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HomeMy WebLinkAbout6.h. Approve a Subdivision Agreement for Rich Valley 1st Addition\\Rsm-file\Common\City Clerk\Agenda Items\Approved Items\6.h. Approve a Subdivision Agreement for Rich Valley 1st Addition.docx EXECUTIVE SUMMARY City Council Regular Meeting: August 16, 2022 AGENDA ITEM: Approve a Subdivision Agreement for Rich Valley 1st Addition AGENDA SECTION: Consent PREPARED BY: Nick Egger, PE – Public Works Director AGENDA NO. 6.h. ATTACHMENTS: Subdivision Agreement – Rich Valley 1st Addition (Scannell Properties) APPROVED BY: LJM RECOMMENDED ACTION: Motion to approve a Subdivision Agreement for Rich Valley 1st Addition BACKGROUND On October 19, 2021, City Council approved the Final Plat for Rich Valley 1st Addition being developed by Scannell Properties. Normally the Subdivision Agreement is included as part of the final plat approvals. However, in this case the City is constructing a large portion of public infrastructure that will serve the site by way of the Driver Avenue and Trunk Sewer project, and the cost share responsibility proportions could not be calculated until bids for that project were received. Bids for the Driver Avenue roadway and Trunk Sewer project were received in mid-July, and total anticipated project costs were computed based on the lowest responsible bid received. Within the subdivision agreement the cost share responsibilities have been tabulated and explained. Of the $5.82 Million in estimated infrastructure costs, Scannell will have a cost-share responsibility of approximately 43.75%, the City will have 12.5% cost-share responsibility (attributable only to utility system oversizing expenses), and the remaining 43.75% of costs will ultimately be the responsibility of the adjacent property at such time that it develops by way of subdivision agreement or otherwise via an assessment agreement with the current owner. Grading on the site began earlier this summer under a City-issued grading permit, however the approval of this Subdivision Agreement will be the final step in allowing Scannell Properties to begin the remaining site improvements to commence. Ultimately, the site will contain a FedEx distribution facility. This agreement follows the standard format and includes all the required conditions from prior the Council approval. The City’s construction contract for the Driver Avenue roadway and Trunk Sewer project will be brought forward to the Council for approval in September. Work on that part of the infrastructure will begin this fall and is anticipated for completion mid-summer 2023. RECOMMENDATION Staff recommends City Council approve the attached Subdivision Agreement and authorize the Mayor and City Clerk to enter into this agreement. 1 Rich Valley 1st Addition Subdivision Agreement – DRAFT June 2022 SUBDIVISION AGREEMENT Rich Valley 1st Addition SUBDIVISION AGREEMENT (this “Agreement”) dated this ________ day of ________________________, 2022 by and between the CITY OF ROSEMOUNT, a Minnesota municipal corporation, (the "City"), and SCANNELL PROPERTIES #527, LLC, an Indiana limited liability company, (the "Developer"). 1. Request for Plat Approval. The Developer has asked the City to approve the subdivision of land and a plat of land to be known as Rich Valley, 1st Addition, which land is legally described on ATTACHMENT ONE, attached hereto and hereby made a part hereof (hereinafter referred to as the “Subject Property”). 2. Conditions of Plat Approval. The City has approved the subdivision and the plat on the following conditions: a. Incorporation of recommendations of the City Engineer concerning design and installation of public infrastructure and including grading, erosion control, streets and utilities contained in the Engineer’s Memo dated September 22, 2021. b. Payment of $483,750 as fee-in-lieu of park land dedication. c. Dedication of or easement in favor of the City for the half right-of-way by Great River Energy, a Minnesota cooperative (the adjacent property owner) for the north-south road along the eastern site boundary to be known as Drivers Avenue. d. Vacation of the existing drainage and utility easements. 3. Phased Development. The City may refuse to approve final plats of subsequent additions of the plat if the Developer has breached this Agreement and the breach has not been remedied. Development of subsequent phases may not proceed until Subdivision Agreements for such phases are approved by the City. 4. Effect of Subdivision Approval. For two (2) years from the date of this Agreement, no amendments to the City's Comprehensive Plan, except an amendment placing the plat in the current urban service area, or official controls shall apply to or affect the use, development density, lot size, lot layout or dedications of the approved plat unless required by state or federal law or agreed to in writing by the City and the Developer. Thereafter, notwithstanding anything in this Agreement to the contrary, to the full extent permitted by state law, the City may require compliance with any amendments to the City's Comprehensive Plan, official controls, platting or dedication requirements enacted after the date of this Agreement. 