approved by the City Council. The applicant is Item 9A Page | 2 requesting a nine (9) month extension, for a total of one (1) year, to record the final plat and Development Agreement. PUD Extension – On February 27, 2023 the City Council approved a Major PUD Amendment for a 140-unit multi-family apartment building and a future commercial area to accommodate up to 35,000 square feet of commercial uses. Prior Lake City Code Subsection 1132.1204 (Effect of Approval by the City Council of a Final PUD Plan) states, if substantial development has not occurred within 12 months after approval of the Final PUD Plan, the City Council may instruct the Planning Commission to initiate rezoning to the original Zoning District. Although rezoning is not automatically triggered due to inactivity and the city is not required to initiate rezoning, the applicant is requesting the city not initiate rezoning over the next one (1) year to align with the request for extension of the final plat and Development Agreement recording deadline. Conclusion The principal requirements for final plat approval include a Development Agreement (attached) that specifies the development fees and other requirements for the development. The attached Development Agreement identifies the appropriate 2024 development fees; however, should this plat and Development Agreement be recorded in 2025, the attached Development Agreement identifies the appropriate 2025 development fees shall apply. Staff is recommending approval of the final plat and Development Agreement subject to several conditions identified on the resolution, which shall be met by the developer prior to release and recording of the final plat or issuance of a grading or building permit for any work on the site. The attached resolution provides for an extension of nine (9) months to the standard 90 days, for a total of one (1) year, to record the final plat and Development Agreement. The resolution also states the City shall not initiate rezoning of the PUD due to inactivity over the next 12 months. FINANCIAL IMPACT: Approval of the final plat will facilitate the construction of a 140-unit multi-family market rate apartment building which will contribute to and diversify the city's property tax base. ALTERNATIVES: 1. Motion and second to approve a resolution approving the Final Plat and Development Agreement for Jeffers Pond Tenth Addition. 2. Motion and second to deny the Final Plat and Development Agreement for Jeffers Pond Tenth Addition. 3. Motion and second to table the item and provide the applicant with direction. ATTACHMENTS: 1. Resolution 2. Location Map 3. Final Plat 4. Development Agreement 5. Applicant Narrative 4646 Dakota Street SE Prior Lake, MN 55372 RESOLUTION 24-___ A RESOLUTION APPROVING THE JEFFERS POND TENTH ADDITION FINAL PLAT AND DEVELOPMENT AGREEMENT Motion By: Second By: WHEREAS, WHEREAS, Rachel Development, Inc. (the “Developer”), on behalf of Jeffers Foundation (the “Property Owner”), has submitted an application to the City of Prior Lake for approval of a final plat and Development Agreement for Jeffers Pond Tenth Addition; and Jeffers Pond Tenth Addition is a replat of Outlot C, Jeffers Pond First Addition, (PID 254371701); and WHEREAS, the City Council has found that the final plat of Jeffers Pond Tenth Addition is in substantial compliance with the approved plat of Jeffers Pond First Addition. NOW THEREFORE, BE IT HEREBY RESOLVED BY THE CITY COUNCIL OF PRIOR LAKE, MINNESOTA as follows: 1. The recitals set forth above are incorporated herein as if fully set forth. 2. The final plat of Jeffers Pond Tenth Addition is approved subject to the following conditions, which shall be met by the Developer prior to release and recording of the final plat or issuance of a grading or building permit for any work on the site: a. A current title opinion or commitment of title insurance is submitted acceptable to the City Attorney. b. Payment of all fees prior to release of the final plat mylars. c. Three mylar sets of the final plat with all required signatures are submitted. d. The Conservation Easement in favor of the Prior Lake Spring Lake Watershed District shall be recorded at Scott County. e. All comments from the city engineering/public works memorandum dated November 10, 2023 and the Prior Lake Spring Lake Watershed District memorandums dated November 8, 2023 and December 19, 2023 shall be satisfied. f. A grading permit has been obtained from the City Engineering Department. g. All required permits from other state or local agencies as applicable have been obtained. 3. The final plat and all pertinent documents must be filed with Scott County within 12 months from the date of final plat approval. Failure to record the documents by February 27, 2025 will render the final plat null and void. 4. The City shall not initiate rezoning of the previously approved Major Planned Unit Development Amendment due to inactivity over the next 12 months. 5. The Mayor and City Manager are hereby authorized to execute the Development Agreement on behalf of the City. 2 Passed and adopted by the Prior Lake City Council this 27th day of February 2024. VOTE Briggs Braid Burkart Churchill Lake Aye ☐ ☐ ☐ ☐ ☐ Nay ☐ ☐ ☐ ☐ ☐ Abstain ☐ ☐ ☐ ☐ ☐ Absent ☐ ☐ ☐ ☐ ☐ __________________________ Jason Wedel, City Manager SAMBATEK, INC. ENGINEERING, PLANNING AND LAND SURVEYING SECTION 27, TOWNSHIP 115 N, RANGE 22 W, SCOTT COUNTY, MINNESOTA N.T.S. VICINITY MAP JEFFERS POND TENTH ADDITION KNOW ALL PERSONS BY THESE PRESENTS: That Jeffers Foundation, a non-profit corporation under the laws of Minnesota, fee owner of the following described property situated in the County of Scott, State of Minnesota, to wit: All that part of Outlot C, JEFFERS POND FIRST ADDITION, according to the recorded plat thereof, Scott County, Minnesota, lying westerly and northwesterly of the following described line: Commencing at the northeast corner of Section 27, Township 115, Range 22 said Scott County; thence on an assumed bearing of South 88 degrees 59 minutes 23 seconds West, along the north line of the Northeast Quarter of said Section 27, a distance of 206.70 feet to the point of beginning; thence South 26 degrees 21 minutes 52 seconds West, a distance of 568.80 feet; thence South 56 degrees 43 minutes 52 seconds West, a distance of 271.19 feet; thence South 17 degrees 44 minutes 52 seconds West, a distance of 106.71 feet; thence South 11 degrees 54 minutes 40 seconds East, a distance of 67.41 feet to the northerly right of way line of Fountain Hills Drive as delineated and dedicated on said JEFFERS POND FIRST ADDITION and there terminating. Has caused the same to be surveyed and platted as JEFFERS POND TENTH ADDITION and does hereby donate and dedicate to the public for public use forever the easements as shown on this plat for drainage and utility purposes only. In witness whereof said Jeffers Foundation, a non-profit corporation, has caused these presents to be signed by its proper officer this day of , 20 . Signed: Jeffers Foundation By: , it's STATE OF MINNESOTA COUNTY OF The foregoing instrument was acknowledged before me this day of , 20 , by , the of Jeffers Foundation, a non-profit corporation under the laws of Minnesota. Notary Public, County, Minnesota My Commission Expires I Jared J. Averbeck do hereby certify that this plat was prepared by me or under my direct supervision; that I am a duly Licensed Land Surveyor in the State of Minnesota; that this plat is a correct representation of the boundary survey; that all mathematical data and labels are correctly designated on this plat; that all monuments depicted on this plat have been, or will be correctly set within one year; that all water boundaries and wet lands, as defined in Minnesota Statutes, Section 505.01, Subd. 3, existing as of the date of this certificate are shown and labeled on this Plat; and all public ways are shown and labeled on this plat. Dated this day of , 20 . Jared J. Averbeck, Licensed Land Surveyor, Minnesota License No. 53642 STATE OF MINNESOTA COUNTY OF The foregoing instrument was acknowledged before me this day