2023-06-29 DH - City - Development Agreement (AVA 2nd) - RECORDEDDoCUMENT +:4153335406-29-2023 at 12:15 PMCertified filed and or recorded on above dateTANYA WESTWRIGHT COUNTY RECORDERWRIGHT COUNTY, MNPages: 40 Fee Amount: $46.00Return To: LAND TITLE INC RSVLReturn to:LAND TITLE INC RSVL2200 w couNTY RD C #2205ROSEVILLE, MN 55113This cover pâge has been added to this document by Wright County Recorder's Officeand is now an offieial paft of this recorded document
aCTTY OF AI-BERT'VILI,EÐEVELOPMEI{T AGREEMENT/PL,A}\{F{ED UNIT DEVELOPMENT .AGREEMEI{TAV.{ SECOND ADDITIONTHIS AGREEMENT, entered into this &ö\þ dayof *'T-"^*2023 byand between Darkenwald Holdings, Ltd., a Minnesota Corporation, referred to hereinas "Developer"; and the CITY OF ALBERTVILLE, County of Wright, State ofMinnesota, hereinafter referred to as "City'';WITNESSETT{:WHERE.A.S, Developer is the fee owner of the real property described in theattached Exhibit A, which real property is proposed to be subdivided and platted fordeveloprnent, and which subdivision, which is the subject of this Agreement, isintended to bear the name "AVA Second Addition" and shall hereinafter be referredto in its entirety as "Said Plat" or "Subject Property," the final plat of which is attachedas Exhibit B; andWHEREAS, Developer has recoived final plat approval for two numbered lotsand one outlot within Said Flat; andWF{ER.E,&S, this Agreement is entered into for the purpose of setting forth andrnemorializing for thc partios and subsoquent owners, the undcrstandings andoovenants of the parlies conceming Said Plat and the conditions imposed thereon; andWFXÐRE,AS, Developer has requested and been grantcd a rezoning of theSubject Property to I-2 Plamed Unit Development/Gencral Industrial District; andWFXEmm,qS, the City has given final approval of Said Plat contingent uponeompliance with cedain City requirements including, but not limited to, matters setforth herein; andF{i;îilti.\ î{"1: ü-,eþ{m r'ltLffi åNffi'. c å 2200 W ÇOUN'IY RD C:' '* sl,JtrH 2205RÖsËvlFile f'lht"t13
WHEREAS, the Cityrequires that cefiain Municipal Improvements including,but not limited to, grading and stonn sewer be installed to serve Said Plat and otherproperties affected by the development of Developer's land, to be installed andfinanced by Developer; andWIIEREAS, the City further requires that certain other improvements beinstalled by the Developer within Said Plat, which improvements consist ofboulevards, top soil and sod, grading control per lot, bituminous or concrete drivewaysand parking lots, drairøge swales, berming, street signs, parking lot lighting, streetcleanup during project development, erosion control, and other site-related items; andt{ow, THEREFORE, rr IS HEREEY Al\D TXERB,II{ MUTU.ALLYAGREED, in consideration of each party's promises and considerations herein setforth, as follows:1. Flaxrned UUit _Ð_gveloplqe¡rt and PlALAppIgt'Al. Said Plat is hereby approved,subject to the following conditions:A. The Subject Property is rezoned I-2 Planned Unit Development/GeneralIndustrial District and shall comply with the requirements of the I-2ZoningDistrict as it is amended from tirne to tirne, except as set forth in thissubparagraph 1.4:i. Building A located on said Lot 1 as shown on the Site Plan for AVASecond Addition, as prepared by Landform dated October 14,2022attached as Exhibit C may be set back no less than B feet from the sideyard property line.ii. The curb cut width of the driveway to said Lot 1 may be no greater than42 feet in width.iii.All driveways, parking and outdoor storage areas shall have perimeterconcrete curùing, paved surfacing and striped parking stalls and outdoorstorage area stalls.iv.The bottom four to five feet of thc extcrior walls of the garage-typcbuildings facing the public streets or adjoining properties must be facedwith brick, stonc, or their replicants wainscoting.v. All leases for storage on said I-ot I must prohibit the followinga. Prohibited Storagei. Explosives2
ii. Hazardous materialsiii. Toxic materialsiv. Flarnmable materials such as fuels and accelerantsv. Materials that are subject to spoilage or deterioration.b. Prohibited uses of the storage bays:i. Residential livingii. Housing of animalsiii. Conducting a businessiv. Manufacturing or assembly of products.B. Developer agrees that all buildings on Lot l, Block 1 shali be constructedin the locations shown on the Site Plan for AVA Second Addition, asprepared by Landform dated October 14,2022 attached as Exhibit C unlessotherwise approved by motion of the City Council.C. Developer shall construct the number of parking stalls in the locations anddimensions on said Lot 1 as shown on the Site Plan affached Exhibit C.D. Use of lots on Said Plat. The uses on all lots of Said Plat shall comply withthe City's zoning code and applicable state law at all times.E. Developer shall develop Said Plat consistent with the Plans andSpecifications for AVA Second Addition, as prepared by Landform datedOctober 14, 2022 and on file with the City Clerk. The Developer shallcomply with all site plan approvals set by the City Council except wherespecifically set out in this agreement.F. All grading, drainage, utility and transportation issues that arise duringdevelopment of Said Plat shall be subject to review and approval by theCity Engineer.G. Trees, shrubs, berms and screening are to be planted and installed byDevelopor at Developer's expense as shown on the Landscape Flan forAVA Sceond Addition, as prcparcd by Landfonn dated Octobcr 14,2022attached as Exhibit D. Developer shall install landscaping shown onExhibit D by Octobcr 3 1 ,2023. The Developer shall guarantee that all newtrees shall survivc for fwo full years from the tirne the planting has beeneompletcd or will be replaeed at the expcnsCI of the Developer.H. Developer shall maintain the storm sower system and ponds loeated on SaidPlat. Devcloper shall not modify nor obstruet said stotm sewer systom orponds without the express written consent of the City. Developer-)
