HomeMy WebLinkAbout1998-136C
RESOLUTION NO. 98 - 136
APPROVAL OF DEVELOPMENT AGREEMENT BETWEEN THE CITY OF
STILLWATER AND CONTRACTOR PROPERTY DEVELOPERS COMPANY
BE 1T RESOLVED by the City Council of Stillwater, Minnesota, that the Development
Agreement between the City of Stillwater and Contractor Property Developers Company
for Liberty on Long Lake, hereto attached as Exhibit A, is hereby approved, and the
Mayor and City Clerk are authorized to sign said Agreement.
Adopted by Council this 19~' day of May, 1998.
Jay Ki ble, Mayor
ATTEST:
Morl' Weldon, City Clerk
. ~
3une 1, 1998 Execution Draft
DEVELOPMENT AGREEMENT
RELATING TO
LIBERTY ON LONG LAKE
BY AND BETWEEN
CITY OF STILLWATER, WASHINGTON COUNTY, MINNESOTA
AND
CONTRACTOR PROPERTY DEVELOPERS COMPANY
This agreement was drafted by:
David T. Magnuson, #66400
Magnuson Law Firm
333 North Main Street
Suite 202
P.O. Box 438
Stillwater, MN 55082
612/439-9464
TABLE OF CONTENTS
Section 1. Recitals
1.01. The Propertv .......................................................1
1.02. Public Improvements .......................................... .... 1
1.03. Public Improvements• Plans Specifications .............................. 1
1.04. Public Improvements Warranty ....................................... 1
Section 2. Developers' Representations ............................................ 2
2.01. No Disability ...................................................... 2
2.02. Execution No Violation .... ........................................ 2
2.03. Liti ation .........................................................2
2.04. Comnliance .......................................................2
Section 3. Public Improvement Schedule ........................................... 2
3.01. Separate Phases ..................................................... 2
3.02. Final Plat Approval ................................................. 3
3.03. Selection and Control of Contractors .................................... 3
3.04. Contracts for Work ................................................. 3
3.05. Dedication of Work ................................................. 4
Section 4. Securi ............................................................4
4.01. Consultant Fees and Charges .......................................... 4
4.02. Security for Cost of Developer Im.~rovements ............................. 4
Section 5. Developers' Responsibility ............................................. 5
5.01. Easements ........................................................5
5.02. ns ection ........................................................5
5.03. Engineering Data ................................................... 5
5.04. Erosion Control Measures During Construction ........................... 5
5.05. City Regulations ...................................................5
5.06. Dama e to Cit or Count~Facilities .................................... 7
Section 6. Insurance ...........................................................7
6.01. Insurance .........................................................7
Section 7. Model Homes ........................................................ 7
Section 8. Indemnification ...................................................... 8
8.01. Indemnification ....................................................8
8.02. Enforcement b~ City: Dama~s ........................................ 8
-i-
Section 9. Events of Default ..................................................... 9
9.01. Events of Default Defined ............................................ 9
9.02. Remedies on Default .............................. ................ 9
Section 10. Administrative Provisions ............................................. 9
10.01. Notices ..........................................................9
Section 11. Additional Provisions ..... ........................................ 10
11.01. Titles of Sections ................................................. 10
11.02. Counterparts ....................................................10
11.03. Modification ..................................................... 10
11.04. Law Governing ..................................................10
Section 12. Termination of Agreement ............................................ 11
12.01. Termination .....................................................11
ii
DEVELOPMENT CONTRACT
THIS AGREEMENT, made this ~~ay of ~~ ~-- , 1998, between the
City of Stillwater, a political subdivision of the State of Minnesol(~l, ("City"), and the Contractor
Property Developers Company, a Minnesota corporation, Westwood Professional Building, 9110
- 83`d Avenue North, Brooklyn Park, Minnesota 55445 ("CPDC"), collectively, (the
"Developers");
WITNESSETH THAT, the parties hereto recite and agree as follows:.
Section 1. Recitals.
1.01. The Property. The Developers now own the property described in the attached
Exhibit "A" comprising 149.1 acres located in the City of Stillwater, Washington County,
Minnesota. They propose to subdivide the property and construct or cause to be
constructed three hundred fifty (350) single family homes.
1.02. Public Improvements. The Developers have requested that they, at their expense,
be allowed to prepare plans and specifications and to award contracts to construct the
streets, water, sewer and any other improvements necessary to serve the property azea
("Public Improvements"). A description of the public improvements and estimates of
costs is attached as Exhibit "B". The City is willing to allow the Developers to construct
and install the Public Improvements, only if the conditions set forth in this Agreement are
satisfied.