of , 20 , by Jared J. Averbeck. Notary Public, County, Minnesota My Commission Expires CITY COUNCIL, Prior Lake, Minnesota We hereby certify that on the day of , 20 , the City Council of the City of Prior Lake, Minnesota, approved this plat and is in compliance with the provisions of Minnesota Statutes, Section 505.03, Subd.2. By: Mayor By: Clerk SCOTT COUNTY SURVEYOR Pursuant to Minnesota Statutes, Chapter 389.09, Subd. 1, as amended, this plat has been reviewed and approved this day of , 20 . By: Scott County Surveyor SCOTT COUNTY AUDITOR/TREASURER I hereby certify that the current and delinquent taxes on the lands described within are paid and the transfer is entered this day of , 20 . By: Scott County Auditor/Treasurer SCOTT COUNTY RECORDER I hereby certify that this plat was recorded in the office of the County Recorder for record on this day of , 20 , at o'clock .M. as Document No. . By: Scott County Recorder SITE EA G L E C R E E K A V . N E CARRIAGE HILLS PKWY 140TH ST. NW FOU N T A I N HILL D R . SHEET 1 OF 2 SHEETS LOT 1 BLOCK 1 OUTLOT A RIGHT OF WAY WIDTH VARIES CR E E K SAMBATEK, INC. ENGINEERING, PLANNING AND LAND SURVEYING 0 NORTH SCALE IN FEET 0 NORTH SCALE IN FEET 50 100 DENOTES 1/2 INCH BY 14 INCH IRON MONUMENT SET AND MARKED BY LICENSE NO. 43933. DENOTES 1/2 INCH BY 14 INCH IRON MONUMENT FOUND AND MARKED BY LICENSE NO. 40361 UNLESS NOTED OTHERWISE. THE NORTH LINE OF THE NE QUARTER OF SEC. 27, T. 115, R. 22, IS ASSUMED TO HAVE A BEARING OF SOUTH 89 DEGREES 10 MINUTES 01 SECONDS WEST. (xxxx) DENOTES DEED DIMENSION JEFFERS POND TENTH ADDITION SHEET 2 OF 2 SHEETS Page 1 DEVELOPMENT AGREEMENT Jeffers Pond Tenth Addition PROJECT #PDEV23-000028 This Development Agreement (“Agreement”) is entered into this ____ day of __________, 202__, by and between the City of Prior Lake, a Minnesota municipal corporation ("City"), and Rachel Development, Inc., a business corporation (“Developer”). WHEREAS, Developer is the owner of property located within the City of Prior Lake, County of Scott, legally described on Exhibit A (“Property”); WHEREAS, Developer has applied to the City for Final Plat approval for the construction of one hundred forty (140) residential units on the Property; NOW, THEREFORE, in consideration of the City Council adopting Resolution No. 24-______ (“Resolution”) for Final Plat approval for the construction of one hundred forty (140) residential units and the related public improvements on the Property, Developer agrees to construct, develop and maintain the Property as follows: 1. RIGHT TO PROCEED. The City shall not issue a building permit and Developer shall not construct upon the Property in any manner, or begin the Development Work until all of the following Page 2 conditions have been satisfied: 1) the final Plat and this Agreement have been fully executed by all parties and recorded in the office of the Scott County Recorder or Registrar or Titles as applicable; 2) the necessary Security, deposits, fees and insurance have been received by the City, and 3) the City Engineer or his/her designee has issued a letter that all conditions have been satisfied and that the Developer may proceed. 2. PHASED DEVELOPMENT. This Agreement represents approval only of the units identified above and the related improvements set forth on the final Plat and Plans. It does not represent approval of any additional development including any proposed future phases. The property within Jeffers Pond Tenth Addition will be developed in multiple phases, with Outlot A being reserved for future commercial development. Outlot A will be further subdivided into Lots and Blocks withing ten (10) years. No other subsequent phases may proceed until the City Council approves development agreements for such phases. Fees and charges collected by the City in connection with infrastructure, public improvements and parkland dedication requirements are not being imposed on outlots, if any, in the final Plat that are designated in an approved preliminary Plat for future subdivision into lots and blocks. Such charges will be calculated and imposed when the outlots are subdivided into lots and blocks. 3. DEVELOPMENT PLANS. A. The Property shall be developed in accordance with the final plans identified below, subject to such changes and modifications as provided herein (“Plans”). The Plans shall not be attached to this Agreement, but are incorporated by reference and made a part of this Agreement as if fully set forth herein. If the Plans vary from the written terms of this Agreement, the more specific or stringent controls shall apply. The Plans are: Plan A -- Final Plat as stamped approved by the City Engineer or his/her designee (Prepared by Sambatek) subject to the changes and modifications set forth in the Resolution. Plan B -- Final Grading, and Erosion Control Plan(s) including Storm Water Pollution Prevention Plan (“SWPPP”) as stamped approved by the City Engineer or his/her designee (Prepared by Sambatek) Page 3 Plan C -- Plans and Specifications for Developer Installed Public Improvements as stamped approved by the City Engineer or his/her designee (Prepared by Sambatek) Plan D -- Landscape Plan as stamped approved by the City Community Development Director or his/her designee (Prepared by Sambatek) B. In addition, Developer shall grade, construct upon, and improve the Property pursuant to all requirements of this Agreement, the Resolution, the Prior Lake City Code, the City's Public Works Design Manual (“PWDM”), and the direction of City Manager or his/her designee. All improvements and other work required by the Plans, the Developer Installed Public Improvements, and such other work as is required by this Agreement, the Resolution or the documents or parties identified above are hereafter referred to as the "Development Work." Developer shall be responsible for all costs related to the Development Work. 4. DEVELOPER INSTALLED PUBLIC IMPROVEMENTS. A. The Developer shall install and pay for the public improvements identified in the Plans, hereinafter referred to as the “Developer Installed Public Improvements”, which may include but are not limited to: Sanitary Sewer System, Water System, Storm Sewer, Streets, Concrete Curb and Gutter, Street Lights, Site Grading and Ponding, Underground Utilities, Traffic Control Signs, Street Signs, Setting of Iron Monuments, Sidewalks, Trails, and Boardwalks, Landscaping and Wetland Buffer Signage. All Develoepr Installed Public Improvements shall be dedicated or conveyed to the public, and shall be located within public property, right-of-way, or easement dedicated to the public. B. Developer shall complete all Developer Installed Public Improvements and obtain the City Council’s written acceptance of the Developer Installed Public Improvements no later than December 31, 2025. The final wear course on streets shall be installed by October 31st of the same year the base layer of asphalt is installed. If the final wear course is not installed by the date required herein, no additional building permits shall be issued for the Property until the punch list is complete and the final wear course installed. All Page 4 punch list items shall be completed before the final wear course is installed in order to allow for inspection. Any modifications to this section are to be proposed in writing and approved by the City Engineer C. Developer shall mark and label the GPS coordinates of the Developer Installed Public Improvements as the improvements are constructed. All of the following items must be marked and labeled and the data provided to the City in a form compatible with ArcGIS. • Watermain – bends, tees, valves, crosses, sleeves, services corps, curb stops, future stubs. • Sanitary sewer – manholes, service wyes, service stubs, cleanouts, future sanitary sewer stubs. • Storm Sewer – manholes, catchbasins, outlet structures, flared end sections, cleanouts, tile, valves. • Signs – all developer installed signs and type of sign. The City Council will not accept the Devleoper Installed Pubilc Improvements unless the GPS coordinates for all of the listed items are