understands that the storm water ponds on the Subject Property will containstorm water fiom Karmen Avenue as a result of the City grantingDeveloper's request to vacate the drainage and utility easement that iscurrently being used for ponding water from Karmen Avenue on theSubject Property. Developer agrees to maintain the storm water ponds atDeveloper's cost in perpetuity, including the pond(s) thatmay contain waterfrom Karmen Avenue.I. Priorto the recording ofthe final plat, Developer shall provide the Citywitha temporary stormwater and utility easement over the ponding area shownon the attached Exhibit E. Said temporary stormwater and utility easementshall expire at such time as:i. Developer completes eonstruction of the ponds shown on the Gradingand Drainage Plan shown on the attached Exhibit F; andii. Developer constructs the drainage conveyance system which conveysstorm water frotn Karmen Avenue to the completed ponds shown on theStorm Sewer Plan shown on the attached Exhibit G.J. No building permits shall be issued for any buildings on said Lot 1 untilall storm water ponds shown on the Grading and Drainage Plan shown onthe attached Exhibit F are completed.K. No building permits shall be issued for any building on Outlot A of SaidPlat until such outlot is replatted as a numbered lot and block compliantwith the Albertville Subdivision and Zoning Codes.L. All private utilities installed on Karmen Avenue shall be installedunderground in a joint trench.M. Developer shall install outdoor ligliting in accordance with thePhotomotric Flan fbr AVA Second Addition, as prepared by Landformdated October 14,2022 attaohcd as Exhibit H.2" Comstn¡¡ctiom of Mal kmmrovemremtsA. The Developer shall construct those Munieipal Improvements located onand off Said Flat as detailed in the Plans and Spocifications for AVASeeond Addition, as preparCId by Landfonn dated October 14,2022 and onfile with tlie City Clcrk, said improvements to ineludc grading andinstallation of storm water treatment ponds as set forth on Exhibit F tothis Agreement, and street signs to be of such type and to bc installed atsueh loeations as required by the City Enginoer and in eonf-ormanoc with4"
the Manual on Unifonn Traff,rc Control Devices (collectively, the"Municipal hnprovements"). All the Municipal Improvements shall beconstructed according to the standards adopted by the City, along with allitems required by the City Engineer. Unless the City Engineer specifies alater date, said improvements shall be installed by October 31, 2023.B. The Developer shall provide the City with record drawings for allMunicipal Improvements, consistent with City requirements and subjectto review and approval of the City Engineer. Record drawings shall becertified by a registered land surveyor or engineer that all ponds, swales,emergency overflows, and Municipal Improvements have beenconstructed on public easements. Such record drawings shall be providedin paper andlor electronic formats as required by the City Engineer, andshall meet all applicable State requirements for such drawings.C. The Developer warrants to the City for a period of two years from the datethe City accepts the finished Municipal Improvements that all suchMunieipal Improvements have been constructed to City standards and shallsuffer no significant impairments, either to the slucture or to the surface orother usable areas due to inrproper consttuction, said warranty to applybothto poor materials and faulty workmanship.D. Developer shall provide the City with lien waivers from all contraetors andsubcontractors engaged to construct said Municipal Improvements on SaidPlat. Should Developer fail to provide the City with all applicable lienwaivers, the City reselves the right to draw upon Developer's surety and payany eontractors who performed work on any Municipal Improvements andwhom Developer has failed to fully pay for the performance of said work,E. The City shall, at its option, have the City Engineer present on Said Plat forinspection purposes at all times (or such times as the City nay deemnecessary) during the construction and installation of said MunicipalImprovements. Developer agrees to pay f'or all reasonable costs incurredby the City during said inspcctions.3. Comstn¡¡etíom ofl Frivate lxmpr"ovexme¡¡ts.Developer shall construot all on- and ofï-site improvements ("FrivateTmprovemonts") ineluding installation of stonn sewer not loeatod in thestreet right of way, boulevards, strect signs, trafTic signs, yard top soil,sod and seed in all yards, grading eontrol per lot, bituminous or concretedrivcways and parking lots, arrcl like if.errrs as lleÇessary, stt'eet cleattupduring projeet devclopment, and erosion control, all as required by City5A
B4" Sgre{y Requireluerlts,Cordinance. All yard areas shall be sodded with grass or landscaped inaccordance with the attached Landscaping Plan. In all cases pennanentturf or grass must be established over all areas of the lot not covered bya hard or impervious surface. Erosion control, drainage swales andberming, shallbe installedupon initial grading of SaidPlat. The gradingof Said Plat shall be performed in accordance with the Grading andDrainage Plan for AVA Second Addition, as prepared by Landformdated October 14,2022 a¡td attached hereto as Exhibit F.Developer agrees to have all utilities installed at its expense accordingto'Water & Sanitary Sewer plan and the Storm Sewer Plan for AVASecond Addition, as prepared by Landform dated October 14,2022 anLdattached as Exhibits I and G, respectively.Notwithstanding the requirements of subparagraph 3A above, theDeveloper shall install to the City's satisfaction said PrivateImprovements for said Lot I prior to the date that a certificate ofoccupancy (temporary or permanent) is issued by the City for a buildinglocated on the lot, unless the certificate of occupancy is issued afterOctober lst and before March 30th in any given year, in which case acertif,rcate of occupancy shall be issued if all Private Improvementsexcept landscaping and sod have been installed. In such cases, the ownerof the lot shall cause the required landscaping and sod to be installed bythe first June 30th following the issuance of the occupancy permit.A.Developer will provide the City with an in'evocable letter of credit (orother surety as approved by the City Attorney) as security that theobligations of the Devcloper under this contract shall be performed.Said letter of credit or surety shall be in the amount of $1,229,975,representing the sum of lA0% of the estirnated oost of the MunieipalInrprovements ($325,611), 50% of the cost of selected PrivateImprovemonts, ($873,486), $1,500 per acre fbr erosion and sedirncntcontrol over 9.06 acres ($13,590) and 150o/o of the estirnated oost forlandscaping/serecning rnaterials ($ 17,288). Said letter of credit or suretymust meet the approval of the City attorney as to f'orm and issuing bank(the issuing bank rnust be an FDIC insured bank located within 100miles of thc City of Albertvillc), and rnust be availablc in its ontircty tofulfill the otrligations of the Developer under this Agreement. Thc letterof credit to thc City shall contain language requiring its automaticrenewal prior Lo Decerrrber 31 of eaeh calendar year, unless the issuerof the letter of oredit provides written notice to the City at least 45 days6
