CR 2012-088 PUD Agreement - Former Mayon Plastics BuildingAugust 1, 2012 ia Council Report 12-88
PUD AGREEMENT —FORMER MAYON PLASTICS BUILDING
Proposed Action
Staff recommends adoption of the following motion: Move to improve the Planned Unit
Development (PUD) Agreement between the City of Hopkins and City Center Ventures, LLC.
With this action it is understood that staff is authorized to make minor changes to the agreement
that do not impact the overall intent.
Overview
In June, the City Council approved the PUD overlay for the former Mayon Plastics site located at
415 - 171h Avenue North. City Center Ventures, LLC, has a purchased the property and is
currently doing demo work.
This site is difficult to develop because of the width. All redevelopment proposals on the site
have kept the east half of the existing building because of the setback on the east side. The
remaining area on the west side would be the parking area. The last time City Center Ventures,
LLC, was approved, some of the parking was at the LA Fitness site. At this time LA Fitness is
using all of their parking, so the Mayon site needs to have all of their parking on the site. The
width of the site makes parking stalls and aisles very tight.
Attached in this agreement are specific parameters on how the site will be developed.
Supporting Information
• PUD Agreement
Nancy .Anderson, AICP
City P1 nner
Financial Impact: $_0 Budgeted: Y/N Source:
Related Documents (CIP, ERP, etc.):
Notes:
PUD/DEVELOPMENT AGREEMENT
This PUD/Development Agreement (this "PUD Agreement") is made and executed this
day of July, 2012, by City Center Ventures, LLC, a limited liability company under the
laws of the State of Minnesota(" Developer"), and the City of Hopkins, a municipal corporation
under the laws of Minnesota ("City").
RECITALS
A. Developer is the fee owner of certain real property (the "Real Property") located in
the City of Hopkins, Hennepin County, State of Minnesota, legally described in Exhibit A
attached hereto and incorporated herein by reference.
B. Developer made application to the City for rezoning of the Real Property as a
PUD overlay zone. In support of that application, Developer submitted to the City the Plans
(described in Section 3 of this PUD Agreement) describing and identifying, among other things,
the proposed uses, design standards and other conditions that will be applicable within the PUD
zoning district.
C. On June 5, 2012, the City Council of the City approved its Resolution No. 12-34
Hopcivil\SwmoPUDAgreement.7.19.12 1
approving the Plans and the adoption of Ordinance No. 12-1049 approving overlay PUD zoning
for the Real Property so that, in addition to its underlying zoning classification of B-4, the Real
Property also has an overlay zoning classification of Planned Unit Development. Said
Resolution No. 12-34 and Ordinance No. 12-1049 are incorporated in and made a part of this
PUD Agreement in their entirety.
D. As a condition of its approval and adoption, Resolution No. 12-34 and Ordinance
No. 12-1049 establishing a Planned Unit Development overlay district, the City has required
Developer to execute and record this PUD Agreement and to comply with and perform all of the
agreements, terms, covenants, conditions and restrictions hereof. Developer has agreed: i ) to
accept such agreements, terms, covenants and restrictions of this PUD Agreement, ii) execute
this PUD Agreement, and iii) to record this PUD Agreement as a servitude upon the title to the
Real Property.
E. Section 565.02 of the Hopkins City Code provides the City may require the
Developer to enter into a development agreement stating the terms and conditions for the City's
approval of the PUD overlay zoning. This PUD Agreement is the development agreement
described in said Section 565.02, and the City has required Developer to enter into this PUD
Agreement under the authority provided in said Section 565.02.
