2004-02-24 First Amendment to DA/PUDFIRST AMENDMENT TO DEVELOPER'S\PLANNED
UNIT DEVELOPMENT AGREEMENT
Outlets at Albertville Second Addition
THIS AGREEMENT, entered into this day of February, 2004 by
and between CPG PARTNERS, L.P. a Delaware Limited Partnership, (hereinafter
`Developer') and the CITY OF ALBERTVILLE, a municipal corporation organized
under the laws of the State of Minnesota (hereinafter `City');
WHEREAS, the City and Developer have entered into a Developers\Planned
Unit Development Agreement dated May 13, 2003 and recorded as document
number 849209 at the Wright County Recorders Office, Wright County, Minnesota
("Development Agreement"); and
WHEREAS, paragraph 8.C. of the Development Agreement requires the
Developer to provide access to the North Property at two access points; and
WHEREAS, the City has subsequently approved a plat for the North
Property which establishes a platted City street at one of the two private easement
access points required by said paragraph 8.C.; and
WHEREAS, the City and Developer desire to modify the Development
Agreement to consistent with the existence of a platted street at the location of one of
said private easement access points;
NOW, THEREFORE, the City and Developer agree as follows:
1. The text of paragraph 8.0 of said Development Agreement shall be replaced with
the following text:
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C. Developer shall permit the owner of the property immediately to and
abutting on the north property line of Said Plat ("North Property") to use
the north access for ingress to the North Property at the location shown on
the attached Exhibit 3, provided that:
1. The City requires that Developer provide access to the North
Property via said private driveway located on the North Property;
2. The owner of the North Property agrees to construct that portion
of the private driveway located on the North Property to the same
weight and width specifications as required by this agreement,
unless other specifications are required by the City;
3. The owner of the North Property agrees that the costs of
maintenance and repair of that portion of the shared private
driveway which is located on the North Property shall be borne
by the owner of the North Property (in which case, Developer
shall be responsible for the cost of maintenance and repair of that
portion of the shared private driveway which is located on
Developer's property), unless otherwise agreed to by Developer
and the owner of the North Property;
4. The owner of the North Property agrees that except for temporary
and reasonable activities required in connection with
construction, maintenance, repair and replacement, no
obstruction which would prevent, restrict or otherwise inhibit the
passage of pedestrians or vehicles over any portion of the private
driveway shall be erected, condoned or permitted by the owner of
any property benefited with the private driveway, its tenants,
invitees or licensees, nor shall any other conduct, passive or
affirmative, including but not limited to the parking or storage of
vehicles, be permitted which would in any manner restrict the
rights of the respective owners of any of the benefited property,
their tenants, invitees and licensees to fully utilize the shared
private driveway for the purposes permitted herein. However, in
no event shall any owner allow any construction -related traffic
that will cause damage to the shared driveway to utilize the
shared driveway, nor shall any owner allow traffic to use said
shared driveway which has a weight rating which exceeds the
weight rating for which said shared driveway was designed and
constructed.
5. The owner of the North Property agrees that should it fail to
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repair or maintain said shared private driveway, that Developer
may undertake making or causing any defective condition
existing on said private shared drive to be cleaned up, repaired or
maintained as outlined below:
a. For all conditions not arising from the
accumulation or deposit of snow on the shared drive,
Developer shall give the defaulting owner of the North
Property fifteen (15) days notice via certified mail and
facsimile transmission thereof, and if the defaulting
owner of the North Property fails to cure within 15 days
of the notice (or fails to prosecute said cure diligently to
completion if it cannot reasonably be finished within
said 15 day period), Developer will be granted the right
and the privilege to complete the defaulting owner's
obligations and to bring legal action against the
defaulting owner of the North Property to collect any
sums due for the cost of the work performed, plus all
costs and attorneys fees incurred in enforcing this
Agreement.
b. The fifteen day notice period shall be deemed to run
from the date of deposit in the United States Mail and
the transmission of the facsimile.