Bprior to the expiration of the letter of credit of the issuer's intent not torenew the letter of credit. Developer agrees that none of the lots oroutlots on Said Plat may be replatted nor shall a building permit beissued for any such lot until said letter of credit is provided to the City.The City may draw on said letter of credit or surety to complete worknot performed by Developer (including but not limited to PrivateImprovements, Municipal Improvements and LandscapingImprovements described above, erosion control, and other suchmeasures, to pay liens on property to be dedicated to the City, toreimburse itself for costs incurred in the drafting, execution,administration or enforcement of this Agreement, to repair or correctdeficiencies or other problems which occur to the MunicipalImprovements during the warcanty period, or to otherwise fulfill theobligations of Developer under this agreement. Said letter of creditmust be maintained by Developer at all tirnes at the level provided inparagraph 4.4 above or a lesser amount authorized by the City Councilpursuant to paragraph 5.8 below.In the event that arry cash, inevocable letter of credit, or other suretyreferred to herein is ever utilized and found to be deficient in amount topay or reimburse the City in total as required herein, the Developeragrees that upon being billed by the City, Developer will pay withinthirty (30) days of the mailing of said billing, the said deficient amount.If there should be an overage in the amount of utilized security, the Citywill, upon making said determination, refund to the Developer anymonies which the City has in its possession which are in excess of theactual costs of the project as paid by the City.Devoloper hereby agrees to allow the City to specially assessDeveloper's property for any and all costs incurred by the City inenforcing any of the terms of this agroement should Developer's letterof credit or surety prove insufficient or should Devcloper fail tomaintain said lctter of ercdit or surety in thc amount rcquired abovewithin 30 days of mailing of written rcquest by the City.In the event a surety referred to herein is in the form of an irrevocableletter of oredit, whicli by its tenns may expire or become null and voidprior to thc time at whieh all monctary or othor obligations of thcDcvoloper are paid or satisfied, it is agreed that the Devcloper shallprovide the City with a ncw letter of eredit or other surety, aceeptable totho City, at least forty-fivc (45) days prior to the oxpiration of theoriginal letter of crcdit. If a ncw letter of ercdit is not reocived asr\DE.7
Frequired above, the City may, without notice to Developer, declare adefault in the terms of this Agreement and thence draw in part or in total,atthe City's discretion, upon the expiring letter of credit to avoid the lossof surety for the continued obligation. The form of any irrevocable letterof credit or other surety must be approved by the City Attorney prior toits issuance. Developer shall maintain said letter of credit in the amountrequired by the City aI all times.In the event the Developer f,rles bankruptcy or in the event abankruptcyproceeding is filed against Developer by others and is not dismissedwithin 60 days, or in the event a coutt appoints a receiver for theDeveloper, the City rnay draw on its letter of credit or surety in its fullamount to secure its surety position. The City shall then release theremainder of said letter of credit or surety to the bankruptcy couft orreceiver in the same manner thatitwould be required to release the letterof credit under this Agreement.5. Suretv R.elease.BAPeriodically, as payments are made by the Developer for thecompletion of portions of the Municipal lmprovements, PrivateImprovements or Landscaping, and when it is reasonably prudent, theDeveloper may request of the City that the surety be proportionatelyreduced for that portion of the Municipal Improvements, PrivateImprovements or Landscaping which have been fully completed andpayment made thorefor. All such decisions shall be at the discretion ofthe City Council. The City's cost for processing reduction request(s)shall be billed to the Developer. Such cost shall be paid to the Citywithin thiffy (30) days of the date of mailing of the billing.The Developer rnay request of the City a reduction or release of anysurety as follows:Vlhen another aceeptable letter of crodit or surety is furnished tothe City to replace a prior letter of credit or surety.When all or a portion of the required improvoments havc becninstallcd, the lettor of credit or surety may be reduced by thodollar amount attributable to that portion of irnprovements soinstallcd, exeept that the City shall retain the letter of crcdit orsurety in the arnount of 10o/o of thc estinlatcd cottstruetion priceof the Vlunieipal Improvements during thc first year of thewarcanty poriod and 5o/o of the estimated construotion price of1tI