provided. If Developer fails to provide the required coordinates, Developer will be required to re-access the improvements, mark and label the GPS coordinates and then restore the improvements. D. As a condition of the City Council’s acceptance of the Developer Installed Public Improvements, the Developer’s engineer shall by written letter certify to the City that the Developer’s engineer made reasonable inspections of the Developer Installed Public Improvements and that the Developer Installed Public Improvements were built in accordance with this Agreement. E. Upon the City Council’s written acceptance, by City Council Resolution, of the Developer Installed Public Improvements, the Developer Installed Public Improvements shall automatically become property of the City without further notice or action. The Developer shall be responsible for all maintenance of the Developer Installed Public Improvements until written acceptance by the City Council. F. Under no circumstances shall Developer charge or assess, directly or indirectly, any fee, charge, assessment or consideration, to any party, for connection or access to, or service by, any Developer Installed Public Improvement. Page 5 5. PROJECT TESTING. The Developer is responsible, at the Developer’s sole cost, to provide testing to certify that Developer Installed Public Improvements were completed in compliance with the Plans. The personnel performing the testing shall be certified by the Minnesota Department of Transportation. The City Engineer or his/her designee has the sole discretion to determine if additional testing is necessary. The cost of additional testing is to be paid by the Developer. 6. FINAL PLAT AND AS-BUILTS. A. Within 30 days after the completion of the Developer Installed Public Improvements, Developer shall supply the City a complete set of reproducible “as constructed” plans, and four complete sets of blue line “as constructed” plans, all prepared in accordance with City standards. In addition, Developer shall provide the City with an as-built grading plan and a certification by a registered land surveyor or engineer that all ponds, swales, and ditches have been constructed on public easements or land owned by the City. The Security shall not be released until the as-builts have been received by the City. The as-built plans shall include field verified elevations of the following: a) cross sections of ponds, b) location and elevations along all swales and ditches, and c) lot corners and house pads. The Developer shall also submit a land tabulation certified by a registered engineer showing that all pads have been corrected in accordance with project specifications. B. The Developer shall submit the final Plat in electronic format. The electronic format shall be compatible with the City's current software. In addition, upon completion of the project the Developer shall provide the City with as-built utility plans in electronic format compatible with the City’s current software and with layers, colors, and line-types formatted in accordance with City standards. Additionally, three (3) full size (22 X 34 inch) paper copies and one (1) reduced (11 X 17 inch) copy shall be certified and submitted to the City. Page 6 7. MONUMENTS. Before the Security is released, Developer shall install iron monuments in accordance with Minn. Stat. §505.021. The Developer's surveyor shall submit a written notice to the City certifying that the monuments have been installed. 8. WARRANTY. Developer warrants all Developer Installed Public Improvements against any defects, poor material and faulty workmanship for a period of two years after its completion by Developer and acceptance by the City Council. Any replacement work shall be so warranted for two years after its completion by Developer and acceptance by the City Council. Both the Developer Installed Public Improvement warranty period described in this paragraph and the landscape warranty period described in paragraph 20 below are hereinafter referred to as the “Warranty Period”. 9. LICENSE. The Developer hereby grants the City, its agents, employees, officers and contractors a non-revocable license to enter the Property to perform all work and inspections deemed appropriate by the City in conjunction with the development of the Property. 10. EROSION CONTROL. A. Developer shall be responsible for constructing and maintaining all grading, storm water/drainage infrastructure, and erosion control in compliance with the Plans, the City Engineer or his/her designee’s requirements, and the individual building/grading plan for each specific lot, until the later of: (i) such time as the City Council has accepted the Developer Installed Public Improvements in writing; or (ii) a certificate of occupancy has been issued for each specifc lot. B. Developer shall install silt fence prior to lot construction to avoid erosion to adjoining properties, public sidewalk or the public street; locate all garbage roll offs and dumpsters, or cause the same to be located, on the Property and not on public property; and install protection at catch basins to prevent silt and debris from entering the storm sewer. C. Developer shall seed or lay cultured sod in all boulevards and restore all other areas disturbed by the Development Work within thirty (30) days of the completion of street related improvements. Page 7 Boulevard and Area Restoration shall be in accordance with the approved erosion control plan and SWPPP. No building permits will be issued until the Developer has installed silt-fence behind the curb of all buildable lots. Developer shall be responsible for the maintenance of any silt fence installed. Upon request of the City Engineer or his/her designee, the Developer shall remove the silt fences after turf establishment. D. Prior to initiating site grading, the erosion control plan and SWPPP shall be implemented by the Developer and inspected and approved by the City Engineer or his/her designee. The City Engineer or his/her designee may require the Developer, at no cost to the City, to install additional erosion control measures if they are necessary to meet erosion control objectives. All areas disturbed shall be reseeded immediately after the completion of the work in that area. All seeded areas shall be mulched and disc anchored as necessary for seed retention. E. No development, utility or street construction will be allowed unless the Property is in full compliance with the erosion control requirements. 11. CONSTRUCTION ACCESS. Construction traffic access is restricted to Fountain Hills Drive and Jeffers Parkway. No construction traffic is permitted on other adjacent local streets. 12. IMPROVEMENTS REQUIRED BEFORE ISSUANCE OF BUILDING PERMITS. A. Wetland Buffer Signage must be installed prior to the issuance of any building permits within the Property and in accordance with the requirements of the Public Works Design Manual (Part III, Hydrology Rules). B. A temporary or permanent certificate of occupancy shall not be issued for any building on the Property until water and sanitary sewer improvements have been installed and the streets have been completed and said improvements have been inspected and determined by the City Engineer or his/her designee to be available for use. Page 8 13. CONSTRUCTION OBSERVATION. The City’s authorized personnel or contractors shall provide construction observation during the installation of the Developer Installed Public Improvements in accordance with the PWDM. These services by the City shall include: A. Construction observation during installation of required Developer Installed Public Improvements, which include grading, sanitary sewer, water main, storm sewer/ponding and street system. B. Documentation of construction work and all testing of Developer Installed Public Improvements. C. Field document as-built location dimensions for sanitary sewer, water main and storm sewer facilities. The Developer’s Engineer is responsible for data collection and preparation of as-built record plans. 