HomeMy WebLinkAbout6.g. Memorandum of Understanding Between Flint Hills Resources and the City of Rosemount
EXECUTIVE SUMMARY
City Council Regular Meeting: July 6, 2021
AGENDA ITEM: Memorandum of Understanding Between
Flint Hills Resources and the City of
Rosemount
AGENDA SECTION:
Consent
PREPARED BY: Anthony Nemcek, Planner AGENDA NO. 6.g.
ATTACHMENTS: Memorandum of Understanding, Forms
of Easements APPROVED BY: LJM
RECOMMENDED ACTION: Motion to approve the Memorandum of Understanding and
authorize the Mayor and City Administrator to Enter into the Agreement.
BACKGROUND
As pressure to develop eastward beyond the current extent of the City’s municipal services continues, staff
has identified areas in which sewer infrastructure can be constructed to serve the eastern portion of
UMore Park. The land needed to support these utilities on the north side of Hwy 42 is located on
property owned by Flint Hills Resources (FHR). Staff and representatives of FHR have come to an
understanding that the City would acquire the necessary temporary and permanent easements to facilitate
the construction of the utilities, although the timing and terms of the acquisition have not been decided.
The attached Memorandum of Understanding (MOU) memorializes the mutual agreement while leaving
open the negotiation of the terms under which the City will acquire the easements. With the MOU it is
understood that the City will be responsible for preparing the necessary survey and engineering work to
obtain the legal descriptions and depictions of the easements.
Additional conversations will be required with the owners of properties located south of County Road 42
to acquire the necessary easements within those properties, and the proposed MOU is only related to the
easements located north of County Road 42.
RECOMMENDATION
Staff is recommending approval of the attached Memorandum of Understanding.
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MEMORANDUM OF UNDERSTANDING BETWEEN THE CITY OF ROSEMOUNT
AND FLINT HILLS RESOURCES PINE BEND, LLC
This Memorandum of Understanding (this “MOU”) is made this ___ day of _____________,
2021, by and between the City of Rosemount, a Minnesota municipal corporation (the “City”) and
Flint Hills Resources Pine Bend, LLC., a Delaware limited liability company (“Flint Hills”)(together
with the City referred to herein as the “Parties” or each a “Party”).
RECITALS
WHEREAS, Flint Hills is the fee owner of those certain real properties as legally described
on the attached Exhibit A (the “Properties”); and
WHEREAS, the City is or will be in the process of constructing various sewer service
improvement areas located on the Properties in order to bring sewer service to the eastern portion of
Umore Park within the City of Rosemount, Minnesota, County of Dakota (the “Project”); and
WHEREAS, in order assist the City with the Project, Flint Hills has agreed to convey to the
City temporary construction easements and permanent utility easements in, over, across, and under
portions of the Properties as generally laid out in the attached Exhibit B (the “Easement Areas”);
and
WHEREAS, the Parties now wish to enter into this MOU to clearly establish each Parties’
respective rights and responsibilities as set forth herein.
NOW, THEREFORE, on the basis of the mutual covenants and agreements hereinafter
provided, it is hereby agreed by and between the Parties hereto as follows:
1. The above listed recitals are hereby incorporated herein.
2. The Parties agree and acknowledge that that the Easement Areas are sufficient for the
Project and thereby acceptable to Flint Hills. Flint Hills agrees to convey the Easement Areas via
separate easement instrument in the form substantially similar to that of the attached Exhibit C for
the permanent utility easement and as to Exhibit D with respect to the temporary construction
easement (collectively the “Easements”).
3. Prior to delivering the executed copies of the Easements, the Parties agree to negotiate
in good faith the timing and terms of the acquisition.
4. Upon execution of this MOU by both Parties, the City will initiate the preparation, at
its sole cost and expense, the necessary survey and engineering work in order to obtain the necessary
legal descriptions and depictions of the Easements to be included in the necessary instruments.
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IN WITNESS WHEREOF, the parties have executed this Memorandum of Understanding
as of the day and year written above.
CITY OF ROSEMOUNT
By: ____________________________
Its: Mayor
By: ____________________________
Its: City Administrator
FLINT HILLS RESOURCES
PINE BEND, LLC
By: _____________________________
Its: _____________________________
A-1
EXHIBIT A
Legal Description of the Properties
B-1
EXHIBIT B
Layout of the Easement Areas
B-2
C-1
EXHIBIT C
Form of Utility Easement
D-1
EXHIBIT D
Form of Temporary Construction Easement
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TEMPORARY CONSTRUCTION EASEMENT
THIS TEMPORARY CONSTRUCTION EASEMENT is made this ___ day of
_________________, 2021, by Flint Hills Resources Pine Bend, LLC, a Delaware limited liability
company (the "Grantor"), in favor of the City of Rosemount, a Minnesota municipal corporation,
Grantee (the “City”).