1.03. Public Improvements: Planss Specifications. The City agrees to authorize
Klayton Eckles, P.E., the City Engineer, to review and approve the plans and
specifications prepared by the Developers for the Public Improvements. The
specif cations must be both to City standards and the rules and regulations of the Board of
Water Commissioners. Approval by the City Engineer of the plans and specifications for
the Public Improvements is a condition of this Agreement.
1.04. Public Improvements, Warranty. Developers agree that the work will be done in
a workmanlike manner; that all materials and labor will be in strict conformity to the
specifications and any requirements set forth by the City. All work done pursuant to this
contract is subject to the inspection and approval of the City Engineer, who will have the
authority to suspend or stop work on the project if any condition of this contract is
breached or any law or administrative rule is violated.
If any material or labor that is supplied is rejected by the City Engineer as defective or
unsuitable, then the rejected materials must be removed and replaced with approved
material, and the rejected labor will be done anew to the satisfaction and approval of the
City Engineer at the sole cost and expense of the Developers. This warranty will extend
for one year beyond the final acceptance of the Public Improvements by the City.
Section 2. Developers' Representations. The Developers represent to the City that as
of the date of this Agreement, the statements set forth in this section are true.
2.01. No Disability. The Developers know of no legal disability that would prevent
them from carrying out this Agreement.
2.02. Execution No Violation. The execution, delivery and performance of this
Agreement do not and will not result in any breach of, or constitute a default under, any
indenture, mortgage, contract, agreement or instrument to which the Developers are a
p~Y•
2.03. Litigation. There are no pending or, to the knowledge of the Developers,
threatened actions or proceedings before any court or administrative agency which will
materially adversely affect the financial condition, business or operation of the
Developers or the ability of the Developers to perform their obligations under this
Agreement.
2.04. Compliance. The Developers will comply with and promptly perform all of its
obligations under this Agreement and all related documents and instruments.
Section 3. Public Improvement Schedule. The Developers will install improvements
in phases and while the phasing schedule has not been decided upon by the Developers,
this Agreement will control each phase.
3.01. Separate Phases. Approval by the City Engineer will be required before
construction may begin on any phase and separate Security as described in this
Agreement must be provided for the City with regard to each phase, and a schedule for
completion of the phase must be agreed upon. In the event that Developers fail to
complete any element of the work according to the completion schedule, the City, at its
option, will upon ten (10) days written notice from the City Engineer within which the
Developers will have the opportunity to cure, :have the right to draw upon any Security
provided pursuant to §4 of this Agreement for the costs associated with completion of the
Public Improvements for that phase. Upon satisfactory completion of the work, the City
will have the right to terminate this Agreement and abandon further work on the Public
Improvements and release the Developers' Security.
2
3.02. Final Plat A~nroval. Provided that the Developer is not in default of this
Agreement, the City will approve the final plat of each Phase in advance of acceptance of
the streets and utilities within that plat. Further, if a subdivision is required that is in
furtherance of the development pattern approved as part of preliminary plat approval, the
Community Development Director is authorized to approve the minor subdivision for
recording.
3.03. Selection and Control of Contractors. The City and the Developers must review
and jointly approve all bids for the Public Improvements and the selection of any
contractors who will work on the Public Improvements. The City's approval, however,
will not be unreasonably withheld.
3.04. Contracts for Work. Any contract awarded by the Developers for work on the
Public Improvements must contain the following provision:
"Failure to Perform. The Developers (Owners) may by written
notice to the contractor immediately terminate their contract in any
of the following circumstances:
1. Failure to make satisfactory progress toward completion of this
contract and contractor has been given three (3) notices by Owner
and has failed in each case to correct a delay within seventy-two
(72) hours of notice.
2. Failure to meet specifications or correct deficiencies and the
contractor has been given three (3) notices by Owner and has failed
in each case to meet specifications or correct deficiencies within
seventy-two (72) hours of notice."
3.05. Dedication of Work. Each element of the Public Improvements will become as a
matter of law, dedicated to the public upon acceptance of the completed work by the City
Engineer and the Developers will be deemed to have no right, title or interest in or upon
any element of the dedicated Public Improvements.
Section 4. Securi
4.01. Consultant Fees and Charges. The Developers will pay to the City, within thirty
(30) days of being invoiced, as reimbursement for consultant fees incurred by the City. in
the performance of City responsibilities undertaken pursuant to this Agreement, including
the costs of engineering, legal and testing services, oversight and inspection of grading,
erosion control, wetland restoration and any other development related improvement as
well as reasonable administrative expenses associated with the review of the plans and
specifications and inspection and supervision of construction and reinspection for one (1)
3
year beyond the acceptance of the completed work. In no event will the City have the
right to collect any fees or charges that exceed four percent (4%) of actual construction
costs of the Public Improvements, excluding the costs of site grading and other Private
Improvements. Actual construction costs as used in this Section will not include soft
costs such as legal, surveying, engineering, inspection and financing. Fees due under this
section will be paid to the City at least quarterly.