2 Rich Valley 1st Addition Subdivision Agreement – DRAFT June 2022 5. Development Plans. The subject property shall be developed in accordance with the following plans, specifications and contract documents, original copies of which are on file with the City Engineer. The plans and contract documents may be prepared, subject to City approval, after entering this Agreement, but before commencement of any work on the Subject Property. If the plans vary from the written terms of this Agreement, the written terms shall control. The plans are: Plan A - Plat Plan B - Soil Erosion Control Plan and Schedule Plan C - Drainage and Storm Water Runoff Plan Plan D - Plans and Specifications for Public Improvements Plan E - Grading Plan and Building Pad Elevations Plan F - Street Lights Plan G - Landscape Improvements City-Installed Public Infrastructure Improvements that lie within the public right-of-way for Driver Avenue, 140th Street, and County State Aid Highway 42 will be designed by the City’s consulting civil engineer. Developer Improvements outside of the public rights of way on the Developer’s private property and/or within easements on the Developer’s private property will be designed by the Developer’s consulting engineer and must be approved by the City. Such approvals shall not be unreasonably withheld and the City shall approve or provide Developer with necessary revision comments within 30 calendar days of Developer submittal of these plans and specifications. The City will perform all construction inspection for the portion of the Developer Improvements which are in public rights of way and/or easements, at the Developer’s expense. Construction inspection includes but is not limited to inspection, testing, documentation, and monitoring. 6. Installation by Developer. To the extent contemplated by the plans in Section 5 above, the Developer shall install or cause to be installed and pay for the following, hereinafter referred to as the “Developer Improvements”: A. Surveying and staking B. Surface improvements (paved streets, parking areas, sidewalks, trails, etc.) C. Water main improvements D. Sanitary sewer improvements E. Storm sewer improvements F. Setting of lot and block monuments G. Gas, electric, telephone, and cable lines H. Site grading I. Landscaping J. Streetlights L. Other items as necessary to complete the development as stipulated herein or in other agreements. 3 Rich Valley 1st Addition Subdivision Agreement – DRAFT June 2022 Developer is required to obtain all necessary permits as required by regulatory agencies and other levels of government beyond the City of Rosemount. 7. Time of Performance. The Developer shall install all required improvements, excepting the wear course of pavement, enumerated in Paragraph 6 that will serve the subject property by December 31, 2023 subject to delays due to inclement weather, casualty, labor strikes, material shortages, or other force majeure not within the Developer’s reasonable control. The pavement wear course shall be completed by December 31, 2024. The Developer may, however, request an extension of time from the City. If an extension is granted, it shall be conditioned upon updating the security posted by the Developer to reflect cost increases and the extended completion date. 8. City-Installed Public Infrastructure. The following improvements, hereinafter will be installed by the City: A. Driver Avenue between 140th Street and Dakota County State Aid Highway (CSAH) 42 B. Pavement surface widening and extensions within the CSAH 42 right of way to accommodate the development of turn lanes on CSAH 42 for access to Driver Avenue C. Modifications to alignment and position of water system infrastructure within CSAH 42 right of way in response to creation of turn lanes described in Item B. D. The extension of a trunk sanitary sewer from the MCES lift station on 140th Street to CSAH 42, including stubbed mainline connections to the edge of the public right of way to provide access to services for the Developer and to other adjacent private property E. Water system infrastructure within the Driver Avenue right of way, including stubbed mainline connections to the edge of the public right of way to provide access to services for the Developer and to other adjacent private property F. Street Lighting on Driver Avenue commensurate with the City’s street lighting policy, installed by the electrical service provider for the area of the City in which the project is located. The City shall install all improvements listed within this section by June 30, 2023 subject to delays due to inclement weather, casualty, labor strikes, material shortages, or other force majeure not within the City’s reasonable control. The pavement wear course shall be completed by December 31, 2024. 