C. For all conditions arising from the accumulation or
deposit of snow on the shared drive, Developer shall
give the defaulting owner of the North Property twenty-
four hours notice via telephone and facsimile
transmission thereof, and if the defaulting owner of the
North Property fails to cure within said twenty-four hour
period, Developer will be granted the right and the
privilege to complete the defaulting owner's obligations
and to bring legal action against the defaulting owner of
the North Property to collect any sums due for the cost
of the work performed, plus all costs and attorney's fees
incurred in enforcing this Agreement.
6. Developer shall enter into an easement agreement with the owner
of the North Property in substantially the same form and
substantially the same terms as shown on the attached Exhibit 9,
provided the owner of the North Property agrees to enter into
said easement agreement.
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7. Developer may construct said shared private driveway as a joint
driveway entrance from CSAH 19 located on the common
property line of the North Property and Said Plat (subject to
approval by the City Engineer and the Wright County Highway
Engineer) or Developer may construct said shared private
driveway with the entrance from CSAH 19 entirely on Said Plat
as shown on the attached Exhibit 3, provided however that:
i. In the event that the Owner of the North Property
meets the conditions of Paragraph 8.C.1-6 and notifies
Developer before March 1, 2003 that it desires a joint
driveway entrance from CSAH 19 and that the Owner
of the North Property intends to construct its portion of
said joint driveway entrance prior to October 31, 2003,
Developer shall construct said private driveway as a
joint driveway entrance from CSAH 19 located on said
common property line, subject to approval by the City
Engineer and the Wright County Highway Engineer.
ii. In the event that Developer constructs said shared
private driveway as shown on the attached Exhibit 3,
and the Owner of the North Property meets the
conditions of Paragraph 8.C.1-6 and notifies
Developer after March 1, 2003 that it desires a joint
driveway entrance from CSAH 19, Developer shall
permit the Owner of the North Property to construct
said joint driveway entrance (subject to approval by
the City Engineer and the Wright County Highway
Engineer) at the sole expense of the Owner of the
North Property, except that Developer shall pay for the
cost of relocating the trash compactor, its concrete pad
and the accompanying screening to a location
acceptable to the City. In such event, the Owner of the
North Property shall coordinate the timing of all such
construction with Developer and shall proceed with
construction in a manner reasonably calculated to
minimize the disruption to Developer's activities on
Said Plat.
iii. Written approval of the City Engineer as to the
location of the joint driveway entrance shall be
sufficient to meet the requirements of this paragraph
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8.C.7, and additional action by the City Council as to
the location of the joint driveway entrance shall not be
necessary. Delays on the part of the Owner of the
North Property in constructing a joint driveway
entrance shall not be grounds for the City to deny the
issuance of building permits or occupancy permits for
buildings on Said Plat.
8. Notwithstanding anything contained in Paragraph 8 of this
Agreement, Developer shall be allowed to use the easement area
shown on attached Exhibit 3 for parking, drive lane, and other
permissible mall -related uses until such time as the conditions of
Paragraph 8.C.1-6 are met.
9. During all times that the City maintains Langford Drive as an
open and paved public street, Developer shall permit the public
to use the easterly access shown on Exhibit 3 for purposes of
ingress and egress from Said Plat at all times and shall maintain
that portion of said easterly access in a "reasonably commercial
manner" such that the driveway is paved and plowed at all times.
The Developer shall pay all costs of all such maintenance on Said
Plat only. For so long as Langford Drive remains open as a public
street, the City shall maintain Langford Drive at the easterly access
point in the usual and customary manner in which it maintains City
streets. The Developer shall not be responsible for the costs of
maintaining Langford Drive. The Developer may terminate the
easterly access at such time as the City permanently closes or
vacates that portion of Langford Drive which abuts Said Plat.
2. The attached Exhibit 9 is hereby substituted and replaces Exhibit 9 attached to
the Development Agreement.
3. Except as modified herein, the Development Agreement shall remain in force
and binding upon the parties.
CITY OF ALBERTVILLE,
B,;
Its Mayor
:A
5
Its Clerk
DEVELOPER,
CPG PARTNERS, L.P.
kelsea Pr e Group, Inc.
Its General Partner
ktee4
T-, v1 & day f (du
✓lea ( �-s BAR
STATE OF MINNESOTA
) ss.