14. DEDICATIONS, CONVEYANCES, EASEMENTS AND VACATIONS. A. Developer shall convey to the City, through dedication in the final Plat or a separate conveyance document, fee title or an easement (whichever is required by the City Attorney), all of the following: (i) the property encompassing all Developer Installed Public Improvements, (ii) property necessary for all public and private connections and access to all Developer Installed Public Improvements, (iii) property for streets, sidewalks, and trails identified in the Plans; (iv) any property for park dedication, and (v) all other property interests, conveyance of which is required by this Agreement. B. Developer shall obtain the written approval of the City Attorney and the City Engineer or his/her desingee of the form of the conveyance documents and the location of all easements or fee title conveyances required by this Agreement. C. With respect to any interest in all portions of the Property which Developer is required, pursuant to this Agreement, to dedicate or convey to the City ("Dedicated Property"), Developer represents and warrants as follows now and at the time of dedication or conveyance: (i) that Developer has marketable fee title free and clear of all mortgages, liens, and other encumbrances to the Dedicated Property. Prior to final plat approval, Developer shall provide to the City a current title insurance policy Page 9 insuring such a condition of title; (ii) that Developer has not used, employed, deposited, stored, disposed of, placed or otherwise allowed to come in or on the Dedicated Property, any hazardous substance, hazardous waste, pollutant, or contaminant, including, but not limited to, those defined in or pursuant to 42 U.S.C. § 9601, et. seq., or Minn. Stat., Sec. 115B.01, et. seq. (such substances, wastes, pollutants, and contaminants hereafter referred to as "Hazardous Substances"); (iii) that Developer has not allowed any other person to use, employ, deposit, store, dispose of, place or otherwise have, in or on the Property, any Hazardous Substances; and (iv) that to the best of its knowledge, Developer warrants that no previous owner, operator or possessor of the Property deposited, stored, disposed of, placed or otherwise allowed in or on the Property any hazardous substances. D. Developer agrees to indemnify, defend and hold harmless City, its successors and assigns, against any and all loss, costs, damage and expense, including reasonable attorneys’ fees and costs, that the City incurs because of the breach of any of the above representations or warranties and/or resulting from or due to the release or threatened release of Hazardous Substances which were, or are claimed or alleged to have been, used, employed, deposited, stored, disposed of, placed, or otherwise located or allowed to be located, in or on the Dedicated Property by Developer, its employees, agents, contractors or representatives. 15. LEGAL FEES / DEPOSITS. A. Legal Fees. Developer shall be responsible for all reasonable legal fees incurred by the City relating to revisions and amendments to and enforcement of this Agreement. The City Engineer or his/her designee may invoice the Developer direclty for such costs and Developer shall pay all such invoices within ten (10) days of receipt. City may cease all work and review of the Development Work until the invoice is paid and/or the cash deposit is replenished. B. Construction Observation Deposit. Developer shall be responsible for all construction observation costs incurred by the City relating to this Agreement. Developer shall make a cash deposit Page 10 with the City for construction observation. If the cash deposit is exhausted, the City Engineer or his/her designee may require that Developer submit additional funds to replenish the cash deposit. Alternatively, the City Engineer or his/her designee may invoice the Developer directly for such costs and Developer shall pay all such invoices within ten (10) days of receipt. City may cease all work and review of the Development Work until the invoice is paid and/or the cash deposit is replenished. Any balance remaining in the cash deposit after the City Council’s final acceptance of the Developer Installed Public Improvements shall be returned to the Developer. 16. FEES AND CHARGES. Developer shall pay the fees and charges identified below, set forth in the City Fee Schedule and described in detail in Exhibit B prior to any work occurring on the Property. Fees and charges are nonrefundable. Such fees and charges may include but are not limited to the following: A. Administrative Fee. Developer shall pay to the City an Administrative Fee based on construction cost estimates to reimburse the City for costs incurred. B. Park Dedication Fee. Prior to release of the final Plat, Developer shall pay cash park dedication fees for the Property as required by City Code in effect as of the date of the plat approval. C. Tree Preservation and Replacement. D. Trunk Storm Water Acreage Charge. E. Trunk Water Acreage Charge. F. Trunk Sewer Acreage Charge. G. Street Light Operational Costs. H. Chip Seal Fee. 17. MAINTENANCE OF PLATTED LOTS. Developer shall provide ongoing maintenance of all platted lots on the Property, including but not limited to mowing and weed control, sidewalk clearing (ice, snow, building materials, eroded materials, and other debris), storm water and erosion control, and Page 11 other maintenance issues for which the Developer receives notice from the City Manager or his/her designee. Developer’s obligations pursuant to this paragraph shall continue until the later of: (i) such time as the City Council has accepted the Developer Installed Public Improvements in writing; or (ii) until each specific lot is sold. 18. OVERSIZING. Oversizing is the construction of a Developer Installed Public Improvement to City specifications that exceeds those that would be required of the Developer in order to serve additional development. Oversizing improvements include, but are not limited to, sanitary sewer, water, storm drainage facilities, and road improvements. If the City Engineer or his/her designee determines that oversizing is required for sanitary sewer, water or storm drainage, the City shall reimburse the Developer for the costs associated with this work. City and Developer agree that the cost of system oversizing to be reimbursed to the Developer is based upon the following: a cost estimate by the City Engineer or his/her designee based on an engineer’s estimate or contractors bid to be provided by the Developer; and application of the City's Assessment Policy based on a final engineering design as described in Exhibit B. If the City Engineer or his/her designee determines that oversizing is required for road improvements, Developer shall install such oversize improvements at Developer’s cost. 19. LANDSCAPING (Single-Family Residential). In accordance with the City Subdivision Code, each residential lot on the Property must have at least two (2) front yard trees. The City shall not issue a building permit for a lot until two (2) front yard trees are planted or retained and a cash escrow or letter of credit for the lot in question’s landscaping is provided to the City. The City shall not issue a certificate of occupancy for a lot until the front yard, boulevard, and side yards to the rear of every structure have been sodded, weather permitting. If the required landscaping is not installed, the City is granted a right of entry to enter upon the lot and install the landscaping using the escrowed funds or letter of credit. Upon satisfactory completion of the landscaping on the lot, the escrowed funds less any draw made by the City, shall be returned to the person who deposited the funds with the City. Page 12 20. LANDSCAPING. Landscaping for the Property shall comply with Plan D. Developer shall warrant all required trees, whether the trees are to be retained or planted, for one (1) year from the later of: (i) the planting of the tree; or (ii) the issuance of a certificate of occupancy to the lot upon which the tree is located. A tree replaced under this warranty shall be warranted an additional one (1) year from the date of the planting of the replaced tree. In additional to all other security required under this Agreement, Developer shall provide to the City a cash escrow or letter of credit in the amount specified in Exhibit B to secure the planting and retainage of the required trees and to secure this warranty. If Developer fails to plant or retain the required trees or fails to comply with this warranty, the City may draw upon the escrowed funds or letter of credit to plant or replace required trees. Developer may periodically request reductions of the escrowed funds or letter of credit and the City Engineer or his/her designee may approve such a request in an amount of the value of each healthy tree for which the warranty has expired as determined by the City Engineer or his/her designee. No tree plantings shall be placed within five (5) feet of a sanitary sewer, storm sewer, or water main line. All plantings permitted in public right-of-way/boulevard areas shall be placed a minimum four (4) feet behind the curb, be of deciduous species (no coniferous species), and be located outside of a fifty (50) foot sight triangle at street corners. 