9. [This Section Intentionally Left Blank] 10. Security for Developer Improvements. To guarantee compliance with the terms of this Agreement, payment of the costs of all Developer Improvements, and construction of all Developer Improvements (as noted in Paragraph 6), the Developer shall furnish the City with a cash deposit or irrevocable letter of credit from a local bank (“security”) in the amount of Eight-Hundred Ninety-Nine Thousand, Six-Hundred Eighty-Two Dollars and Zero cents ($899,682.00). The amount of the security was calculated as follows: Cost 110% Grading & Erosion Control $467,193 $513,912 Pond Restoration and Erosion Control Removal $25,000 $27,500 Survey Monumentation $500 $550 Landscaping (1,084 trees per Community Development Department X $300/tree) $325,000 $357,720 Total $817,693 $899,682 Refer to Exhibit A and Exhibit B for an explanation of each item. The bank and form of the letter of credit or other security shall be subject to the approval of the City Administrator. The letter of credit shall be automatically renewable until the City releases the Developer from responsibility. The letter of credit shall secure compliance with all terms of this Agreement and 4 Rich Valley 1st Addition Subdivision Agreement – DRAFT June 2022 all obligations of the Developer under it. The City may draw down on the letter of credit without notice if the obligations of the Developer have not been completed as required by this Agreement. In the event of a default under this Agreement by the Developer, the City shall furnish the Developer with written notice by certified mail of Developer’s default(s) under the terms of this Agreement. If the Developer does not remove said default(s) within thirty (30) days of receiving notice, the City may draw on the letter of credit and take such steps as it deems necessary to remedy the default. Developer may request an extension of the 30-day cure period, which the City has the discretion to approve or deny in its reasonable judgment. With City approval, the letter of credit may be reduced from time to time as financial obligations are paid and Developer Improvements and other Developer obligations are completed to the City’s requirements. Within ten (10) business days of the date of the reduction request, the City shall begin a review the request. Processing of an approval of said requests will be dependent on the level of detailed information submitted to the City by the Developer, and from time to time the Developer may be required to provide supplemental information to substantiate a request. The City will act in good faith to process and approve reduction requests in a reasonable and timely fashion 11. Grading Plan/Site Grading. Site grading shall be completed by the Developer at its cost and approved by the City Engineer. The completion of grading activities will need to be coordinated by the City in conjunction with the installation of utilities. Developer shall furnish the City Engineer satisfactory proof of payment for the site grading work and shall submit a certificate of survey of the development to the City as the site grading is completed by phase, with street and lot grades. If the installation of utilities by the City is occurring simultaneously with the grading, the utility contractor shall have preference over the grading activities. No substantial grading activities can be completed over installed utilities unless otherwise protected. All improvements to the lots and the final grading shall comply with the grading plan as submitted and shall be the responsibility of the Developer. 12. License. The Developer hereby grants the City, its agents, employees, officers and contractors a license to enter the Subject Property to perform all work and inspections deemed appropriate by the City. Such license shall terminate upon acceptance by the City of the public infrastructure improvements. 13. Erosion Control. Prior to site grading, and before any utility construction is commenced or building permits are issued, the erosion control plan shall be implemented, inspected and approved by the City. All areas disturbed by the excavation and backfilling operations shall be reseeded within 7 days after the completion of the work in that area. Except as otherwise provided in the erosion control plan, seed shall be rye grass or other fast-growing seed suitable to the existing soil to provide a temporary ground cover as rapidly as possible. All seeded areas shall be mulched and disc-anchored as necessary for seed retention. All basement and/or foundation excavation spoil piles shall be kept completely off City right-of-way and shall be completely surrounded with an approved erosion control silt fence. Approved erosion control fencing shall be installed around the perimeter of each lot or at City-approved locations at the time of building permit issuance and remain in place until the lot is seeded or sodded. A 20-foot opening will be allowed on each lot for construction deliveries. The parties recognize that time is critical in controlling erosion. If Developer does not comply with the erosion control plan and schedule, or supplementary instructions received from the City, the City may take such action as it deems appropriate to control erosion. This right also applies to the required erosion control for basement and/or foundation excavation spoil piles. The City will attempt to notify the Developer in advance of any proposed action, but failure of the City to do so will not affect the Developer’s or City’s rights or obligations hereunder. If the Developer does not reimburse the City for any cost the City incurred for such work within thirty (30) days, the City may draw down the letter of credit to pay any costs. No development will be allowed, and no building permits will be issued unless the Subject Property is in full compliance with the erosion control requirements. 