HomeMy WebLinkAbout05(C) - Amendment to the Development Agreement and Extension to the Recording Deadline for Jeffers Pond 11th Report
ITEM: 5C
CITY COUNCIL AGENDA REPORT
MEETING DATE: November 25, 2025
PREPARED BY: Paul Moretto, Planner
PRESENTED BY: Casey McCabe, Community Development Director
AGENDA ITEM: Amendment to the Development Agreement and Extension to the
Recording Deadline for Jeffers Pond 11th
RECOMMENDED ACTION:
Resolution Approving an Amendment to the Development Agreement and Extension to the
Recording Deadline for Jeffers Pond Eleventh Addition
BACKGROUND:
On August 26, 2025 the City Council approved a Major Planned Unit Development (PUD)
Amendment, Development Agreement and Final Plat for Jeffers Pond Eleventh Addition. The final
plat consists of one developable lot for a commercial project (Lot 1, Jeffers Pond Eleventh
Addition) and one Outlot that will be reserved for future commercial development (Outlot A, Jeffers
Pond Eleventh 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 255750020).
Current Circumstances
Following city council approval of the final plat and development agreement, the entity purchasing
Lot 1, Block 1, Jeffers Pond Eleventh Addition expressed concerns with some of the development
agreement language, primarily related to developer installed public improvements and financial
security. The approved development agreement did not require the developer to install public
improvements and did not require financial security to be provided. Although not required, the
purchaser has requested the agreement be amended to remove standard template language
related to public improvements and security that does not apply to Jeffers Pond Eleventh Addition.
Development Agreement Amendment
Section 9-130 of Prior Lake City Code states, before a final plat is signed by the city, the subdivider
shall pay all applicable fees and enter into the city's standardized development agreement setting
forth the conditions under which the plat is approved.
The City of Prior Lake utilizes one development agreement template for all residential and
commercial development agreements. The development agreement primarily relates to developer
installed public improvements, financial security for the public improvements, warranty periods,
and related information required by the City. In the case of Jeffers Pond Eleventh Addition, there
are no developer installed public improvements and no financial security required as the public
improvements were approved and installed under the requirements of the development
agreement for Jeffers Pond Tenth Addition.
Final Plat Extension
Prior Lake City Code Subsection 9.33 (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
City of Prior Lake | 4646 Dakota Street SE | Prior Lake MN 55372
Item 5C
Page | 2
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 current deadline for recording the final plat and development agreement is November 28,
2025. The developer is requesting a sixty (60) day extension to record the final plat and
Development Agreement to January 27, 2026.
Conclusion
City staff and the City Attorney worked with the applicant and their attorney on the proposed
amendments to remove language that does not apply to Jeffers Pond Eleventh Addition. City staff
and the City Attorney are comfortable with the proposed revisions.
FINANCIAL IMPACT:
No financial impact is anticipated as a result of this action. Legal fees for the City Attorney review
of the proposed amendments were covered with escrowed funds provided by the developer.
ALTERNATIVES:
1. Motion and second, as part of the consent agenda, approving a resolution approving the
amended Development Agreement for Jeffers Pond Eleventh Addition and extending the
deadline for recording the final plat and development agreement.
2. Remove this item from the consent agenda for additional discussion.
ATTACHMENTS:
1. Resolution
2. Amended Development Agreement
4646 Dakota Street SE
Prior Lake, MN 55372
RESOLUTION 25-___
A RESOLUTION APPROVING AN AMENDMENT TO THE DEVELOPMENT AGREEMENT
AND EXTENSION TO THE RECORDING DEADLINE FOR JEFFERS POND ELEVENTH ADDITION
Motion By: Second By:
WHEREAS, on August 26, 2025 the Prior Lake City Council approved a Major Planned Unit
Development (PUD) Amendment, Development Agreement and Final Plat for Jeffers
Pond Eleventh Addition; and
WHEREAS, following City Council approval of the final plat and development agreement, the entity
purchasing Lot 1, Block 1, Jeffers Pond Eleventh Addition expressed concerns with
some of the development agreement language; and
WHEREAS, Prior Lake city staff and the City Attorney have proposed amendments to the Jeffers
Pond Eleventh Addition Development Agreement to address the developer’s concerns;
and
WHEREAS, on November 25, 2025, the Prior Lake City Council reviewed and approved the
proposed amendments to the Jeffers Pond Eleventh Addition Development Agreement.