NOW, THEREFORE, in consideration of the foregoing Recitals, which are incorporated
in and made a part of this PUD Agreement, Developer and the City agree to the terms and
conditions stated in this PUD Agreement and Developer declares that all of the Real Property
shall be held, transferred, leased, occupied, used, improved and developed subject to the
following agreements, terms, covenants, conditions and restrictions:
1. Intent of PUD Zoning. The intent of the PUD overlay zoning is that the past use
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of the Real Property as a manufacturing facility will be discontinued and that the Real Property
shall be redeveloped in conformity with the Plans, the terms and conditions stated in City
Council Resolution No. 12-34 and all of the terms, covenants and conditions stated in this PUD
Agreement, including the Development Design Standards described in Exhibit B attached hereto
and incorporated herein ("Development Design Standards"). Developer agrees it will develop
the Real Property in conformance with Section 565 of the Hopkins City Code, the terms and
conditions stated in City Council Resolution No. 12-34 and the terms and conditions stated in
this PUD Agreement, including the Development Design Standards.
2. Construction of Improvements. Developer shall construct or reconstruct,
install, complete and pay for the work, labor, materials, facilities and improvements required for
the development of the Real Property, including all of the facilities and improvements described
in the Plans identified in Paragraph 3 of this PUD Agreement. All of the public streets, curb and
gutter and sidewalk construction or reconstruction work and other public improvements to be
constructed within the right-of-way of 17th Avenue North as described in the Plans are referred to
in this PUD Agreement as "Public Improvements." The Public Improvements shall be done
completed at the sole cost and expense of Developer in accordance with the City's standard
construction and engineering practices and the terms and conditions stated in this PUD
Agreement.
The Developer shall also design and construct all of the private parking and driveway
areas, water, sewer, storm water, drainage, natural gas, underground electric, telephone and other
private utility facilities and landscaping improvements required for the development of the Real
Property (herein collectively referred to as the "Developer Improvements") at Developer's sole
cost and expense, and in compliance with the Plans identified in Paragraph 3 of this PUD
Hopeivil\SwervoPUDAgreement.7.19.12 3
Agreement. The Public Improvements and the Developer Improvements are herein collectively
referred to as the "Improvements." The Improvements shall be completed in accordance with: i)
the Plans defined and identified in Paragraph 3 of this PUD Agreement, as the same may be
amended from time to time in accordance with its terms; and ii) all of the other terms of this
PUD Agreement.
3. Identification of and Compliance With Plans. The Real Property shall be
developed and the Improvements constructed and completed in accordance with the following
plans which are herein collectively referred to as the "Plans." The Plans shall not be attached to
this PUD Agreement. If any of the Plans are designated as "Preliminary", such Plan(s) shall,
subject to City review, comment and approval, be modified, at Developer's expense, after the
date of this PUD Agreement to be suitable for final construction purposes before commencement
of any of the work described or depicted in the Plan in question or issuance of a building permit
for the work depicted in such Plan. At such time as a preliminary Plan has been replaced by a
final Plan approved by the City, all references in this PUD Agreement to such Plan shall refer to
the final Plan. In the event of any conflict or inconsistency between the Plans and the provisions
of this PUD Agreement, the provisions of the Plans shall control. The Plans are:
Description of Plan
Plan A Preliminary Grading, Drainage and Erosion Control Plan prepared by
Westwood Professional Services, LLC, dated April 27, 2012.
Plan B Preliminary Landscape Plan prepared by Westwood Professional Services,
LLC, Incorporated and dated April 27, 2012.
Plan C Preliminary Utility Plan prepared by Westwood Professional Services,
LLC, dated April 27, 2012.
Plan D Preliminary Site Plan prepared by Westwood Professional Services, LLC,
dated April 27, 2012.
Hopcivil\SwervoPUDAgreement.7.19.12 4
4. Additional Improvements. [This Section has been intentionally deleted.]
5. Construction Standards and Procedures. The Public Improvements shall be
constructed and installed in accordance with the final Plans, City standards, codes, regulations
and ordinances, including, but not limited to, the Engineering Guidelines adopted by the City's
Department of Public Works, and with the requirements of Minnesota Rules Chapter 7560
(which rules apply to and regulate underground utility service laterals). All Plans and
specifications for the Public Improvements shall be prepared and certified by a registered
professional engineer or engineers, and shall be furnished to the City, reviewed by the City
Engineer and modified to incorporate any comments of the City Engineer or his consultant prior
to final approval thereof and issuance of a permit for the work depicted in such plans. In
connection with the construction of the Improvements by Developer, the Developer shall restore
all City streets, utilities and other public facilities and property disturbed or damaged as a result
of Developer's construction activities to substantially the same condition as existed prior to
commencement of construction.