5 Rich Valley 1st Addition Subdivision Agreement – DRAFT June 2022 14. Planting and Seeding. Landscaping shall be in accordance with Landscape Plans approved by the City Planner. 15. Clean up. The Developer shall clean streets of dirt and debris that has resulted from construction work by the Developer, its agents or assignees. The City will inspect the site on a weekly basis and determine whether it is necessary to take additional measures to clean dirt and debris from the streets. Costs for City inspection of onsite erosion and sediment control shall be at the Developer’s expense. After a 24- hour verbal or written notice to the Developer, the City will complete or contract to complete the clean- up at the Developer’s expense in accordance with the procedures specified in Paragraph 13. The Developer shall inspect and, if necessary, clean all catch basins, sumps, and ponding areas of erosion/siltation and restore, to the maximum extent practicable, to the original condition at the end of construction within this development. All silt fence and other erosion control should be removed following the establishment of turf. These items are to be secured through the letter of credit as is noted in Exhibit A. 16. Ownership of Improvements. Upon completion and City acceptance of the work and construction required by this Agreement, the Public Improvements lying within public rights-of-way and easements shall become City property without further notice or action unless the improvements are specifically identified herein as private infrastructure. 17. Warranty. The Developer warrants all work required to be performed by it against poor material and faulty workmanship for a period of two (2) years after its completion and acceptance by the City or such longer period as is specified in plans and specifications for Public Improvements. All trees, grass and sod shall be warranted to be alive, of good quality and disease free for twenty-four (24) months after planting. Vegetation surrounding ponds and/or wetlands shall be warranted to be alive, of good quality and weed free for three (3) years after planting. For each pond/wetland in the development, the developer shall provide to the City Engineer an inspection report by July 31 each year which includes the following: A. Date of inspection B. Name of person responsible for inspection C. Photos of the pond/wetland area confirming the vegetation is established as intended D. Maintenance plan describing the required maintenance activities and tentative schedule. 18. Responsibility for Costs. A. Except as otherwise specified herein, the Developer shall pay all costs incurred by it or the City in conjunction with the development of the Subject Property including, but not limited to, regulatory agency permits, legal, planning, engineering and inspection expenses incurred in connection with approval and acceptance of the subdivision and the plat, the preparation of this Agreement and any amendments hereto, and all costs and expenses incurred by the City in monitoring and inspecting the development of the Subject Property. B. The Developer will be responsible for the following share of costs for the construction of the Driver Avenue and Trunk Sewer Project, based on the latest construction cost estimate attributable to the lowest responsible bid the City received for the construction of the street and utility infrastructure within the Driver Avenue Corridor, and the Developer’s contract price for mass grading to provide the earthwork necessary for the road-bed within the Driver Avenue corridor 6 Rich Valley 1st Addition Subdivision Agreement – DRAFT June 2022 Cost Category Construction Bid Cost + 5% Contingency Estimated Developer Responsibility Estimated City Responsibility Estimated 3rd Party Responsibility Mass Grading (Developer Provided) $981,750.00 $490,875.00 $0.00 $490,875.00 Street/Surface $1,319,862.58 $659,931.29 $0.00 $659,931.29 Sanitary Sewer $1,707,629.44 $532,787.72 $642,054.00 $532,787.72 Water System $1,030,890.00 $473,046.00 $84,798.00 $473,046.00 Storm Sewer $665,705.25 $332,852.63 $0.00 $332,852.63 Street Lighting $113,400.00 $56,700.00 $0.00 $56,700.00 Total $5,819,237.27 $2,546,192.63 $726,852.00 $2,546,192.63 The breakdown above represents a 50/50 cost share with adjacent property owners on the east side of Driver Avenue (3rd Party) for all mass grading, street/surface, street lighting, and standard size sanitary sewer and water infrastructure within the Driver Avenue corridor necessary for viable development of each site. City acknowledges that any failure of such 3rd Party to pay its 50/50 cost share shall not be deemed a default by Developer under this Agreement. The City’s cost- share