4.02. Security for Cost of Developer Improvements. Developer must, prior to
beginning work on each phase of the Public Improvements, provide the City with cash,
letter of credit or other surety, with the form of any non-cash surety to be satisfactory to
the City in the sum of one hundred ten percent (110%) of the estimated cost of the Public
Improvements. The surety must be a guaranty to the City that the Public Improvements
will be timely completed to the City's satisfaction. The cash, letter of creditor other
surety must be maintained continuously by the Developer until the Public Improvements
are completed to the City's satisfaction. The cash, letter of credit or other surety for
Public Improvements may be released upon certification of the City Engineer that items
are satisfactorily completed pursuant to this Agreement. Periodically, as payments are
made by Developer for the completion of the Public Improvements, and when it is
reasonably prudent, Developer may request of the City that the surety be reduced for the
work which has been fully completed and paid.
The Letter of Credit must permit the City to draw upon it for the full face amount of the
cost of curing any default of the Developers upon ten (10) days written notice to the
Developers of its opportunity ~to cure.
Section 5. Developers' Responsibility.
5.01. Easements. The Developers must furnish to the City upon request and without
charge, all permanent easements over property owned or controlled by them as designated
in the plans and specifications, and deeds to property deemed necessary by the City for
the location, construction, installation and operation of the Public Improvements, in form
and content satisfactory to the City.
5.02. Inspection. Developers must provide anInspector on-site during work on the
Public Improvements, the Inspector must have experience and credentials that, in the
opinion of the City Engineer, are appropriate for the nature of the work.
5.03. Engineering Data. The Developers, through their Engineer, must provide all
staking, surveying and other information required by the City Engineer, to assist the City
Engineer in his duties in order to insure that the complete improvements conform to the
approved plans and specifications.
4
5.04. Erosion Control Measures During Construction. Developers agree that they
will construct erosion control devices in conformance with the approved Construction
Plans for the Public Improvements. This plan must protect any adjacent ponds and
wetlands from erosion, pollution and siltation throughout the construction of the Public
Improvements and must be approved by the City Engineer or his authorized agent. Any
deficiency must be corrected within seventy-two (72) hours or the City may draw upon
the Security provided under §4.02 of this Agreement.
5.05. City Regulations. Developers acknowledge that the property is regulated by the
City and that a default under City ordinances or condition of approval of any permit is a
default as defined in this agreement. The following conditions must be fulfilled to the
satisfaction of the Community Development Director before construction of each phase
of the Public Improvements begins. The strict requirement of any condition may be
waived by the Community Development Director if adequate assurances of compliance
are provided by the Developer.
(a) If required by the City Engineer, a Wetland Mitigation Plan
must be prepared.
(b) If required by the City Engineer, a grading and erosion control
plan must be prepared.
(c) If required by law,,;a national pollution discharge elimination
system general storm water permit for construction activity must
be obtained from the MPCA before grading begins.
(d) Upon completion of the work, the Developers must provide the City with
Mylar Plan Sheets, construction drawing records and Auto CADD computer files
showing the sewer and water service stub inverts and water stop boxes. The plans
must show the locations, elevations, length, sizes and makes of all sanitary
sewers, storm sewers and water mains as measured in the field during and after
construction.
(e) Compliance with any mitigation measures required by the AUAR Mitigation
Plan or the Minnesota DNR, and, if needed, approval of the Minnesota DNR of
any zoning or permit approval.
(f) The Developers must comply with all conditions of plat approval and PUD
approval imposed by the City.
(g) Before beginning work on the Public Improvements for any phase, the
Developers must have satisfied any City park dedication requirements whether by
land dedication or payment in lieu of dedication, or approved construction
contracts for improvement of any park area "in kind" required as part of a land
dedication requirement.
(h) Pay to the City, before building permits are issued, for any structure within the
development and sewer or water availability charges and any oversizing or
hookup charges imposed by the City.
(i) A final Forest Management Plan must be approved
(j} A Road Access Permit must be obtained from Washington County for access
to County Roads 12 and 15.
(k) A final Landscape Plan for the phase must be approved.
(1} A final Utilities Plan for the phase must be approved.