21. SECURITY. A. To guaranty compliance with the terms of this Agreement, Developer shall furnish the City an irrevocable letter of credit or other security deemed acceptable to the City Attorney and City Engineer or his/her designee (“Security”) in the following amounts: i. 125% of projected costs for the Developer Installed Public Improvements as certified to by a registered engineer and approved by the City Engineer or his/her designee. ii. 125% of projected costs for the grading, drainage, wetland and erosion control plan, including storm water calculations from proposed impervious surfaces as certified by a registered engineer and approved by the City Engineer or his/her designee. iii. 125% of projected costs for the landscape plan, as certified by a registered engineer and approved by the City Engineer or his/her designee. Page 13 B. This, and any other breakdown, is for establishing the amount of the Security not a restriction on the use of the Security. All Security held by the City may be used in any manner allowed by this Agreement, to reimburse the City for any costs incurred related to this Agreement and the project, and/or to cure any breach of this Agreement. C. The Security shall be in the form attached hereto as Exhibit C or other form as approved by the City Attorney in writing and shall be from a bank approved by the City Attorney. The bank shall be authorized to do business in the State of Minnesota. The Security shall extend through completion, acceptance by the City Council and the Warranty Period of the Developer Installed Public Improvements. D. In the event that Developer fails to comply with the terms of this Agreement (“breach”), the City may draw on the Security in whole or in part without notice by delivering or mailing by certified mail to the issuer a statement identifying the amount of the draw and reason for the draw. In addition, if the Development Work is not completed at least 30 days prior to the expiration of the Security, the City may draw on the Security in the same manner. The City shall not be under any obligation to cure any breach of the terms of this Agreement with the proceeds from the Security, but may, at the City’s sole option, cure the breach or retain the proceeds from the Security until Developer cures the breach. In the event the breach is fully cured by Developer, the City shall then release to Developer such retained draw proceeds, less any expenses incurred by the City as a result of the breach (including but not limited to engineer’s, attorney’s, and other consultant fees and costs). E. If the City makes a draw on the Security, Developer shall immediately replenish the Security to an amount then sufficient to cure any breach plus 125% of the cost of all Development Work then remaining for which the Security was required. F. The City Engineer or his/her designee may, from time to time, and only if Developer is otherwise in compliance with all terms of the Agreement, approve a reduction in the amount of the Security based upon work completed. The City shall at all times throughout construction and the Warranty Page 14 Period maintain a minimum $50,000 or 10% of the Development Work for which Security was required, whiciever is greater. 22. CLEAN UP AND DAMAGE: A. Developer assumes full financial responsibility for any damage which may occur to public property including but not limited to streets, street sub- base, base, bituminous surface, curb, utility system including but not limited to water main, sanitary sewer or storm sewer when said damage occurs as a result of the activity which takes place during the development of the Property. Developer further agrees to pay all costs required to repair the streets, utility systems and other public property damaged or cluttered with debris when occurring as a direct or indirect result of the construction that takes place on the Property. B. Developer shall clean the streets every day or as required by the City Engineer or his/her designee. C. Developer agrees that any damage to public property occurring as a result of construction activity on the Property shall be repaired immediately if deemed to be an emergency by the City Engineer or his/her designee. Developer further agrees that any damage to public property as a result of construction activity on the Property shall be repaired within 14 days if not deemed to be an emergency by the City Engineer or his/her designee. 23. NON-INTERFERENCE WITH ADJOINING PROPERTIES. All work performed by Developer and Developer’s contractors and subcontractors shall be performed exclusively upon the Property. Any work related to roads, trails, drainage, and utility improvements, which are specified herein to occur on land outside the Property, shall occur exclusively within the appropriate easement boundaries for such work. In no event shall any work performed by Developer or Developer’s contractors and subcontractors interfere with other properties, right-of-ways, or easements. 24. DEVELOPER’S RESPONSIBILITY FOR CODE VIOLATIONS: In the event of a violation of City Code relating to use of the Property during construction thereon or failure to fulfill an Page 15 obligation imposed upon the Developer pursuant to this Agreement, City shall give 72 hour notice of such violation in order to allow a cure of such violation, provided however, City need not issue a building or occupancy permit for construction or occupancy on the Property while such a violation is continuing, unless waived by the City Engineer or his/her designee. The existence of a violation of City Code or the failure to perform or fulfill an obligation required by this Agreement shall be reasonably determined by the City Manager or his/her designee. 25. DEVELOPER'S RESPONSIBILITY FOR ITS CONTRACTORS: Developer shall release, defend and indemnify City, its elected and appointed officials, employees and agents from and against any and all claims, demands, lawsuits, complaints, loss, costs (including attorneys’ fees), damages and injunctions relating to any acts, failures to act, errors, omissions of Developer or Developer's consultants, contractors, subcontractors, suppliers and agents. Developer shall not be released from its responsibilities to release, defend and indemnify because of any inspection, review or approval by City. 26. RESPONSIBILITY FOR COSTS. Except as otherwise specified herein, Developer shall pay all costs incurred by it or the City in conjunction with the development of the Property, including, but not limited to, legal, planning, engineering, design, development, construction, clean up, repair, easement and land acquisition, and inspection expenses incurred in connection with (i) review, approval, denial, and implementation of zoning, CUP, platting, site and building plan, and any other reviews, approvals, or denials by the City and any other reviewing authority; (ii) the Developer Installed Public Improvements; (iii) the Property; (iv) the preparation and review of the Agreement and other documents referred to in the Agreement or related to the Development Work; and (v) enforcing the terms of this Agreement. Developer shall pay in full all bills submitted to it by the City, in accordance with this Agreement, within 30 days after receipt. 