responsibility is for only the pipe oversizing cost increment of constructing trunk level facilities that allow for service to a larger area beyond the Driver Avenue corridor. The Developer is performing 100% of the mass grading work to provide the earthwork necessary for the road-bed within the Driver Avenue corridor. As such, the Developer will receive credit for 100% of this portion of the project construction cost (estimated to be $981,750.00) towards their overall estimated cost-share responsibility. This results in the estimated Developer construction cost share payable to the City being a total of $1,564,442.63. At the time of signing this agreement, the Developer shall deposit with the City 90% of its remaining construction cost-share as described above, for a total amount due at signing of $1,407,998.37 (One-Million, Four-Hundred and Seven-Thousand, Nine-Hundred and Ninety-Eight Dollars and Thirty-Seven cents). Final cost-share will be determined upon completion of the project, verification of final construction item quantities, and final payments for construction and project management support costs (surveying, testing, inspection and observation, administration, etc.). C. The Developer shall also have cost responsibility for 50% of the preparation and enforcement of this Agreement, engineering, construction oversight inspection, testing, and administration, and attorney’s fees. Upon request, the City shall provide invoices, in reasonable detail, as to any such fees. The City fees of $236,514.20 shall be deposited with the City at the time this Agreement is signed, and represents the following amounts: $205,531.76 Project Design, Oversight & Administrative Fees (5% of construction + contingencies estimate for Driver Avenue – mass grading cost not included in computation) $3,000.00 Attorney Fees (estimate) $2,880.00 Street Light Energy Cost (50% of total for Driver Ave Lighting – 8 lights) $14,392.44 GIS Fees ($120/acre X 119.937 acres) $10,710.00 Seal Coating (50% of Driver Avenue seal coat) $236,514.20 Total Amount Due 7 Rich Valley 1st Addition Subdivision Agreement – DRAFT June 2022 If the actual City fees exceed this estimate, the Developer shall pay the additional costs to the City within thirty (30) business days of the request. If actual City fees are lower than this estimate, the project fund will be reconciled and any surplus funds will be returned to the Developer within thirty (30) business days of completion of such reconciliation. D. The Developer shall pay in full all bills submitted to it by the City for obligations incurred under this Agreement within thirty (30) business days after receipt. If the bills are not paid on time, the City may halt development work and construction including, but not limited to, the issuance of building permits for lots that the Developer may or may not have sold, until the bills are paid in full. Bills not paid within thirty (30) business days shall accrue interest at the rate of nine percent (6%) per year. E. The Developer shall pay all energy costs for street lights installed within the Subject Property for 24-months at a cost of $30/month/light. After that, the City will assume the energy costs. F. The Developer will pay the cost of sealcoating the public streets within the development at a cost of $1.70/SY. The sealcoating will be completed within three (3) years following wear course placement. 19. Indemnification. The Developer shall hold the City and its officers, agents and employees harmless from claims made by itself and third parties for damages sustained or costs incurred resulting from plat or subdivision approval and development of the Subject Property, except for any costs or expenses arising from the intentional acts or gross negligence of the City, it’s agents, employees or contractors. The Developer shall indemnify the City and its officers, agents and employees for all costs, damages or expenses that the City may pay or incur in consequence of such claims, including attorney’s fees. 20. Insurance. The Developer agrees to take out and maintain or cause to be taken out and maintained until six months after the City has accepted the Subdivision Improvements, public liability and property damage insurance covering personal injury, including death, and claims for property damage which may arise out of Developer’s work or the work of its contractors or subcontractors. Liability limits shall not be less than $500,000 when the claim is one for death by wrongful act or omission or for any other claim and $2,000,000 for any number of claims arising out of a single occurrence, and twice said limits when the claim arises out of the release or threatened release of a hazardous substance. The City shall be named as an additional insured on the policy. The certificate of insurance shall provide that the City must be given the same advance written notice of the cancellation of the insurance as is afforded to the Developer. 