5.06. Damage to City or Count~Facilities. The Developers will be responsible for any
damage caused to any City or County facilities or improvements including roads, storm
water systems, sewer and water facilities whether done by the Developers, their
contractors, agents or employees and for any repair or clean up costs or expenses incurred
by the City or County in taking remedial action.
Section 6. Insurance.
6.01. Insurance. Developers and their contractors will provide and maintain or cause to
be maintained at all times during the process of constructing the Public Improvements
and, from time to time at the request of the City, furnish the City with proof of payment
of premiums on:
(a) Comprehensive general liability insurance (including operations, contingent
liability, operations of subcontractors, completed operations and contractual
liability insurance) together with an Owner's Contractor's policy with limits
against bodily injury and property damage of not less than $1,000,000 for each
occurrence (to accomplish the above-required limits, an umbrella excess liability
policy may be used), and will be endorsed to show the City as an additional
insured to the extent of its interest.
6
• J ~ ,.
(b) Comprehensive general public liability insurance, including personal injury
liability for injuries to persons and/or property, including any injuries resulting
from the operation of automobiles or other motorized vehicles involved in work
on the Public Improvements, in the minimum amount for each occurrence of
$1,000,000, and will be endorsed to show the City as an additional insured to the
extent of its interest.
(c) Workers' Compensation insurance respecting all employees in amounts not
less than the minimum required by statute.
Section 7. Model Homes. The Developers will have the right to construct on the
property, before a full range of municipal services are available, up to six (6) model
homes. No certificate of occupancy must be issued for the model homes that will be used
only for marketing the Development and not for occupancy. 'The Developers will be
responsible at no risk to the City for placing a model home within a setback that will
eventually conform to City ordinances and at an elevation that will be integrated properly
with street, utilities and drainage patterns for the completed Development. In all events,
however, the Uniform Building Code and Life Safety Code must be followed and the Life
Safety approved by the City Fire Chief before allowing the public access to a model. The
Developer will be solely responsible for any damage to paved City streets or any other
city or County facilities, that occurs or arises out of this section. Before Model Home
Permits may be issued, the following conditions must be fulfilled to the approval of the
Community Development Director:
(a) Design review must be approved.
(b) Common open space architectural and landscape plans must be approved.
(c) Architectural and landscape plans for each site must be approved.
(d) A grading plan must be approved.
Section 8. Indemnification.
8.01. Indemnification. Developers agree to defend and hold the City, and its officials,
employees and agents, harmless against any and all claims, demands, lawsuits,
judgments, damages, penalties, costs and expenses, including reasonable attorneys' fees,
arising out of actions or omissions by Developers, theix employees and agents, in
connection with the Public Improvements.
7
8.02. Enforcement by City; Damages. The Developers acknowledge the right of the
City to enforce the terms of this Agreement against the Developers, by action for specific
performance or damages, or both, or by any other legally authorized means. The
Developers also acknowledge that their failure to perform any or all of its obligations
under this Agreement may result in substantial damages to the City; that in the event of
default by the Developers, the City may commence legal action to recover all damages,
losses and expenses sustained by the City; and that the expenses may include, but are not
limited to, the reasonable fees of legal counsel employed with respect to the enforcement
of this Agreement.
Section 9. Events of Default.
9.01. Events of Default Defined. The following will be "Events of Default" under this
Agreement and the term "Event of Default" will means, whenever it is used in this
Agreement, any one or more of the following events:
(a) Failure by Developers to commence and complete construction of the Public
Improvements pursuant to the terms, conditions and limitations of this
Agreement.
(b) Failure by Developers to observe or perform any covenant, condition,
obligation or agreement on its part to be observed or performed under this
Agreement.
(c) In each event Developers will be afforded ten (10} days after receipt of written
notice to cure the violation and avoid a default.
9.02. Remedies on Default. Whenever any Event of Default occurs, the City may take
any one or more of the following actions:
(a) Suspend work on the project and its performance under the Agreement until it
receives assurances from Developers, deemed adequate by the City, that
Developers will cure its default and continue its performance under the
Agreement.
(b) Take action, including legal or administrative action, as is necessary for the
City to secure performance of any provision of this Agreement or recover any
amounts due under this Agreement from Developers or under the Security
described in §4.02.
(c) Undertake to complete the public improvements itself, through its agents or
through independent contractors and before the undertaking, draw upon the
Security described in §4.02 for the full amount of the estimated work.
8
Section 10. Administrative Provisions.