COUNTY OF WRIGHT )
The fore ing instrument was acknowledged before me this ;Z4/
day of , 2003, by Don Peterson as Mayor of the City of
Albertville, a Minnesota municipal corporation, on behalf of the city and pursuant to
the authority of the City Council.
E------------------
NOTARMY
ICHAEL C. COURI
PUBLIC - MINNESOTA
om. Exp. Jan. 31, 2005
STATE OF MINNESOTA
) ss.
COUNTY OF WRIGHT )
r
Notary Public
The foregoing instrument was acknowledged before me this
day of 20OIX by as Clerk of the City of
Albertville, a Minnesota municipal corporation, on behalf of the city and pursuant to
the authority of the City Council.
STATE OF
Notary Public
M.
COUNTY OF F )
The foregoing instrument was acknowledged before me this
12
day of U X_ , 200r, by x - y-)y--\r— g G1 t 4) r V rcepresident �3460-f
of Chelsea PropertyGroup, Inc., a general partner of CPG Partners, L.P., a New
Jersey Limited Partnership.
. I/ I ' Q^h
Nota Public
This Agreement drafted by:
Couri, MacArthur & Ruppe, P.L.L.P.
P.O. Box 369
St. Michael, MN 55376
(763) 497-1930
Lynette E. Piegarlo
Notary Public
Stato of New Jersey
My Commission Expires October 23, 2004
EXHIBIT
9
ACCESS EASEMENT
CPG PARTNERS, L.P., a Delaware Limited Partnership, (hereinafter `Developer'),
and Contractor Property Developers Company, a Minnesota corporation, Albertville Strip
Mall, LLC, a Minnesota limited liability company, Manchester II LLC, a Minnesota
limited liability company, and Albertville Lodging, LLC, a Minnesota limited liability
company (collectively, "North Property Owner"), hereby grant perpetual, reciprocal
easements of access according to the following terms:
1. Developer owns Lot 1, Block 1 of Outlets at Albertville Second Addition, Wright
County, Minnesota ("Outlet Property").
2. North Property Owner, collectively, owns real property described as Lots 1 through 6,
The Shoppes at Towne Lakes One, Wright County, Minnesota ("North Property").
3. Developer shall permit ingress and egress to and from the North Property over the
Outlet Property at the location shown on the attached Exhibit A ("Shared Private
Driveway").
4. North Property Owner shall permit ingress and egress to and from the Outlet Property
over the North Property at the Shared Private Driveway.
5. The benefited and burdened properties under this Agreement are the Outlet Property
and the North Property.
6. The cost of maintenance and repair of those portions of the Shared Private Driveway
which are located on the North Property shall be borne by the North Property Owner.
7. The cost of maintenance and repair of those portions of the Shared Private Driveway
which are located on the Outlet Property shall be borne by the Developer.
8. Except for temporary and reasonable activities required in connection with
construction, maintenance, repair and replacement, no obstruction which would
prevent, restrict or otherwise inhibit the passage of pedestrians or vehicles over any
portion of the Shared Private Driveway shall be erected, condoned or permitted by the
2445287v5 1
owner of any property benefited by the Shared Private Driveway, its tenants, invitees
or licensees, nor shall any other conduct, passive or affirmative, including but not
limited to the parking or storage of vehicles, be permitted which would in any manner
restrict the rights of the respective owners of any of the benefited property, their
tenants, invitees and licensees to fully utilize the shared private driveway for the
purposes permitted herein. However, in no event shall any owner allow any
construction -related traffic that will cause damage to the shared driveway to utilize
the shared driveway, nor shall any owner allow traffic to use said shared driveway
which has a weight rating which exceeds the weight rating for which said shared
driveway was designed and constructed.