the Municipal Improvernents during the second year of thewananty period.When all or a portion of the landscaping irnprovetnents havebeen installed pursuant to the Landscaping Plan for AVA SecondAddition, as prepared by Landform dated October 74, 2022attached as Exhibit D, the letter of credit or surety may bereduced by the dollar amount attributable to that portion of suchlandscaping irnprovements installed, except the Cit¡r shall retainthe letter of credit or surety in the amount of 25o/o of the estimatedLandscaping Improvement costs for two years fi-om the time ofthe installation of said landscaping materials.1VAs to all requests brought under this paragraph, the City Councilshall have complete discretion whether to reduce or not to reducesaid letter of credit or surety.C. The City shall act upon Developer's letter of credit reduction requestswithin 35 days of submission of a written request for reduction. The costsincuned by the City in processing any reduction request shall be billed tothe Developer and paid to the City within thirty (30) days of billing.6. Äbandonment of Froi- Costs and Exnenses.In the event Developer should abandon the proposed development of Said Plat, theCity's costs and expenses related to attorney's fees, professional review, draftingof this Agreement, preparation of the feasibility report, plans and specifications,and any other expenses undertaken in reliance upon Developer's various asseftionsshall be paid by said Developer within thirty (30) days after receipt of a bill forsuch costs frorn the Ci|l. In addition, in the event the Developer abandons theproject, in whole or in pad, ceases substantial field work for more than nine (9)months, fails to provide sufficient ground-eover to prevent continuing soil erosionfi'orn Said Flat, or fäils to leavo the abandoned property in a condition which canbe mowod using eonventional lawn mowing equipment, Devcloper agrees to payall costs the City rnay incur in taking whatever aetion is reasonably necessary toprovide ground-cover and otheiwise restorc Said Flat to the point whercundeveloped grounds are level and covered with permanent vegetation sufficientto prevent continuing soil erosion from Said Plat and to facilitate mowing of SaidFlat. In the event that said costs are not paid, the City rray withdraw funds fromthe al¡ove-mentioned surety for thc purpose of paying the eosts refemed to in thisparagraph.Costs arad &xr¡emscs.I7. Ðeveåopen to Fav Citv's
It is understood and agreed that the Developer will reimburse the City for allreasonable adrninistrative, legal, planning, engineering and other professionalcosts incurred in the creation, administration, enforcement or execution of thisAgreement and the approval of Said Plat, as well as all reasonable engineeringexpenses incurred by the City in designing, approving, installing, and inspectingsaid Improvements described above. Developer agrees to pay all such costs within30 days of billing by the City. If Developer fails to pay said amounts, Developeragrees to allow the City to reimburse itself from said surety atdlor assess theamount owed against any or all of properties in Said Plat without objection.B. Develonment Related Feesand Credits"A. Sanitary Sewer and Water Trunk Line Fees.Developer agrees that the City's Sanitary Sewer Trunk Line Fee Ordinanceand Water Trunk Line Fee Ordinance currently requires the Developer topay $2,055.00 per acre and $1,925.00 per acre respectively, upondeveloprnent of said Plat. There are 12.88 acres in said Plat to which theTrunk Charges apply, which received final plat approval (said Lots I and2,but excluding outlot). Therefore, the Sanitary Sewer and Water Trunk LineFees for the numbered lots receiving final plat approval are $51,262(526,468 in sanitary sewer trunk line fees calculated as $2,055.00 x 12.88acres and 524,794 in hunk water fees calculated as $1,925.00 x 12.88acres).B. Storrn Water Utilify Connection Charge.Developer agrees that the City's Storm Water Utility Connection ChargeOrdinance requires the Developer to pay $ 1,500 per acre for all acresincluded in said Lots 1 and2 upon application for a building permit on saidLots 1 and2. There are 12.88 aores in said Plat to which the Storm WaterUtility Connection Charges apply, which received final plat approval(said Lots 1 and 2, but cxeluding outlot). Thcrefore, the Storm WaterUtility Conneetion Charge for the numberod lots receiving final platapproval is $19,320.C. S.eC axad W.A.C Changes" Developer agrees that the City's Sewer AccessCliarge ("SAC") and Water Aeeess Charge ("V/.AC") ordinaneos requirethe Developcr to pay applieable S,AC and WAC upon applieation for abuilding pennit on said Lots 1 and2.10
D. Administrative Fee. A fee for City adrninistration of this project shall bepaid prior to the City executing the Plat and this Agreernent. Said feeshall be 3.5% of the estimated construction costs of the MunicipalImprovements within the Plat. The administrative fee for this Plat is$1 1,396 calculated as $325,611 x 0.035.9. Erosion and Siltation Control.Developer shall implement all erosion control rneasures detailed in the Storm'Water Pollution Prevention Plan ("SWPPP") and on the Grading and Drainageplan (including construction of all temporary and pennanent ponds) in the orderrequired by the City Engineer. Developer shall also implement any additionalerosion control measures required by the City Engineer, and shall abide by allerosion control requirements contained in the Albertville Subdivision ordinanceand as required by the NPDES Construction Stormwater Permit for tlie project.The parties recognize that time is of the essence in controlling erosion. If theDeveloper does not cornply with the erosion control plan and/or the requirementsof the NPDES Construction Stonnwater Permit, the City rnay take such action asit deerns appropriate to control erosion, and the landowner hereby grants the Citypermission to enter upon the land and take such necessary erosion control actions.The City will endeavor to notify the Developer in advance of any proposed action,but failure of the City to do so will not affect the Developer's and City's rights orobligations hereunder. If the Developer does not reimburse the City for any costthe City incuned for such work within thiny (30) days, the City may draw downthe letter of credit to pay any costs or may specially assess Developer's land forthe costs not covered by the letter of credit. No developtnent will be allowed andno building permits will be issued unless the development is in full compliancewith the erosion control requiretnents.1 0. Ðrainage RequírermemÉs.Developer shail cornply with all requirernents sct forth for drainage into any countyditch or other ditch through which water frorn Said Flat may drain, and shall makeany necessary improvements or go through arly necessary proeedures to ensureeomplianee with any federal, state, eounty or eity requiretnetrts, all at Developor'sexpense.11. Maüntañxr Pn¡l¡ååe Fn"on¡ex"tv Þan¡aasedor CåutÉen"ed ÐurímE ComstruetÍom"Developer agrecs to assumc full financial responsibility f-or any damage whieh mayocour to publie property including but not limited to streets, strcet sub*basc, base,bituminous surface, curb, utility system including but not limited to watermain,sanitary scwer or storm sewer when said darnage oeours as a result of the activity11