21. Park and Utility Fees. The Developer agrees to pay fees, charges and assessments set forth in this Section prior to, or at the time of execution of this Agreement by the City: A. Park dedication fees in the amount of $483,750.00 B. Storm Sewer Trunk Area Charges in the amount of $698,170.50 C. Sanitary Sewer Trunk Area Charges in the amount of $128,932.28 D. Watermain Trunk Area Charges in the amount of $779,591.00 Or other amounts for such fees as in effect at the time of plat approval. 8 Rich Valley 1st Addition Subdivision Agreement – DRAFT June 2022 22. Service Charges. The Developer understands that builders will be required to pay for the Subject Property fees, charges and assessments in effect at the time of issuance of building permits. The rates for each of these items will be set according to the current rate structure at the time the building permit is received. The fees, charges, and assessments in effect as of the date of this agreement are: A. Metropolitan Council Environmental Services Availability Charges per SAC unit (current rate is $2,485). B. Storm Sewer Connection Charges are $2,270/acre for commercial and industrial project types. C. Sanitary Sewer Availability Charges per SAC unit (currently at $1,200/SAC unit). D. Water Availability Charges per SAC unit (currently at $2,475/SAC unit for single family residential and multi-family residential). E. Water Meter purchase charge per size of water meter 23. Building Permits. No certificates of occupancy shall be issued until: A. The site grading is completed and approved by the City. B. All public utilities are tested, approved by the City Engineer, and in service. C. All curbing is installed and backfilled. D. The first lift of bituminous is in place and approved by the City. E. All building permit fees are paid in full. F. No early building permits will be issued without prior authorization from the City Building Official. The Developer, in executing this Agreement, assumes all liability and costs for damage or delays incurred by the City in the construction of Public Improvements caused by the Developer, its employees, contractors, subcontractors, material men or agents. No occupancy permits shall be issued until the public streets and utilities referred to in paragraph 6 and 8 are in and approved by the City (excluding the final wear course of bituminous), unless otherwise authorized in writing by the City Engineer. 24. Record Drawings. At project completion, Developer shall submit record drawings of all private infrastructure improvements in accordance with the City’s Engineering Guidelines. No securities will be fully released until all record drawings have been submitted and accepted by the City Engineer. 25. Developer’s Default. In the event of default by the Developer as to any of the work to be performed by it hereunder, the City may, at its option, perform the work and the Developer shall promptly reimburse the City for any expense incurred by the City, provided the Developer is first given notice of the work in default, not less than 48 hours in advance. This Agreement is a license for the City to act, and it shall not be necessary for the City to seek a court order for permission to enter the Subject Property. When the City does any such work, the City may, in addition to its other remedies, draw on the letter of credit or other security described in section 10, or levy the cost in whole or in part as a special assessment against the Subject Property. Developer waives its rights to notice of hearing and hearing on such assessments and its right to appeal such assessments pursuant to Minnesota Statutes, Section 429.081. 9 Rich Valley 1st Addition Subdivision Agreement – DRAFT June 2022 26. Miscellaneous. A. The Developer represents to the City that the development of the Subject Property, the subdivision and the plat comply with all city, county, metropolitan, state and federal laws and regulations including, but not limited to: subdivision ordinances, zoning ordinances and environmental regulations. If the City determines that the subdivision, or the plat, or the development of the Subject Property does not comply, the City may, at its option, refuse to allow construction or development work on the Subject Property until the Developer does comply. Upon the City’s demand, the Developer shall cease work until there is compliance. B. Third parties shall have no recourse against the City under this Agreement. C. Breach of the terms of this Agreement by the Developer shall be grounds for denial of building permits, including lots sold to third parties. D. If any portion, section, subsection, sentence, clause, paragraph or phase of this Agreement is for any reason held invalid, such decision shall not affect the validity of the remaining portion of this Agreement. E. If building permits are issued prior to the completion and acceptance of Public Improvements, the Developer assumes all liability and costs resulting in delays in completion of Public Improvements and damage to Public Improvements caused by the City, the Developer, its contractors, subcontractors, material men, employees, agents or third parties. F. The action or inaction of the City shall not constitute a waiver or amendment to the provisions of this Agreement. To be binding, amendments or waivers shall be in writing, signed by the parties