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 conditions identified in Resolution No. 25-118 to be met by the Developer prior to release and
recording of the final plat and prior to issuance of a building or grading permit for work on the site
still apply.
3. The final plat and all pertinent documents must be filed with Scott County by January 27, 2026.
Failure to record the documents by January 27, 2026 will render the final plat null and void.
4. The Mayor and City Manager are hereby authorized to execute the amended Development
Agreement on behalf of the City.
th
Passed and adopted by the Prior Lake City Council this 25 day of November, 2025.
VOTE Briggs Braid Churchill Lake Hellier
Aye
☐ ☐ ☐ ☐ ☐
Nay
☐ ☐ ☐ ☐ ☐
Abstain
☐ ☐ ☐ ☐ ☐
Absent
☐ ☐ ☐ ☐ ☐
__________________________
Jason Wedel, City Manager
4911-9070-8582, v. 4
DEVELOPMENT AGREEMENT
Jeffers Pond Eleventh Addition
PROJECT #PDEV25-000010
This Development Agreement (“Agreement”) is entered into this ____ day of __________,
20___, by and between the City of Prior Lake, a Minnesota municipal corporation ("City"), and LB
Prior Lake MN Owner LLC, a Minnesota Limited Liability Company (“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 (1) commercial unit on the Property to be utilized as an early childhood education center;
NOW, THEREFORE, in consideration of the City Council adopting Resolution No. 25-
118 (“Resolution”) for Final Plat approval for the construction of one (1) commercial unit (to be
used as an early childhood education center) 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
4911-9070-8582, v. 4
the following 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
as required for issuance of a Building Permit, and 3) the City Engineer or his/her designee has issued
a letter that all conditions required for issuance of a Building Permit 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 Eleventh 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 within 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:
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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)
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. Intentionally Omitted.
5. Intentionally Omitted.
6. FINAL PLAT AND AS-BUILTS.
A. Within 30 days after the completion of the work contemplated by the Plans,
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 as-built plans shall include field verified elevations
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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.
7. MONUMENTS. 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. Intentionally Omitted.
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
necessary 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 a certificate of occupancy has been issued for each specific lot.
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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. 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.
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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.
13. Intentionally Omitted.
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) property necessary for all public and private connections and access to all
Developer Installed Public Improvements, (ii) property for streets, sidewalks, and trails identified
in the Plans; (iii) any property for park dedication, and (iv) all other property interests, conveyance
of which is specifically required by this Agreement.
B. Developer shall obtain the written approval of the City Attorney and the City
Engineer or his/her designee 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 shall be deemed to represent and warrant 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; (ii) that Developer has not used, employed, deposited,
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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 actual loss, reasonable out-of-pocket costs, actual damage (specifically
excluding any punitive, consequential, special and or exemplary damages) and reasonable out-of-
pocket expense, including reasonable attorneys’ fees and costs, that the City incurs solely as a
result 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 in violation of applicable law.
15. LEGAL FEES / DEPOSITS. 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 directly for
such costs and Developer shall pay all such invoices within ten (10) days of receipt. City may
4911-9070-8582, v. 4
cease all work and review of the Development Work until the invoice is paid and/or the cash
deposit is replenished.
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 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 building permits are issued.
4911-9070-8582, v. 4
18. Intentionally Omitted.
19. Intentionally Omitted.
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. Developer shall provide to
the City a cash escrow or letter of credit in the amount specified as part of the building permit 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. Intentionally Omitted
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
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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 following written notice from
the City 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 after written notice from the City 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 ot her
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 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,
4911-9070-8582, v. 4
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.