which takes place during the development of Said Plat. The Developer fuitheragrees to pay all costs required to repair the streets, utility systems and other publicproperty damaged or cluttered with debris when occurring as a direct or indirectresult of the conshuction that takes place in Said Plat.Developer agrees to clean the streets on a daily basis if required by the City.Developer further agrees that any damage to public property occuming as a resultof construction activity on Said Plat will be repaired immediately if deemed tobe an emergency by the City. Developer further.agrees that any damage topublic property as a result of construction aetivity on Said Plat will be repairedwithin 14 days of notice to the Developer provided by the City if not deerned tobe an ernergency by the City.If Developer fails to so clean the streets or repair or maintain said public property,the City may immediately undertake making or causing it to be cleaned up,repaired or maintained. When the City underlakes such activity, the Developershall reimburse the City for all of its expenses within thirty (30) days of its billingto the Developer. If the Developer fails to pay said bill within thirty (30) days,then the City may specially assess such costs against the lots within Said Plat and/ortake necessary legal action to recover such costs and the Developer agrees that theCity shall be entitled to attorney's fèes incured by the City as a result of such legalaction.1 2. Temnorarv EasernentR.ishts.Developer shall provide access to Said Plat at all reasonable times to the City or itsrepresentatives for pulposes of inspection or to accornplish any necessary workpursuant to this Agreement.13. Migcellantqg&A. Developer agrees that all construction items required under this Agreernentare items for which Devcloper is rosponsible for completing and all workshall be done at Developer's expense.B. If any porlion, section, subsection, sentenoe, elause, paragraph or phrase ofthis Contract is for any reason held invalid by a Court of eompetentjurisdiction, such decision shall not affcct the validity of the remainingporfion of this Contraet.C. If building pennits are issued prior to the cornpletion and aeeeptanee ofpublic improvements, the Developer assulnes all liability and the costsresulting in elelays in eompletion of public improvements and damage to12
public improvements caused by the City, Developer, its contractors,subcontractors, materialmen, employees, agents, or third parties.D. The action or inaction of the City shall not constitute a waiver oramendment to the provisions of this Contract. To be binding, amendmentsor waivers shall be in writing, signed by the parties and approved by writtenresolution of the City Council. The City's failure to promptly take legalaction to enforce this Contract shall not be a waiver or release.E. This Contract shall run with the land and shall be recorded against the titleto the property.F. The Developer represents to the City that Said Plat and its relatedsubmissions (including but not limited to the grading plan, utility plan, andsite plan) complies with all City, county, state and federal laws andregulations, ineluding but not limited to: subdivision ordinances, zoningordinances, and environmental regulations. If the City determines that SaidPlat does not comply, the City may, at its option, refuse to allowconstruction or development work in the plat until the Developer socomplies. Upon the City's dernand, the Developer shall cease work untilthere is compliance.G. Prior to the execution of this Agreement and prior to the start of anyconstruction on Said Plat, Developer shall provide the City with evidenceof good and marketable title to all of Said Plat, provided that Developershall provide an executed mortgage subordination agleement from allmortgage holders subordinating such mortgages to the tetms of thisAgreement. Evidence of good and marketable title shall consist of a TitleInsurance Folicy or Commitment frorn a national title insurance company,or an abstract of title updated by an abstract company registered under thelaws of the State of Minnesota.H. Dcveloper shall eomply with all water, ponding and wetland rclatedrestrictions, if any, required by the \Mright County Soil and WaterConservation Distriet andlor the City and any applicable provisions ofState or Federal law or regulations.I. Developer shall obtain all required driveway, utility and other permits asrequired by oither the City Engineei, Wright County anel/or thc Statc ofNt[innesota for the eonstruction of the N4unieipal Improvements and the On-and Off-Site trmprovernents.1 4. Vioåatiom of',4gn"eermemf.1i
A. In the case of'default by the Developer, its successors or assigns, of any ofthe covenants and agreements herein contained, the City shall giveDeveloper thirty (30) days mailed notice thereof (via certified mail with acouftesy copy sent via email), and if such default is not cured within saidthirty (30) day period, the City is hereby granted the right and the privilegeto declare any deficiencies governed by this Agreement due and payable tothe City in tull. The thirty (30) day notice perìod shall be deemed to runfrom the date of deposit in the United States Mail. Upon failure to cure byDeveloper, the City may thence immediately and without notice or consenteomplete some or all of the Developer's obligations under this Agreement,and bring legal action against the Developer to collect any sums due to theCity pursuant to this Agreement, plus all costs and attorney's fees incurredin enforcing this agreement. The City rnay also specially assess all saidcosts incurred upon default against the properties in Said Plat pursuant tothe terms of this agreement.B. Notwithstanding the 30-day notice