Recitals
A. The Grantor is the fee owner of that certain real property located in Dakota County,
Minnesota, legally described on the attached Exhibit A (the “Property”); and
B. The City is or will be in the process of constructing various sewer service
improvement areas located on the Property in order to bring sewer service to the eastern portion of
Umore Park within the City of Rosemount, Minnesota, County of Dakota (the “Project”); and
C. The Grantor desires to grant to the City a certain temporary easement for
construction purposes as hereinafter described in, over, under, across, and through a portion of the
Property, which is legally described on the attached Exhibit B, and further depicted on the attached
Exhibit C (the “Easement Area”), according to the terms and conditions contained herein (the
“Temporary Easement”).
Terms of Easement
1. Recitals. The above recitals are hereby incorporated into this Temporary Easement.
2. Grant of Easement. For good and valuable consideration, receipt and sufficiency of
which is hereby acknowledged by the Grantor, the Grantor grants and conveys to the City a temporary
easement for construction purposes in, over, under, across, and through the Easement Area.
3. Scope of Easement. The Temporary Easement granted herein includes the right of the
City, its contractors, agents, employees, vehicles and equipment to enter upon the Easement Area at
all reasonable times for the purposes of construction, grading, sloping, restoration purposes, and all
purposes ancillary thereto, together with the right to remove trees, shrubs or other vegetation within
the Easement Area, as well as the right to deposit earthen materials within the Easement Area and to
move, store, and remove equipment and supplies, and to perform any other work necessary and
incident to the Project.
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4. Ingress/Egress. Grantee agrees that its right of ingress and egress is limited to the
Temporary Easement (or other route approved in advance by Grantor) and to existing public roadways
intersecting said Easement.
5. Indemnification. Grantee agrees to indemnify, defend, and hold Grantor, its related
companies and affiliates, and their officers, directors, employees, and agents (collectively referred to
hereinafter as “Indemnitees”), harmless from and against any and all claims, strict liability claims,
demands, and causes of action (collectively, “Claims”) for damage to property or the environment or
injury to or death of persons that may in any way result from, grow out of, or arise in connection with
the exercise by Grantee of any of the rights herein granted, except to the extent that such Claims result
from Indemnitees’ negligence
6. Warranty of Title. The Grantor warrants that it is the fee owner of the Property and
has the right, title, and capacity to convey to the City the Temporary Easement granted herein,
subject to all other easements, exceptions, reservations, rights, and encumbrances, either of record
or evidenced physically on the Easement.
7. Environmental Matters. The City shall not be responsible for any costs, expenses,
damages, demands, obligations, including penalties and reasonable attorneys’ fees, or losses
resulting from any claims, actions, suits or proceedings based upon a release or threat of release of
any hazardous substances, pollutants, or contaminants which may have existed on, or which relate
to, the Easement Area or the Property prior to the date of this Temporary Easement.
8. Limited Duration of Easement. The Temporary Easement shall commence on the
date first written above and shall run with the land. The Temporary Easement shall be binding upon
the Grantor and its successors and assigns and shall be for the benefit of the City and its successors
and assigns until termination on ______________ ___, 20__ at which time the Temporary Easement
shall terminate automatically without further action by either party.
9. Restoration. Upon completion of the Project, Grantee will restore the Temporary
Workspace, as nearly as practical, to the condition existing on the date hereof.
{Remainder of Page Intentionally Left Blank; Signature Page to Follow}
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GRANTOR:
___________________________________
By:________________________________
Name: _____________________________
Title: ______________________________
STATE OF MINNESOTA )
) ss.
COUNTY OF __________________ )
This instrument was acknowledged before me on this _____ day of __________ 20__, by
__________________, the ______________________ of Flint Hills Resources Pine Bend, LLC, a
Delaware limited liability company, on behalf of the Grantor.
Notary Public
NOTARY STAMP OR SEAL
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GRANTEE:
City of Rosemount
By:________________________________
Name: _____________________________
Title: ______________________________
STATE OF MINNESOTA )
) ss.
COUNTY OF __________________ )
This instrument was acknowledged before me on this _____ day of __________ 20__, by
__________________, the ______________________ of the City of Rosemount, a Minnesota
municipal corporation, on behalf of the Grantee.
Notary Public
NOTARY STAMP OR SEAL
THIS INSTRUMENT DRAFTED BY:
Kennedy & Graven, Chartered
150 South Fifth Street, Suite 700
Minneapolis, MN 55402
(612) 337-9300
A-1
EXHIBIT A
Legal Description of the Property
B-1
EXHIBIT B
Legal Description of the Easement Area
C-1
EXHIBIT C
Depiction of the Easement Area
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DRAINAGE AND UTILITY EASEMENT
THIS DRAINAGE AND UTILITY EASEMENT is made this ______ day of
_____________, 20__, by Flint Hills Resources Pine Bend, LLC., a Delaware limited liability
company ("Grantor"), in favor of the City of Rosemount, a Minnesota municipal corporation
("Grantee").