and approved by written resolution of the City Council. The City’s failure to promptly take legal action to enforce this Agreement shall not be a waiver or release. G. This Agreement shall run with the land and may be recorded against the title to the Subject Property. The Developer shall take such steps, including execution of amendments to this Agreement, as are necessary to effect the recording hereof. After the Developer has completed the work required of it under this Agreement, at the Developer’s request, the City will execute and deliver to the Developer a release. H. Each right, power or remedy herein conferred upon the City is cumulative and in addition to every other right, power or remedy, express or implied, now or hereafter arising, available to the City, at law or in equity, or under any other agreement, and each and every right, power and remedy herein set forth or otherwise so existing may be exercised from time to time as often and in such order as may be deemed expedient by the City and shall not be a waiver of the right to exercise at any time thereafter any other right, power or remedy. I. The Developer may not assign this Agreement without the written permission of the City Council. J. The Developer acknowledges that the City may issue additional requirements outside of the 2015 General Specifications and Standard Detail Plates for Street and Utility Construction or the 2008 Engineering Guidelines as the City is in the process of updating these documents. The review process may require additional time and expense due to this process, which shall be the Developer’s responsibility. The Developer shall not be billed for the time required for the City to update and approve their revisions to the 2015 General Specifications and Standard Details Plates for Street and Utility Construction or the 2008 Engineering Guidelines. 10 Rich Valley 1st Addition Subdivision Agreement – DRAFT June 2022 27. Notices. Required notices to the Developer shall be in writing, and shall be either hand delivered to the Developer, its employees or agents, or mailed to the Developer by registered mail or nationally recognized overnight courier at the following address: Scannell Properties #527, LLC 8801 River Crossing Blvd., Suite 300 Indianapolis, Indiana 46240 Attn: Courtney Kanzinger, Counsel Notices to the City shall be in writing and shall be either hand delivered to the City Administrator, or mailed to the City by registered mail or nationally recognized overnight courier in care of the City Administrator at the following address: City Administrator Rosemount City Hall 2875 145th Street West Rosemount, Minnesota 55068 11 Rich Valley 1st Addition Subdivision Agreement – DRAFT June 2022 IN WITNESS WHEREOF, the parties have hereunto set their hands the day and year first above written. CITY OF ROSEMOUNT BY: William H. Droste, Mayor BY: Erin Fasbender, City Clerk STATE OF MINNESOTA ) ) SS COUNTY OF DAKOTA ) The foregoing instrument was acknowledged before me this _____ day of _____________________, 2022, by William H. Droste, Mayor, and Erin Fasbender, City Clerk, of the City of Rosemount, a Minnesota municipal corporation, on behalf of the corporation and pursuant to the authority granted by its City Council. Notary Public DEVELOPER BY: Marc D. Pfleging, Manager STATE OF INDIANA ) ) SS COUNTY OF MARION ) The foregoing instrument was acknowledged before me this ____ day of ______________________, 2022 by Marc D. Pfleging, in his capacity as Manager of Scannell Properties #527, LLC, an Indiana limited liability company, for and on behalf of said limited liability company. Notary Public My Commission Expires: ____________________ Drafted By: City of Rosemount 2875 145th Street West Rosemount, MN 55068 12 Rich Valley 1st Addition Subdivision Agreement – DRAFT June 2022 EXHIBIT A The following clarifies the various portions of the letter of credit for Developer Improvements that are outlined in the Subdivision Agreement: Grading & Erosion Control – A restoration and erosion control bond to ensure re-vegetation and erosion control ($3,500/acre). Note: The minimum surety amount is set at $25,000. Pond Restoration/Erosion Control Removal – A security to allow for cleaning of sedimentation ponds prior to City acceptance, and removal of any installed erosion control measures such as silt fence and wood fiber blanket following development of 75 percent of adjoining lots (estimated lump sum). Survey Monumentation – An amount equal to 110% of the cost to monument all lots within the development. Landscaping – An amount equal to 110% of the cost to complete the minimum required landscaping. If additional landscaping is planned, a surety for that cost is not required. Street Lighting – An amount equal to 110% of the cost to complete the minimum required lighting. If additional lighting is planned, a surety for that cost is not required ($4,000 per light has been used to calculate this cost). 