period provided for in paragraph l4.Aabove, in the event that a default by Developer will reasonably result inirreparable harm to the environment or to public property, or result in animminent and serious public safety hazard, the City may immediatelyexercise all remedies available to it under this agreement in an effort toprevent, reduce or otherwise mitigate such irreparable harm or safetyhazard, provided that the City makes good-faith, reasonable efforts to notifythe Developer as soon as is practicable of the default, the projectedirreparable harm or safety hazard, and the intended actions of the City toremedy said hann.C. Paragraph l4.A of this Agreement shall not apply to any acts or rights ofthe City under paragraph 4.E of this Agreement, and no notice need begiven to the Developer as a condition precedent to the City drawing uponthe oxpiring irrevocable letter of credit as therein authorized. The City mayeleet to give notiee to Developer of the City's intent to draw upon the suretywithout waiving the City's right to draw upon the surety at a future timewithout notice to the Developer.D. Broach of any of the terms of this Contract by the Developer shall begrounds for denial of building perrnits to the properties on Said Flat.I s . Ð ç d-å*e-a$s_p.s*"É.e*tål p*Çåüv.A. &4urnåei¡aa[ {mprovermexat Ðedñaafioxls"14
The Developer, upon presentation to the City of evidence of good andmarketable title to Said Plat, and upon completìon of all constructionwork and certification of completion by the City Engineer, shalldedicate all street right-of-ways and drainage and utility easernents tothe City. Upon acceptance of dedication, Developer shall provide to theCity "As-Builts" (both in paper form and electronic fonn as required bythe City Enginccr) of all publicly dcdicatcd strccts, utilitics, stormsewers, stonn water ponds and other Municipal lmprovements requiredunder this Agreement. Acceptance by City of any dedication shall occurupon passage of a resolution to such effect by the City Council.B. Park Ðedication.The Developer is required to pay a cash contribution of $32,200 insatisfaction of the City's park and trail dedication requirements. Thischarge is calculated as follows: 12.88 acres (Lot 1 and 2 acreage) x$2,500 per acre : $32,200. Developer shall pay park dedication onOutlot A at such time as that lot is replatted as a numbered lot.C. Outlots Containing Wetlands and \Metland tsuffer dreasUpon the replatting of outlots eontaining wetlands and wetland bufferareas into numbered lots, such wetlands and buffer areas shall rernainin an outlot and such outlot shall be dedicated to the City.D. Stonmwater R.etentÍon and Treatment Fonds and Basins.l.Developer shall dedicate drainage and utility easements to theCity over all stonr-rwater retention and treatment ponds andbasins. Developer shall be required to maintain all sueh ponds,in accordance with the tenns of the Stormwater N{aintenanceAgreernent attached as Exhibit E.11.Developer shall enter into that Stonn Water \4aintenanceAgreement attached as Exhibit J and shall cornply with the termsof such Agreement.16.Åqdçruqså&.Developer shall hold the City and its officers and employees harmless fromclaims madc by Developer and third parties ftrr damages sustained or oostsineurred resulting fiorn Said Flat approval and development. The Developcr15
shall indemnify the City and its officers and employees for all costs, damagesor expenses which the City may pay or incur in consequence of such claims,including attomey's fees. Third parties shall have no recourse against the Cityunder this contract.17. Assienment of Contract.The obligations of the Developer under this Contract can be assigned by theDeveloper. However, the Developer shall not be released frorn its obligationsunder this contract without the express written consent of the City Councilthrough Council resolution.1 8. I-ímited .A.pproval.Approval of this Agreement by the City Council in no way constitutes approvalof anything other than that which is explicitly specified in this Agreement.19. Frofessional Fees.The Developer will pay all reasonable professional fees incurred by the City asa result of City efforts to enforce the tenns of this Agreement. Said fees includeattomey's fees, engineer's fees, planner's fees, and any other professional feesincurred by the City in atternpting to enforce the terms of this Agreement. TheDeveloper will also pay all reasonable attomey's fees and professional feesincuned by the City in the event an action is brought upon a letter of credit orother surety fuinished by the Developer as provided herein.20. Flans Attached as Exhibits.All plans attached to this Agreement as Exhibits are incorporated into thisAgreement by reference as they appear. Unless otherwise specified in thisagreement, Developer is bound by said plans and responsible fi¡rimplementation of said plans as herein incorporated.21. lmfegratiom Clause, Modåfrcatiox¡ hv Wníffen ,Agreemrent Omtv"This Agreement represents the full and complete undorstanding of the partiesand neither party is relying on any prior agreement or statement(s), whetheroral or writtcn. ilzTodifieation of this Agrecnrcnt may oeeur orrly if in writingand signed by a duly authorized agcnt of both parties.22. Notifieatiom {¡rf'ormatioxl.16
Any notices to the parties herein shall be in writing, delivered by hand (to theCity Clerk for the City) or registered mail or by email (to the Developer)addressed as follows to the following parties:City of Alberlvilleclo Ctty ClerkP.O. Box 9Albertville, MN 55301Teleplrone : (7 63) 491 -3384Darkenwald Holdings, LimitedAttn: Casey Darkenwald7535 River Road NEOtsego, MN 55330Telephone: (612) 598-3920Ernail : casey @darkenwaldcorp. com23. Asreement Effect.This Agreement shall be binding upon and extend to the representatives, heirs,successors and assigns of the parties hereto.17
CITY OF ALBERTVILLEIts MayoruIts ClerkSTATE OF MINNESOTA ))ssCOLINTY OF WRIGHT )day ofThe foresoinsæK*"instrument was acknowledged before2023, by Jillian HendricksonAlber-rville, a Minnesota rnunicipal corporation, on behalf of the city and pursuant tothe authority of theCouncil.Notary PublicSTATE OF MINNESOTACOLTNTY OF WRIGHTThe foreinshument was acknowledged before rne thisN¡¿u¡day of2023, by Kris Luedke, as Clerkof the City ofand pursuant toAlbertville, a Minnesota municipal eorporation, on behalf of the citythe authority of the City Council.Fublicme tlris N1'tt*tu, Muyoiãf thã-city of)))SSBaekerPubilcMlnmesotæCoffunis$iffi31,?t2618