10.01. Notices. All Notices, certificates or other communications required to be given to
the City and the Developers must be sufficiently given and will be deemed given when
delivered, or when deposited in the United States mail in registered form with postage
fully prepaid and addressed, as follows:
If to the City: Nile Kriesel, Coordinator
. City of Stillwater
216 N. 4th Street
Stillwater, MN 55082
If to Developers: Contractor Property Developers Company
9110 - 83`d Avenue North
Brooklyn Park, MN 55445
The City and the Developers by notice given to the other, may designate different
addresses to which subsequent notices, certificates or other communications will be sent.
Section 11. Additional Provisions.
11.01. Titles of Sections. Any titles of the several parts of the Agreement are inserted
for convenience of reference only and will be disregarded in construing or interpreting
any of its provisions.
11.02. Counterparts. This Agreement is executed in any number of counterparts, each
of which will constitute one and the same instrument.
11.03. Modification. If Developers are requested by the Holder of a Mortgage or by a
prospective Holder of a prospective Mortgage to amend or supplement this Agreement in
any manner whatsoever, the City will, in good faith, consider the request, provided that
the request is consistent with the terms and conditions of this Agreement.
11.04. Law Governing. This Agreement will be governed by and construed in
accordance with the laws of the State of Minnesota.
11.05. Severability. In the event any provision of this Agreement is held invalid or
unenforceable by any court of competent jurisdiction, holding will not invalidate or
render unenforceable any other provisions.
9
~ .
Section 12. Termination of Agreement.
12.01. Termination. This Agreement will terminate at the time all of the Developers'
obligations have been fulfilled and when the cost of the Public Improvements have been
paid in full and any default of the Developers has been cured, or one (1) year after
acceptance of the Public Improvements by the City, whichever occurs later.
IN WITNESS WHEREOF, the City has caused this Agreement to be executed in its
corporate name by its duly authorized officers and sealed with its corporate seal; and the
Developers have executed this Agreement at Stillwater, Minnesota, the day and year first above
written.
CITY OF STILLI~VA
(SEAL)
STATE OF MINNESOTA )
ss.
COUNTY OF WASHINGTON)
BY;
is
and
Morli eldon, Its City Clerk
DEVELOPER
CONTRACTOR PROPERTY
DEVELOPERS COMP Y
By ~>~~ I{. ToMPbv~ fft ,Its President
On thisday of , 1998, before me, a Notary Public within and
for said County, appeared Jay .Kimble and Morli Weldon, to me personally known, who, being
by me duly sworn, did say that they are, respectively, the Mayor and City Clerk of the City of
Stillwater, and that this instrument was signed and sealed in behalf of the City by authority of its
City Council, and they acknowledged the said instrument was the free act and deed of the City.
Notary Public
Rp6E M.E. HbIMAN
NOTARY PUBLIC-MWPff~TA
' MY COMMISSION EXPINES 1-3b2000
10
~~
STATE OF MINNESOTA
ss.
COUNTY OF WASHINGTON)
On this ~sT da of , 1998, before me, a Notary Public within and for
said County, appeared ~. ~ ~ , to me personally known, who, being duly
sworn, did say that he is the President of Contractor Property Developers Company, one of the
Developers named in the foregoing instrument and that this instrument was signed as the free act
and deed of the Developer. N
Notary Public ~
DAVID TERRY MAGNUSON
NOTARY PUBLIC -MINNESOTA
~-` WASHINGTON COUNTY
My Comm. Expires Jan. 31,2000
11
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r '0~-29-•98 11:25 FAQ 9375822
112• ~9. 1998
~L. hl~ayton Eckles
Ciy o? SriIlwate;~
2.6 Noah Fourth Street _
Stillwater, Mn 55082
Re: Phase 1 Public Lmprovcments -Liberty on the Lake Ref: 98253
Deter Klavton:
Based un tnc nreliminarv utility and street plans, for the purposes of establishinb a bond amount for
p'1blic improvements, we offer the following opinion of probable construction costs for Phase 1 of this
project:
Sz:,it~.ry Sewer ........................••--•--............................................_................._.._......__....................5465,000.00
«zter ........................ ....$277,200.00
Sto_-;z Sewer ........................................................................................................ ......------•--•5198,000.00
Strzets ........................................... ................................................................. .........500_000.00
Total ............................................. ..... ............ ....51,440,200.00
Tl:is cost includes oversizing for the sewer and wain, that will be credited back to Liberty from the cry.
Please note that this is a preliminary estimate, and should not be used for final budget pttmoses. V~%e
anr:cipate that bids for the final work will be available on July 7th.
Please contact me if you have any questions.
S ~ *tc erely, -
w~ESTWOOD PROFESSIONAL SERVICES, INC.
D~~ect K. Jelle, P.E.
P: rc:pal
Copy : Homer Tompkins, CPDC
~, ~ `~