9. Should an owner fail to repair or maintain that portion of said Shared Private
Driveway located on said owner's property, the other owner may undertake making
or causing any defective condition existing on said Shared Private Drive to be cleaned
up, repaired or maintained as outlined below:
a. For all conditions not arising from the accumulation or deposit of snow on
the shared drive, the other owner shall give the defaulting owner fifteen (15) days
notice via certified mail and facsimile transmission thereof, and if the defaulting
owner fails to cure within 15 days of the notice (or fails to prosecute said cure
diligently to completion if it cannot reasonably be finished within said 15 day
period), the other owner will be granted the right and the privilege to complete the
defaulting owner's obligations and to bring legal action against the defaulting owner
to collect any sums due for the cost of the work performed, plus all costs and
attorneys fees incurred in enforcing this Agreement.
b. The fifteen day notice period shall be deemed to run from the date of deposit
in the United States Mail and the transmission of the facsimile.
C. For all conditions arising from the accumulation or deposit of snow on the
shared drive, the other owner shall give the defaulting owner twenty-four hours
notice via telephone and facsimile transmission thereof, and if the defaulting owner
fails to cure within said twenty-four hour period, the other owner will be granted the
right and the privilege to complete the defaulting owner's obligations and to bring
legal action against the defaulting owner to collect any sums due for the cost of the
work performed, plus all costs and attorney's fees incurred in enforcing this
Agreement.
10. Developer's address for notice is as follows:
CPG Partners, L.P.
c/o Chelsea Property Group, Inc.
103 Eisenhower Parkway
Roseland, New Jersey 07068
2445287v5 2
North Property Owner's address for notice is as follows:
The Shoppes at Towne Lakes One Retail Owners' Association
Contractor Property Developers Company
3030 Centre Pointe Drive, Suite 800
Roseville, Minnesota 55113
Either party may, by notice to the other, change its notice address. Notices given
hereunder will be deemed received on the day delivered if sent by hand or by overnight
carrier with delivery confirmed, or on the third business day following sending by certified
mail, return receipt requested.
In the event The Shoppes at Towne Lakes One Retail Owners' Association, a Minnesota
non-profit corporation that is the owner's association for The Shoppes at Towne Lakes
One, ceases to exist or ceases to act as the owner's association, then notices to North
Property Owner shall be delivered to the fee owner of Lot 5, Block 1, The Shoppes at
Towne Lakes One.
IN WITNESS WHEREOF, the parties have caused this instrument to be executed as of the
date set forth below.
CPG PARTNERS, L.P.
CONTRACTOR PROPERTY
By: Chelsea Property Group, Inc.
DEVELOPERS COMPANY
By:
By:
Name:
Name:
Title:
Title:
Date:
Date:
ALBERTVILLE LODGING, LLC
ALBERTVILLE STRIP MALL, LLC
By:
By:
Name:
Name:
Title:
Title:
Date:
Date:
MANCHESTER II LLC
By:
Name:
Title:
Date:
2445287v5 3
STATE OF NEW JERSEY
} ss.
COUNTY OF
This instrument was acknowledged before me on February 2004, by
, the of
CPG PARTNERS, L.P., a limited partnership under the laws of Delaware, on behalf of
the limited partnership.
NOTARY PUBLIC
STATE OF MINNESOTA
} ss.
COUNTY OF RAMSEY
This instrument was acknowledged before me on February 2004, by
, the of
Albertville Lodging, LLC, a limited liability company under the laws of Minnesota, on
behalf of the company.
NOTARY PUBLIC
STATE OF MINNESOTA
} ss.
COUNTY OF RAMSEY
[seal]
This instrument was acknowledged before me on February _, 2004, by
, the of
Albertville Strip Mall, LLC, a limited liability company under the laws of Minnesota,
on behalf of the company.
[seal]
NOTARY PUBLIC
2445287v5 4
STATE OF MINNESOTA
} ss.
COUNTY OF RAMSEY
This instrument was acknowledged before me on February 2004, by
, the of
Manchester II LLC, a limited liability company under the laws of Minnesota, on behalf
of the company.
NOTARY PUBLIC
STATE OF MINNESOTA
} ss.
COUNTY OF RAMSEY
[seal]
This instrument was acknowledged before me on February 2004, by
the of
Contractor Property Developers Company, a corporation under the laws of
Minnesota, on behalf of the corporation.
[seal]
NOTARY PUBLIC
This instrument was drafted by:
Shannon Hoagland
Leonard, Street and Deinard
380 St. Peter Street, Suite 500
Saint Paul, MN 55102
2445287v5 5
I