13 Rich Valley 1st Addition Subdivision Agreement – DRAFT June 2022 EXHIBIT B (COMPUTATION AND SUMMARY OF DEVELOPMENT & CITY FEES) Rich Valley 1st Addition EXHIBIT B (Page 1 of 2) No.Item Cost 110%Calculation 1 Grading and Erosion Control 467,193$ 513,912$ $3000/ac x 155.731 acres. Minimum $25,000 2 Pond Restoration and Erosion Control Removal 25,000$ 27,500$ Minimum $25,000 3 Survey Monumentation 500$ 550$ $500/lot x 1 lots 4 Landscaping 325,200$ 357,720$ Per City Planner (1084 trees x $300) 5 Street Lights -$ -$ $4000/light x X lights 6 Surface Improvements -$ -$ 125% 7 Water Main Improvements -$ -$ 125% 8 Sanitary Sewer Improvements -$ -$ 125% 9 Storm Sewer Improvements -$ -$ 125% Total 817,893$ 899,682$ No.Item Cost Estimated Construction Cost $2,055,317.63 1 Project Design, Oversight, & Administrative Fees $205,531.76 2 Attorney Fees $3,000.00 3 Street Light Energy Cost $2,880.00 4 GIS Fees $14,392.44 5 Street Seal Coating $10,710.00 Total $236,514.20 No.Item Cost 1 Storm Sewer Trunk Charge $698,170.50 2 Sanitary Sewer Trunk Charge $128,932.28 3 Water Trunk Charge $779,590.50 5 Park Dedication $483,750.00 Total $2,090,443.28 $6500/acre x 119.937 acres $1.70/SY x 12,600 SY X 50% Development Fees (due before signed plat is released) Calculation $6865/net developable acre x 101.7 acres $1075/acre x 119.937 acres Estimate 8 lights x 24 months x $30/month $120/acre x 119.937 acres (5% of construction + contingencies estimate for Driver Avenue) Letter of Credit for Developer Improvements (due with signed agreement) City Fees (due with signed agreement) Calculation Driver Avenue Construction Cost Estimate minus utility oversizing Block Lots Units Block Lot Units SQ FT Acres 1 1 1 1 1 1 4,214,281 96.747 Total 1 1 Total Plat Area =155.731 acres Total Park Area =0.000 acres Future Plat Area =35.794 acres Developable Area * =119.937 acres Ponding to HWL =18.247 acres Net Developable Area =101.690 acres Outlot A 27,510 0.632 Outlot B 726,386 16.676 Outlot C 1,559,168 35.794 ROW 256,300 5.884 Rich Valley 1st Addition EXHIBIT B (Page 2 of 2) Totals * Excludes future plat and park areas Cost Category Construction Cost Contingency (5%)Construction Cost + ContingencyUtility Upsizing Increment + ContingencyCity Responsibility (Utility Upsizing) Remaining CostDeveloper/Property Owner Split (50/50) Funding Sources & NotesMass Grading (Developer‐Provided)* $935,000.00 $46,750.00 $981,750.00 $0.00 $0.00 $981,750.00 $490,875.0050/50 Split between Scannell & 3rd Party Property OwnerStreet/Surface $1,257,011.98 $62,850.60 $1,319,862.58 $0.00 $0.00 $1,319,862.58 $659,931.2950/50 Split between Scannell & 3rd Party Property OwnerSanitary Sewer System $1,626,313.75 $81,315.69 $1,707,629.44 $642,054.00 $642,054.00 $1,065,575.44 $532,787.72City ARPA Funds for upsizing component, 50/50 Split between Scannell & 3rd Party Property Owner for standard sizingWater System $981,800.00 $49,090.00 $1,030,890.00 $84,798.00 $84,798.00 $946,092.00 $473,046.00City Water Core Funds for upsizing, 50/50 Split between Scannell & 3rd Party Property Owner for standard sizingStormwater Drainage Systems $634,005.00 $31,700.25 $665,705.25 $0.00 $0.00 $665,705.25 $332,852.6350/50 Split between Scannell & 3rd Party Property OwnerStreet Lighting Installation** $108,000.00 $5,400.00 $113,400.00 $0.00 $0.00 $113,400.00 $56,700.0050/50 Split between Scannell & 3rd Party Property OwnerSubtotal $5,542,130.73 $277,106.54 $5,819,237.27 $726,852.00 $726,852.00 $5,092,385.27 $2,546,192.63 50% of total construction costs10%  Flat Overhead Charge*** $460,713.07 $23,035.65 $483,748.73 $72,685.20 $72,685.20 $411,063.53 $205,531.7650% of total overhead (mass grading and utility oversizing not included)Grand Total$6,002,843.80$2,751,724.4050% Cost Share Total*No overhead charge for mass grading component of work**Based on recent per/unit cost for installation of lighting and electrical support infrastructure on Boulder Avenue***City project administration, consultant project design, project management, materials testing, and inspections90% of Developer Construction Costs after Credit for Mass Grading$1,407,998.37 $5,819,237.27 Total Construction Costs (includes mass grading)Subtotal$1,407,998.37$726,852.00 Subtract City Utility Sizing Cost Share$5,092,385.27 Developer + 3rd Party Construction Cost SharePark Dedication $483,750.00 $2,546,192.63 50% Developer Construction Cost ShareStormwater Trunk Area Charge $698,170.50Sanitary Sewer Trunk Area Charge $128,932.28 $2,546,192.63 Scannell Construction Cost ShareWatermain Trunk Area Charge $779,591.00 ‐$981,750.00 Scannell Credit for  Mass GradingSubtotal$2,090,443.78$1,564,442.63 Scannell Total Construction Cost Share to be Paid to City$2,546,192.63 3rd Party Total Construction Cost Share to be Paid to CityProject Design, Oversight & Administration (50% cost share computed above)$205,531.76 $4,110,635.27 Total Construction Costs Collected by CityAttorney Fees $3,000.00Street Light Energy Cost $2,880.00GIS Fees $14,392.44Seal Coating $10,710.00Subtotal$236,514.20Grand Total Developer‐Owed Costs at Signing $3,734,956.35Driver Avenue Project Cost SplitsConstruction Costs Payable Upon Signature of Sudivision AgreementDevelopment Fees (100%)City FeesTotal Developer Cost Responsibility 14 Rich Valley 1st Addition Subdivision Agreement – DRAFT June 2022 ATTACHMENT ONE (RICH VALLEY 1ST ADDITION FINAL PLAT)