27. DEVELOPER'S DEFAULT. Page 16 A. Definition. In the context of this Agreement, “Event of Default” shall include, but not be limited to, any one or more of the following events: (1) failure by the Developer to pay in a timely manner, all fees, charges, taxes, claims and liabilities, including but not limited to all real estate property taxes, utility charges, and assessments with respect to the Property; (2) failure by the Developer to construct the Developer Installed Public Improvements pursuant to the terms, conditions and limitations of this Agreement; (3) failure by the Developer to observe or perform any covenant, condition, obligation or agreement on its part to be observed or performed under this Agreement; (4) transfer of any interest in the Property without prior written approval by the City Council (for the purpose of this paragraph, the sale of a lot, except an outlot, to a builder is not an event of default); (5) failure to correct any warranty deficiencies; (6) failure by the Developer to reimburse the City for any costs incurred by the City or to pay when due the payments required to be paid or secured in connection with this Agreement; (7) failure by the Developer to renew the Security at least thirty (30) days prior to its expiration date; (8) receipt by the City from the Developer’s insurer of a notice of pending termination of insurance; (9) failure to maintain a current insurance certificate on file with the City meeting City requirements; (10) failure to maintain the required insurance, bonds or Security; (11) a breach of any provision of this Agreement; (12) if any representation made by Developer in this Agreement, is inaccurate, either when made or at a later date; (13) failure by Developer to pay its debts as they become due, the voluntary or involuntary filing of a petition in bankruptcy, an assignment by Developer for the benefit of its creditors, or the appointment of a receiver for (a) Developer; (b) all or any substantial portion of Developer’s assets; (c) the Property; or (14) if Developer is in default under any mortgage or other pledge, guaranty or security agreement. B. Event of Default - Remedies. Whenever an Event of Default occurs, the City, through the City Manager, City Engineer, City Community Deveopment Director, City Attorney or any of their designees, may take any one or more of the following actions: 1. The City may suspend its performance under this Agreement. Page 17 2. The City may draw upon or bring action upon any or all of the securities provided to the City pursuant to any of the terms of this Agreement. 3. The City may take whatever action, including legal or administrative action, which may be necessary or desirable to the City to collect any payments due under this Agreement or to enforce performance and/or observance of any obligation, agreement or covenant of Developer under this Agreement. 4. The City may suspend issuance of building permits and/or certificates of occupancy on any of the lots, including those lots sold to third parties. 5. The City may suspend the release of any escrowed dollars. 6. The City may use deposit or escrow dollars or other security to satisfy any outstanding financial obligations to the City including but not limited to all real estate property taxes, utility charges, and assessments with respect to the Property; 7. The City is hereby granted the option, but not the obligation, to complete or cause completion in whole or part of all of the Developer’s obligations under this Agreement. 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 Property and cure the default, including but not limited to, completion of the Development Work. When the City does any such work all costs incurred by the City in performing such work shall be recoverable by it from the Security, and shall also constitute a lien on the Property, and the City may, in addition to its other remedies, collect the costs in whole or in part as special assessments as specified in Chapter 429 of the Minnesota Statutes. Developer knowingly and voluntarily waives all rights to appeal said special assessments under Minnesota Statutes Section 429.081. C. Notice. In a non-emergency, Developer shall first be given written notice of the Event of Default not less than 48 hours prior to City’s curing the default or exercising a remedy, or such other period of time as the City, in its sole discretion, deems reasonable under the circumstances. If, in the City’s judgment, Page 18 an Event of Default results in a threat to the public health, safety or welfare, the City may act to correct the default without notice. D. Election of Remedies. No remedy conferred in this Agreement is intended to be exclusive and each shall be cumulative and shall be in addition to every other remedy. The election of any one or more remedies shall not constitute a waiver of any other remedy. The City may, but is not obligated to, exercise any of the remedies referred to in this paragraph 27. 28. NOTICES. A. 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 United States mail at the following address: Rachel Development, Inc., 4180 Napier Court NE, St. Michael, MN 55376. Notices to the City shall be in writing and shall be either hand delivered to the City Manager, or mailed to the City by United States mail in care of the City Manager at the following address: City of Prior Lake, 4646 Dakota Street SE, Prior Lake, Minnesota 55372. Concurrent with providing notice to the City, notice(s) shall be served upon the City Attorney, Campbell Knutson, Grand Oak Office Center 1, 860 Blue Gentian Road, Suite 290, Eagan, MN 55121. B. Notices shall be deemed effective on the date of receipt. Any party may change its address for the service of notice by giving written notice of such change to the other party, in any manner above specified, 10 days prior to the effective date of such change. C. Notice related to an Event of Default shall include the following: (1) the nature of the breach of the term or condition that requires compliance by the Developer, or the Event of Default that has occurred; (2) what the Developer must do to cure the breach or remedy the Event of Default; and (3) the time the developer has to cure the breach or remedy the Event of Default. 29. INDEMNIFICATION. Developer shall indemnify, defend, and hold the City, its Council, agents, employees, attorneys and representatives harmless against and in respect of any and all claims, Page 19 demands, actions, suits, proceedings, liens, losses, costs, expenses, obligations, liabilities, damages, recoveries, and deficiencies, including interest, penalties, and attorneys’ fees, that the City incurs or suffers, which arise out of, result from or relate to this Agreement or the Development Work. The responsibility to indemnify and hold harmless the City, its Council, agents, employees, attorneys and representatives does not extend to any willful or intentional misconduct on the part of any of these individuals. 30. NO THIRD PARTY RECOURSE. The City and Developer agree that third parties shall have no recourse against the City under this Agreement. The Developer agrees that any party allegedly injured or aggrieved as a result of the City Council’s approval of the final Plat shall seek recourse against the Developer or the Developer’s agents. In all such matters, including court actions, the Developer agrees that the indemnification and hold harmless provisions set out in paragraph 29 shall apply to said actions. This Agreement is a contract agreement between the City and the Developer. No provision of this Agreement inures to the benefit of any third person, including the public at large, so as to constitute any such person as a third-party beneficiary of the Agreement or of any one or more of the terms hereof, or otherwise give rise to any cause of action for any person not a party hereto. 