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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)
failure to correct any warranty deficiencies; (5) 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; (6) receipt by the City from the Developer’s insurer of a notice of
pending termination of insurance, and such insurance not being replaced before the termination
thereof; (7) failure to maintain a current insurance certificate on file with the City meeting City
requirements; (8) failure to maintain the required insurance, bonds or Security; (9) a breach of any
provision of this Agreement; (10) if any representation made by Developer in this Agreement, is
inaccurate in any material respect when made; (11) 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 (12) if Developer is in default under
any mortgage or other pledge, guaranty or security agreement, and such failure continues for thirty
(30) days after written notice from the City of such non-compliance; provided, however, that any such
default is susceptible of cure but such cure cannot be accomplished with reasonable diligence within
such thirty (30) day period, and if Developer commences to cure such default promptly within such
thirty (30) day period, and thereafter prosecutes the curing of such default with reasonable diligence,
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such period of time shall be extended for such period of time as may be necessary to cure such default
with reasonable diligence.
B. Event of Default - Remedies. Whenever an Event of Default occurs and continues
beyond all applicable notice, grace and/or cure periods, the City, through the City Manager, City
Engineer, City Community Development 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.
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 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
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of the Development Work. When the City does any such work all reasonable out-of-pocket 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
reasonable out-of-pocket 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, an Event of Default results in an imminent 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: LB Prior Lake MN Owner LLC, 2780 Snelling Avenue N, S, with a copy to
Federman Steifman LLP, 220 East 42nd Street, 25th Floor, New York, New York 10017, Attention:
Brett Hoffman, Esq. 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
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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, demands, actions, suits, proceedings, liens, actual losses, reasonable out-of-pocket costs,
reasonable out-of-pocket expenses, obligations, liabilities, actual damages (specifically excluding
any punitive, consequential, special and or exemplary damages), recoveries, and deficiencies,
including interest, penalties, and reasonable out-of-pocket attorneys’ fees, that the City actually incurs
or suffers, which are the direct result from the breach of Developers obligations of this Agreement.
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 or gross negligence 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. 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
4911-9070-8582, v. 4
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 occurrence and $2,000,000.00 aggregate. The City 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) 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.
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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 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.
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.
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F. Assignment. The Developer may not assign this Agreement without the prior written
approval of the City Council.
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.
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. 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 Chapter 10, Article 4, Division 4. The Property shall be developed
in compliance with Ordinance No. 05-107 dated June 6, 2005, as amended August 26, 2025, and
the plans approved by that Resolution.
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37. REPLACEMENT OF PRIOR AGREEMENTS. This Agreement is intended to
replace all prior Development Agreements entered into by the City with respect to the Property,
including without limitation that certain Development Agreement dated March 28, 2025, recorded
April 1, 2025, as Document No. A1203713, by and between the City of Prior Lake and Ripley
Land Co. LLC (collectively, the “Prior Agreements”) which upon the recording of this Agreement
shall be of no further force or effect with respect to the Property. For the avoidance of doubt, to
the extent that the Prior Agreements effect other premises besides the Property, they shall remain
in full force and effect with respect to such other properties.
[Remainder of Page Intentionally Left Blank]
4911-9070-8582, v. 4
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 ____________,
20__, 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
4911-9070-8582, v. 4
LB PRIOR LAKE MN OWNER LLC
By:
Its:
STATE OF MINNESOTA )
(ss.
COUNTY OF __________ )
The foregoing instrument was acknowledged before me this ______ day of ____________,
20__, by _______________________, as _________________________________, of LB Prior
Lake MN Owner LLC, on behalf of the company.
_____________________________________
NOTARY PUBLIC
DRAFTED BY:
City of Prior Lake
4646 Dakota Street SE
Prior Lake, Minnesota 55372
4911-9070-8582, v. 4
EXHIBIT A
TO DEVELOPMENT AGREEMENT
4911-9070-8582, v. 4
EXHIBIT B
TO DEVELOPMENT AGREEMENT
Anticipating the recording of the final plat and Development Agreement in 2025, the fees and
charges identified below are the City of Prior Lake 2025 development fees; however, should this
plat and Development Agreement be recorded in 2026, Exhibit B shall be adjusted to include the
appropriate 2026 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 $ 5,249.00 X 1.25 Acres = $6,561
Trunk Water Acreage $ 4,277.00 X 1.25 Acres = $5,346
Trunk Storm Sewer Acreage $ 9,608.00 X 1.25 Acres = $12,010
Chip Seal Fee (Public Streets) X = NA
TOTAL Fee = $23,917
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 =