Recitals
A. Grantor is the fee owner of that certain real property located in Dakota County,
Minnesota, legally described on the attached Exhibit A (the “Property”); and
B. Grantor desires to grant to the City a certain non-exclusive permanent drainage and
utility easement as hereinafter described in, over, across, beneath, and above a portion of the Property,
which is legally described on the attached Exhibit B, and further depicted on the attached Exhibit C
(the “Easement Area”), according to the terms and conditions contained herein (the “Easement”).
Terms of Easement
1. Recitals. The above recitals are hereby incorporated into this Easement.
2. Grant of Easement. For good and valuable consideration, receipt, and sufficiency
of which is hereby acknowledged by Grantor, Grantor grants and conveys to Grantee, a perpetual,
nonexclusive easement for drainage, and utility purposes in, over, across, beneath, and above the
Easement Area.
3. Scope of Easement. The Easement granted herein includes the right of Grantee, its
contractors, agents, and employees to access, install, locate, construct, operate, maintain, alter,
repair, improve, and replace utilities, drainage ways and stormwater facilities in, over, across,
beneath and above the Easement Area (“the Facilities”). The Easement granted herein also
includes the right to cut, trim, or remove from the Easement Area such trees, shrubs, or other
vegetation as in the Grantee’s judgment unreasonably interfere with the Easement or facilities of
the Grantee, its successors, or assigns.
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4. Ingress/Egress. Grantee agrees that its right of ingress and egress is limited to the
Easement (or other route approved in advance by Grantor) and to existing public roadways
intersecting said Easement.
5. Grantor’s Reserved Rights. Grantor hereby reserves for itself, its successors and
assigns, the right to use the Easement for any purpose and in any manner, including, but not
limited to, the right to construct or to permit others to construct other pipelines alongside of
and/or adjacent to Grantee’s Facilities, the right to cross or to permit others to cross under or
over Grantee’s Facilities with pipelines, roads, streets, railroads, water lines, sewer lines, and
other utilities or facilities, so long as such use does not interfere with the rights of Grantee
hereunder.
6. Indemnification. Grantee agrees to indemnify, defend, and hold Grantor, its
related companies and affiliates, and their officers, directors, employees, and agents (collectively
referred to hereinafter as “Indemnitees”), harmless from and against any and all claims, strict
liability claims, demands, and causes of action (collectively, “Claims”) for damage to property or
the environment or injury to or death of persons that may in any way result from, grow out of, or
arise in connection with the exercise by Grantee of any of the rights herein granted, except to the
extent that such Claims result from Indemnitees’ negligence
7. Warranty of Title. Grantor warrants that it is the fee owner of the Property and has
the right, title, and capacity to convey to Grantee the Easement herein, subject to all other
easements, exceptions, reservations, rights, and encumbrances, either of record or evidenced
physically on the Easement.
8. No Fee or Mineral Conveyance. It is understood that this grant of an Easement does
not constitute a conveyance of the land described herein or of the minerals therein and thereunder
but grants only the rights provided above.
9. Environmental Matters. Grantee shall not be responsible for any costs, expenses,
damages, demands, obligations, including penalties and reasonable attorney's fees, or losses
resulting from any claims, actions, suits, or proceedings based upon a release or threat of release
of any hazardous substances, pollutants, or contaminants which may have existed on, or which
relate to, the Easement Area or Property prior to the date of this Easement.
10. Binding Effect. The terms and conditions of this Easement shall run with the land
and be binding on Grantor for the benefit of Grantee and their respective heirs, successors, and
assigns.
{Remainder of Page Intentionally Left Blank; Signature Pages to Follow}
GRANTOR:
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Flint Hills Resources Pine Bend, LLC
By:________________________________
Name: _____________________________
Title: ______________________________
STATE OF MINNESOTA )
) ss.
COUNTY OF __________________ )
This instrument was acknowledged before me on this _____ day of __________ 20__, by
__________________, the ______________________ of Flint Hills Resources Pine Bend, LLC, a
Delaware limited liability company, on behalf of the Grantor.
Notary Public
NOTARY STAMP OR SEAL
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GRANTEE:
City of Rosemount
By:________________________________
Name: _____________________________
Title: ______________________________
STATE OF MINNESOTA )
) ss.
COUNTY OF __________________ )
This instrument was acknowledged before me on this _____ day of __________ 20__, by
__________________, the ______________________ of the City of Rosemount, a Minnesota
municipal corporation, on behalf of the Grantee.
Notary Public
NOTARY STAMP OR SEAL
THIS INSTRUMENT DRAFTED BY:
Kennedy & Graven, Chartered
150 South Fifth Street, Suite 700
Minneapolis, MN 55402
(612) 337-9300
A-1
EXHIBIT A
Legal Description of the Property
B-1
EXHIBIT B
Legal Description of the Easement Area
C-1
EXHIBIT C
Depiction of the Easement Area