31. INSURANCE REQUIREMENTS. Developer, at its sole cost and expense, shall take out and maintain or cause to be taken out and maintained, until the expiration of the Warranty Period, a policy of insurance with limits for bodily injury, death, and property damage of not less than $1,000,000.00 per occurence and $2,000,000.00 aggregate. The City, its elected and appointed officials, officers, employees, planners, engineers, attorneys, and agents shall be named additional insureds on any such policy. The insurance certificate shall provide that the City shall be given 30 days advance written notice before any modification, amendment or cancellation of the insurance becomes effective. 32. FINAL PLAT AND DEVELOPMENT AGREEMENT. The final Plat and Agreement shall be recorded with the Scott County Recorder or Registrar of Titles, as applicable within one (1) year of approval by the City Council. The final plat shall be considered void if not recorded within the one (1) Page 20 year provided for herein unless a request for a time extension is submitted in writing and approved by the City Council prior to the expiration of the one (1) year period. 33. RECONSIDERATION OR RESCISSION. If Developer fails to proceed in accordance with this Agreement within twenty-four (24) months of the date hereof, Developer, for itself, its successors, and assigns, shall not oppose the City’s reconsideration and rescission of all approvals issued in connection with this Agreement, thus restoring the status of the Property before the Agreement and all such approvals. 34. SIGNS. The Developer hereby waives any claim against the City for removal of signs placed in the right-of-way in violation of the City Code or State Statutes. The City shall not be responsible for any damage to, or loss of, signs removed. 35. MISCELLANEOUS. A. Compliance With Other Laws. The Developer represents to the City that the Plat and the Developer in performing all work under this Agreement shall comply with all county, metropolitan, state, and federal laws and regulations, including but not limited to: subdivision ordinances, zoning ordinances, and environmental regulations. If the City Engineer or his/her designee or the City Attorney determines that the Plat or Developer is not in compliance, the the City Engineer or his/her designee or the City Attorney may, at his/her option, refuse to allow construction or Development Work on the Property until the Developer does comply. Upon such demand, the Developer shall cease work until there is compliance. B. Permits. The Developer shall obtain all necessary approvals, permits and licenses from the City, and any other regulatory agencies and the utility companies. All costs incurred to obtain said approvals, permits and licenses, and also all fines or penalties levied by any agency due to the failure of the Developer to obtain or comply with conditions of such approvals, permits and licenses, shall be paid by the Developer. Page 21 C. Severability. 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 portions of this Agreement. D. Amendments. There shall be no amendments to this Agreement unless in writing, signed by the parties and approved by resolution of the City Council. E. Waiver. Failure of the City to require performance of any provision of this Agreement shall not affect its right to require full performance of this Agreement at any time thereafter and the waiver by the City of a breach of any such provision shall not be a waiver of any subsequent breach and shall not nullify the effectiveness of such provision. F. Assignment. The Developer may not assign this Agreement without the prior written approval of the City Council. The Developer's obligation hereunder shall continue in full force and effect even if the Developer sells one or more lots, the entire Property, or any part of it. G. Interpretation. This Agreement shall be interpreted in accordance with and governed by the laws of the State of Minnesota. The words herein and hereof and words of similar import, without reference to any particular section or subdivision, refer to this Agreement as a whole rather than to any particular section or subdivision hereof. Titles in this Agreement are inserted for convenience of reference only and shall be disregarded in constructing or interpreting any of its provisions. H. Successors and Assigns. Provisions of this Agreement shall be binding upon and enforceable against Developer’s successors and assigns including but not limited to all purchasers and owners of all or any part of the Property and their successors and assigns. I. Performance Standards. The Property shall be developed and operated in a manner meeting all applicable noise, vibration, dust and dirt, smoke, odor and glare laws and regulations. Page 22 J. No City Liability. Except for the intentional acts of the City or its employees and contractors, no failure of the City to comply with any term, condition, covenant or agreement herein shall subject the City to liability for any claim for damages, costs or other financial or pecuniary charges. 36. LANDSCAPING. Developer agrees to maintain the landscape area around the Jeffers Waterfront subdivision identification sign located partially on Property and partially in the CH42 rignt- of-way; this landscape area are shown on Exhibit D (hereinafter the “Landscape Area”). All landscaping in the Landscape Area shall be maintained and cared for in a manner consistent with the standards of design and quality as originally established in Jeffers Pond First Addition and in a condition comparable to that of other well-maintained landscape areas in the vicinity of the Landscape Area. All landscaping shall be maintained in a neat and orderly condition. Any weeds shall be removed and any diseased or dead lawn, trees, ground cover or shrubbery shall be removed and replaced. All lawn areas shall be neatly mowed, mulched areas shall be maintained, and trees and shrubs shall be neatly trimmed. Irrigation systems, if any, shall be fully maintained in good working condition to ensure continued regular watering of landscape areas, and health and vitality of landscape materials. 37. PLANNED UNIT DEVELOPMENT. The Property is being developed as a Planned Unit Development. The City Council has found that the proposed development of the Property is in compliance with City Code Section 1132. The Property shall be developed in compliance with Ordinance No. 123-02 dated February 27, 2023, and the plans approved by that Resolution. Page 23 CITY OF PRIOR LAKE By: ________________________________ Kirt Briggs, Mayor By: ________________________________ Jason Wedel, City Manager STATE OF MINNESOTA ) (ss. COUNTY OF SCOTT ) The foregoing instrument was acknowledged before me this _____ day of ____________, 202__, by Kirt Briggs, Mayor, and by Jason Wedel, City Manager, of the City of Prior Lake, a Minnesota municipal corporation, on behalf of the corporation and pursuant to the authority granted by its City Council. _____________________________________ NOTARY PUBLIC Page 24 RACHEL DEVELOPMENT, INC. By: Print: Its: STATE OF MINNESOTA ) (ss. COUNTY OF __________ ) The foregoing instrument was acknowledged before me this ______ day of ____________, 202__, by_________________________, as ___________________________ of Rachel Development, Inc., on behalf of the corporation. _____________________________________ NOTARY PUBLIC DRAFTED BY: City of Prior Lake 4646 Dakota Street SE Prior Lake, Minnesota 55372 Page 25 EXHIBIT A TO DEVELOPMENT AGREEMENT Page 26 Page 27 EXHIBIT B TO DEVELOPMENT AGREEMENT Anticipating the recording of the final plat and Development Agreement in 2024, the fees and charges identified below are the City of Prior Lake 2024 development fees; however, should this plat and Development Agreement be recorded in 2025, Exhibit B shall be adjusted to include the appropriate 2025 City of Prior Lake development fees as adopted by the City Council. Deposit/Escrow Amt Per Total Construction Observation Deposit 8% of Public