DARKENWALD HOLDINGS, LTDBy: Casey DarkenwaldIts: PresidentSTATE OF MINNESOTACOLINTY OF V/RIGHTThe foregoing instrument was acknowledged before me this å5*^day of6AV2023, by Casey Darkenwald as President of DarkenwaldHoldinfs, Ltd., aMinnesota corporation, on behalf of the eorporation.NotarylicT}RAFTET} BV:Couri & Ruppe Law OfficeP.O. Box 369St. N{iehael, ndN 55376(763) 4e7-re30)))SS#l@ËRIN AÞONA CARLSONNotary PublicState of MinnesotaMy Commission ExpiresJanuary3t.Z02519
EXHIBIT A TO DEVELOPER'S AGREEMENTThe legal description of the Plat to which this Developer's Agreement appliesis as follows:Lots I and2Outlot AAll such property in the plat of AVA Second Addition, as said plat is on file in theWright County Recorder's Office, Wright County, Minnesota.2A
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EXHIBIT C)IEd;íi3lIlIIiti26'+o68¿,44NA0',03 2t t)HiIIllliil:ir li:tliil¡iliiIrflili.l¡I1,.I,ti;'tiÍ990t¡!i¡:¡¡:ií:iri!i'{iiiít¡iii!r irría; ¡¡iillìÍå itJ:ií ¡Ìi¡:f :!t ''- i i.'ir: I i ii:fl¡HIìli!¡i{i+iiii¡itIt!¡II0I!IitItiitiitii¡:!iIJtrÉttil¡ìtlrii0004ril{.¿li!{tlrli!¡ l¡iipt0iii! rii!ìijiili!i¡ii¿sIFå!8ffiffiiH:¡¡ilå :1,¡l¡i¡il iil;Fil HtrE=F<=æÈ¿ffiot.ìBÊ:rîabFIe6oÍo1¡(IiIItt-f._i(1 r/"-.Ll:i ii4¡.:l)ì11ì¡ i3irã;!;ÞLÈEEg5
EXHIBIT De!Ã+(il,8:ÈÊPîTYFreEtaep:,-i!È5ie¡I?liltIIIIl.lIIIIIIflIJIt'I\tåê:åI!tIIIIe0e'.*,'f:.-ql'li¡liÈi!l;!¡iIfi!Ëlliii\\\ttrliiilitiIffic)(D¡ IlF;:É !iÈ¡rËi!iEi:E¿ç=sçiii!iiI¡iliritlt;tIFil3¿|-Liil¡"ËHóFiiiItÈta l-'ìi::ã¡¡Ì¡aë.F!?o3iilwr¡úì È i ¡:!ii:i!e i I ;;iåli:!ir;ii;¡ii;i i ; !!Iiii; qii!t r ri î!:.¡iiàl:ÈlÈ !ali.là;aåài;Ê:F¡ :Àii ír'! ;í¡i¡¡i¡r!¡-i¡¡:tifliq iliiil;i.q':i!lrlliårlåE;:ËåË¡t¿tiitili¡âiåi¡!¡i-€?¡tii;d¡iia'i¿$(,riit¡ii¡i.à¡;iii!rirÌ1¡rtÌIii¡;Èi:'{9:i iiil l¿it li?3 ¿;?i '¡ii !!i ;ilrit:!ii¡tiitii t¡ðiiii ii ii!ii lit;!ii¡!iilil ir!lii, ¡¡r'lli ¡i!:i i!!!{ iiiiì !¡lil i!iiïiiiit ilEfr=HãtÐ9i$!iiTIÌill['Iti¡9{itiIi:|1'HffiFå!8Im:trE
EXTTIBIT ETEMP OR,{R.Y DR.AINAGE AhID IJTII,TTY EAS EMENTDarkenwald Holdings, Ltd., a Minnesota Corporation, Grantor, for valuableconsideration, receipt of which is hereby acknowledged, does hereby covenant andgrant and convey unto the City of Albertville, a political subdivision of the State ofMinnesota, Grantee, its successor and assigns, free and clear of all encumbrances, atemporary easement for drainage and utility pulposes upon and across the propertyin the County of Wright, in the State of Minnesota, as legally described on attachedExhibit C and graphically represented on the attached Exhibit D, both of which areincorporated herein by this reference. Said temporary easement shall expire whenboth of the following events occur:1. Grantor completes construction of the ponds shown on the Grading andDrainage Plan shown on the attached Exhibit A; and2. Developer eonstructs the drainage conveyance system which conveys stormwater from Karmen Avenue to the completed ponds on the Storm Sewer Planshown on the attached Exhibit B.Upon the expiration of this temporary easement, Grantee shall execute and record adocument confirming such expiration.Ðarå<exewaåd F{oådimgs, l-úd.By: Casey DarkenwaldIts: FresidentI
STATE OF MINNESOTACOLINTY OF WRIGHTThe foregoing instrument was aeknowledged before me thisday of2023, by Casey Darkenwald as President of DarkenwaldHoldings, Ltd., a Minnesota corporation, on behalf of the corporation.Notary PublicThis instrument was drafted by:Couri & Ruppe, P.L.L.P.P.O. Box 369St. Michael, MN 55376763-497-1930)) s.s)2
/- -.. l-S[-¡;¿.€È.. .... . -- ivi-REFER TO SHÊET C3.3REFER TO SHEET C3.4.:lì&Fh'Fiú'ÈÐ!.i ;L:ìl{:Ill)'- --- iDEtrED T'\ CUEET A2 OI \LI L¡\ I V UI ILL ¡ VU.¿ffi@@[sg!!@wllwilJAruLl¡Àli¡ilSrORAGEMfuLI¿MNw------ìL*-.'-3.æSr-1i-r-i-: -.-.-...-..-:-.......¡-m1XLll-jE.-."- '--...^"'"*-.D"-.,---"*- --.-"'M:|@DÁ¡l€NlT¡t¡ HOIDINGS. LTC:ìfffiffi\l2 _:'*tuù8€læ. -W*-ffitgCdlwepos c Jo 5
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EXHIBIT CTemporary Drainage and Utility EasementThat part of OUTLOT B, as dedicated on the plat of AVA ADDITION, as of public record in theoffice of County Recorder, Wright County, Minnesota, described as follows: Commencing at thenorthwest corner of said OUTLOT B; thence South 01 degrees 16 minutes 59 seconds East,plat bearing, along the west line of said OUTLOT B, a distance of 600.65 feet to the Point ofBeginning; thence North 88 degrees 43 minutes 01 seconds East, a distance of 62.63 feet;thence South 71 degrees 00 minutes 58 seconds East, a distance of 116.29 feet; thence South89 degrees 59 minutes 58 seconds East, a distance of 28.07 feet to the easterly line of saidOUTLOT B; thence South 00 degrees 00 minutes 02 seconds West, a distance of 131.59 feet;thence southerly a distance of 209.91 feet along a tangential curve, concave to the west, havinga radius of 400,00 feet and a central angle of 30 degrees 04 minutes 03 seconds; thence South88 degrees 43 minutes 01 seconds West, a distance of 138.55 feet to said westerly line; thenceNorth 01 degrees 16 minutes 59 secondsWest, along lastsaid line, a distance of 371,62feettothe Point of Beginning
105 South Fiflh AvenueSuite 513lVinneapolis, MN 55401Web: landform.netËffi Sltè tt FlnlshJob No. DAC003D[awing:EILFEIenI Exhibil.dvrg By: --Ljr _FÕRMrÈ ($@@@&l l:, i\ l}TEMPORARY EASEMENT EXHIBIT DFOR; Darkenwald Holdings Ltd,,-Nw .oft'dù6Nwr,10¡/ soc 35,1eÞ r?1,& ?¿/ ¡v¡trørvo*'ó- - - --/-N€ .ttrôrü¡Nw r/40r..-k r.T*?.ut R4 21 \À wMl tu[ rburgl \-----ìr:i.ii ¡iii. ai:.:i I--¡.--l' l).lt.':80'-"t---X,80liiii:i:i í;:Ì:iiì fii¡il¡ii:;ÍlTí !ì':r:nf:räl:l¡i il;: TiìL_-(N88'49?1'W) N89.59'SV 439 S4iïri)¡i lliiìiiÌ {lí; ÞiÄí\ñl^lI:gI!lb;s r '! ôr ris Nd 1æ æ l@l or ù.NW rlor* 35.Ts. 121,R4.2¡ì:':r.ñi:)1. l'1.--la¡I¡€\.1_ - _ ___lI,)I_t,I'.tr;,'" .:.:\r. .-1---'-,..t-, i:i: i ii r: oTemporary Drainage and Utility EasementThat part of OUTLOI B, as dedicated on the plat of AVA ADDITION, as of public record in lhe office of County Recorder, Wright County, M innesota, descdbed asfollows: Commencing at the norlhwest comer of saìd OUTLOT B; thence South 01 degrees 16 minutes 59 seconds East, plat bearing, along the west line of saidOUTLOT B, a distance of 600.65 feet to the Point of Beginningi thence Norlh 88 degrees 43 minutes 0'l seconds Easl, a dìstance of 62.63 feet, thence South 7'1degrees 00 minutes 58 seconds East, a distance of 1'16.29 feet, thence South 89 degrees 59 minutes 58 seconds East, a distance of 28.07 feet to the eastedy lineof sâid OUTLOl- Bt thenæ South 00 degrees 00 minutes 02 seconds West, a distance of 131.59 feet, thence southerly a distance of209.9'1 feet along â tangentialcurye, concave to the west, having a radius of 400.00 feet and a central angle of 30 degrees 04 minutes 03 seconds; thence South 88 degrees 43 minutes 01seconds West, a distance of 'l 38.55 feet to said westerly lìnei thenæ North 01 degrees 16 ninutes 59 seconds West, along last said line, a drstance of 371.62 feetto the Point of Beginn¡ngLôrdfffmôând Silelofùûh6sc reqßtred ssMce meh olLffdlqùP¡oí0sionalSeúes, LLC.úÕLÕzfoNOR-TH1 INCH = 200 FEEIMM IffiW400200INscAt-ËFEEI-,;.;-3;,r.ari-llrill)t'Ì;.r'OUTLOI B
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Exhibi t .IfR"tr,'rr¿n,'R". ^_ _ _STORMWA.TËRfuIANAG ËM E NT AG RE EfuT ËNITThis AGREEMENT made ihisþ\ayoiì-n^^2023, by and betweenthe CITY OF ALBERTVILLE, a Minnesota municipal corporalion (hereinafter referred to asthe("City") and Darkenwald Holdings, Ltd., a Minnesota Limited Liability Company(hereinafter referred to as the "Developer").WHEREAS, the Developer is the fee owner of certain real property situated in the City ofAlberNille, County of Wright, State of Minnesota legally described as Lots 1 and Z and Oufloi A,AVA Second Addition, accordíng to the plat on file al the Wright County Recorder's Office, WrighiCounty, Minnesota (hereinafter referred to collectively as the "subject property") wh¡ch iheDeveloper has obtained the approval of the Cìty for the development thereof; andWHEREAS, the City has required that the Developer make provision for the corrslruction,maintenance and repair of the Ponds (collectively "Stormwater Ponds") iocaled wilhin theboundaries of the Subject Property and shown on the attached Exhibit A, as the same is describedand depicted in those certain construction plans drawn by Landforrn, and dated October 14,ZOZ2and on file with ihe City Clerk ("Plans").WHEREAS, the City and Developer desire to set forth their understanding with respect tothe construction, repair and maintenance of the Stormwater Poncìs arrd the respınsìbility rblatingto the costs of the repair ancl maintenânce ol the Stormwater Ponds.NOW THEREFORE, in consirieration of the foregoing facts anrj circumstances, and forother good and valuable consideration, the receipt and sufficiency of which is herebyacknowledged, the parlies herelo hereby agree as follows:1. Conslruction and Mairltenance of Stormwater Ponds. The Developer agrees Toconstrucl the Stormwater Ponds accorcling to the Plans anrJ repair and maintain the StoimwaterPonds at its sole cosl and expense M¿¡intenance of the Stormwalel Poncjs shall mean (í) monthlyirrspeclions of lhe Stormwate¡- Ponds and, if necessary, removal of all lìtier and debris, anáreplacement of rnulch, vegelation and eroried areas to ensure establishnrent of healthyfunctioning plant life therein; arrd (ii) an annual inspectiorr, ancJ certificatìon, by a qualifiecl
individual or company acceptable to the City that the Stormwater Ponds are functioning inaccordance with the approved plans and have maintained the proper operation of the stormwatertreatment as a Stormwater Ponds according to the City Standards. lf, as a result of an inspectionby a qualified individual or company acceptable to the City or City staff, it is determined that theStormwater Ponds (1) have not been maintained; or (2) are not functioning as originally designedand intended; or (3) are in need of repair, the Developer agrees to restore the Stormwater Pondsso that they function as they were designed and intended. The Developer furlher agrees that itwill nol use the Stormwater Ponds for snow storage and will inform its snow removal contractorsof this provision of the Agreement,Developer shall be solely responsible for the repair and maintenance of the StormwaterPonds located on the Subject Property, including allcosts to repairand maintain said Ponds.2- Developer's Default" ln the event of defaultby the Developer as to any of the workto be performed by it hereunder, following at least thirty (30) days prior written notice andDeveloper's faílure to cure such default withín such time-frame, except in an emergency asdetermined by the City, the City may, at its option, perform the work and the Developer shall within30 days of receìpt of an invoice and reasonable substantiation of such costs, reimburse the Cityfor any reasonable out-of-pocket expense incurred by the City. This Agreement is a license forthe City to act when so authorized under this Agreement, and it shall nol be necessåry for theCity to seek a Court order for permission to enter the Subject Property. The City may, in additionto its other remedies, assess the reasonable out-of-pocket cosl ín whole or in part agaínst theSubject Property, certify the costs against the Subject Property pursuant to Minn. Stat. 366.012,or take any other action authorized by law to collect such costs from Developer.3. Terms and Conditions. This Agreemenl shall run with the land and shall be bindingupon Developer's suctessors and assigns with respect to the Subject Property. The terms anãconditions of this Agreement shall be binding upon, and shall insure to the benefit of, the partieshereto and their respective successors and assigns.lN WITNESS WHEREOF, the parties hereto have caused this document to be executecJas of the day and year first above written.CITY ÕF AtBËRTVILtËBY:an Henrickson, Mayor^ND144*-/-t.Kris Luedke, City Clerk2
STATE OF MINNESOTA )) ss.couNTY oF WRTGHT )À ! - The foregoing instrument was acknowledged before me this Å5 day ofM(tiL ,2023, by Jillian Hendrickson and by Kris Luedke, the Mayor and City Clerk,respectively, of the City of Albertville, a Minnesota municipal corporation, on behalf of thecorporalion and pursuant to the authority granted by its City Council.ARY PLIMarleBeckerMlnnesotaffi631JenìtsryE$¡6PubllcJ
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