Improvements = $2,500 TOTAL Deposit/Escrow = $2,500 Fee Amt Per Total Administrative Fee 6% of Public Improvements = $0 Park Dedication Fee X = NA – Previously Dedicated Trunk Sanitary Sewer Acreage $ 5,166.00 X 7.194 Acres = $37.164 Trunk Water Acreage $ 4,209.00 X 7.194 Acres = $30,280 Trunk Storm Sewer Acreage $ 7,563.00 X 7.194 Acres = $54,408 Chip Seal Fee (Public Streets) X = NA TOTAL Fee = $121,852 Security Total Sanitary Sewer = $0 Water Main = $0 Storm Sewer = $0 Streets/Sidewalks/Trails = $0 Additional Items = $0 Subtotal (rounded) = $0 TOTAL (125% of subtotal) = $0 Oversizing Calculation Total N/A = Page 28 EXHIBIT C TO DEVELOPMENT AGREEMENT SAMPLE IRREVOCABLE LETTER OF CREDIT No. ___________________ Date: _________________ TO: City of Prior Lake 4646 Dakota Street SE Prior Lake, Minnesota 55372 Dear Sir or Madam: By order of our client [name and address of client] we hereby issue our standby irrevocable Letter of Credit for the account of the [insert name of client] for an amount or amounts not to exceed in the aggregate U.S. Dollars $ ___________________________ (__________________ Thousand and No/100 U.S. Dollars) effective immediately and expiring at our [insert address of office] on [insert date] relative to our client’s performance under that certain contract entitled [insert name of contract/development agreement, etc.] dated [insert date of contract]. Funds under this Letter of Credit are available against your sight draft(s) on us, for all or part of this Letter of Credit, mentioning thereon our Credit No.______. Each such draft must be accompanied by your signed written statement to the effect that [name of client] has failed to comply with the terms and conditions of the above mentioned contract. Presentation will also be deemed made upon our receipt of your telecopier transmission to us at (FAX NUMBER [insert fax number] _____________________) of a facsimile of the appropriate sight draft and written statement completed and signed, together with your telephone advice to us at (TELEPHONE NUMBER [insert telephone number] _________________________________) or such other number as we shall specify to you in writing) of your sending the above-described telecopier transmission. Failure to make the telephone advice will not impair the validity of the presentation. If presentations are made by facsimile the original documents are not required. In the event that at least thirty (30) days prior to the expiry date listed above, this Letter of Credit is not extended for a period of at least one year or has not been replaced with a substitute Letter of Credit acceptable to you, this Letter of Credit is also payable to you upon presentation to us of your written statement mentioning thereon our Credit No.[insert number] ____ and stating “Letter of Credit No. [insert number] __________ has not been extended for a period of at least one year from the present expiration date and has not been replaced with a substitute Letter of Credit acceptable to us.” This letter of credit shall automatically extend for successive one-year terms unless at least forty-five days prior to the next annual extension date of [insert day and month of renewal] ________________ of such year, we deliver written notice by registered mail or overnight courier to the City that we intend not to extend the letter of credit for any additional period. If such notice is delivered and the letter of credit has not been replaced with a substitute letter of credit acceptable to you by the date of said notice, this letter of credit is also payable to you upon presentation to us of your written statement mentioning thereon our Letter of Credit No. [insert number] ______________ and stating “Notice of Modification, Cancellation or Non-Extension of Letter of Credit No. [insert number]_________________has been received and the letter of credit has not been replaced with a substitute letter of credit acceptable to us. If we receive your sight draft(s) and statement(s) as mentioned above, here at our address [insert address], on or before the expiry date of this Letter of Credit, we will promptly honor the same. If an interruption of our business occurred as a result of an Act of God, riots, civil commotion, insurrections, wars or any other causes beyond our control, as described in Article 36 of the Uniform Customs and Practices for Documentary Credits, UCP600 2007 which prevented us from accepting and/or paying you on this Letter of Credit, we undertake upon resumption of our business to accept drafts and pay on this Letter of Credit provided your draft is presented prior or during our business interruption or no later than thirty (30) days following resumption of our business. This Credit is subject to the Uniform Customs and Practices for Documentary Credits, UCP600 2007. Very Truly Yours, [Signature of Issuer] Page 29 EXHIBIT D TO DEVELOPMENT AGREEMENT LANDSCAPE AREA 4180 Napier Ct NE Michael, MN 55376 Office: 763.424.1500 www.racheldevelopment.com Jeffers Pond 10th Addition To: City of Prior Lake From: Rachel Development, Paul Robinson – Development Director Date: 9/29/2023 Re: Final Plat and Plan submittal for Jeffers Pond 10th Addition Submittal Items 1. Signed Application 2. Application Fee and Escrow check for $ 5,275 Narrative 3. Narrative 4. Final Plat – Jeffers Pond 10th Addition – five full scale and one 11” x 17” 5. Construction & Planting Plans – five full scale 6. Lot Area Detail Sheet 7. Digital Copy, link sent via email Narrative Over the past two years we have been working on plans for developing Outlot C, Jeffers Pond. On February 22, 2023, the City Council approved a Major PUD Amendment for a 140 unit apartment building and a commercial area that could accommodate up to 35,000 sf of commercial uses. We are now moving forward with a final plat for the area that was the subject of this Major PUD Amendment. Additionally included are final site construction and landscaping plans which were revised in large part to response to the City comments in the February 10, 2023 Engineering & Public Works Memorandum and November 21, 2022 Community Development Memorandum which was also required by the approving resolution for the Major PUD Amendment. We are moving forward with this final plat with the ultimate goal to start construction on the apartment building sometime in 2024. That being said, the uncertainty in the market and the higher financing costs are making that goal a little more uncertain at this time. To that end we would like to respectfully ask, up front, a one year extension to record our final plat. This will give us the flexibility and the certainty we will need to adapt to market conditions in the coming year. Finally, the way we would like to plat the property could conceivably create a technical issue with a side yard setback on one of the commercial building sites. Outlot A Jeffers Pond 10th Addition will be the future commercial area. The two buildings shown A and B are the same buildings that were shown on the PUD Major Amendment. To simplify the maintenance and management of the property Lot 1, Block 1 includes not only the apartment building but all of the open space and storm water infrastructure for Jeffers Pond 10th Addition September 29, 2023 Page 2 2 the property. So, while the site plan and the locations of the builders have not changed the setback if applied strictly could negatively impact Building B. This request is really about clarifying and simplifying the maintenance of the property and does not impact any true setback to an adjacent structure or property. The exhibit below shows the set-back area in question in yellow. Currently this shows that the structure could be 10’ from the eastern property line. We would like to keep it at 10’ and have it be recognized that this is acceptable for any future development within outlot A. We think this is cleaner and more understandable please. If you think differently please let us know and we can move the property line on the final plat into the ponding area. Thank you for your consideration and cooperation throughout our approval process.