Within sixty (60) days after the completion of the Public Improvements,
Developer shall supply the City with the following relating to the Public Improvements: (a) a
complete set of reproducible mylar as -built plans, (b) two complete sets of utility tie sheets, (c)
location stationing and swing ties of all utility stubs, (d) benchmark network and (e) digital as-
builts conforming with the following requirements:
( i) AutoCAD (dwg) files of record drawings converted to Microstation DGN
Format in NAD 83 Hennepin County Ground Coordinates.
(ii) All Cell Libraries, Line Styles and Reference files shall be included.
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(iii) List of layer descriptions.
(iv) AutoCAD file of record drawings in electronic format, including cell
libraries, line styles and reference files.
(v) Reproducible mylar record drawings.
(vi) Utility tie sheets.
6. License. The Developer hereby grants the City, its agents, employees and
inspectors a license to enter the Real Property, as necessary, to perform all work and inspections
deemed appropriate by the City in conjunction with construction of the Improvements.
7. Improvements to be Transferred to City. Upon completion of construction of
the Public Improvements, and final acceptance and approval thereof by the City, all of the Public
Improvements shall become the sole property of the City. The Developer shall transfer the
Public Improvements to the City free and clear of all liens and encumbrances.
At such time as the Public Improvements have been completed, representatives of
Developer's contractors, and a representative of Developer's Engineer will make a final
inspection of the Public Improvements with the City Engineer. The City Engineer shall be
entitled to review and approve any punch list items or lists of incomplete or defective work
comprising the Public Improvements to be submitted by Developer or its representatives to the
contractor(s) responsible for completion of the Public Improvements to assure that the same are
completed in accordance with the requirements of this PUD Agreement. As a condition of its
acceptance of title to any of the Public Improvements, the City shall receive from Developer
written evidence, in form and content reasonably acceptable to the City, that Developer has
caused all incomplete or defective work to be completed or corrected and has made payment in
full for all work comprising the Public Improvements. Before the City accepts title to the Public
Improvements, the City Engineer shall be reasonably satisfied that all of the Public
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Improvements have been completed in accordance with the Plans and the requirements of this
PUD Agreement and that Developer has made payment in full for all of the work comprising the
Public Improvements. Final acceptance of the Public Improvements by the City shall be
evidenced by a resolution duly adopted by the City Council of the City.
8. Warran . The Developer warrants that all work comprising the Public
Improvements shall be free from defective materials or faulty workmanship for a period of two
(2) years after acceptance of the Public Improvements by the City as evidenced by a resolution
duly adopted by the City Council, except that trees and landscaping plantings shall be warranted
for twelve (12) months from the date of planting. All work and materials comprising the Public
Improvements which are found to be defective within two years after acceptance thereof by the
City (or twelve (12) months from the date of planting in the case of landscaping improvements)
shall be repaired or replaced by Developer at Developer's sole expense
9. Reimbursement of Costs to City. Developer acknowledges the City may retain
consultants to provide services related to the redevelopment of the Real Property and this PUD
Agreement, and Developer shall reimburse the City for all reasonable out-of-pocket costs
incurred by the City in connection with such redevelopment and the preparation, negotiation and
execution of this PUD Agreement, and the administration, performance and enforcement of this
PUD Agreement. Such out-of-pocket costs to be reimbursed by Developer shall include, but are
not limited to, all reasonable fees due to consultants retained by City, whether incurred before or
after the date of this PUD Agreement and any Amendment thereto, including, without limitation,
traffic, development, fiscal, environmental, geotechnical, surveying, engineering, and legal
services of the City Attorney, which are to be reimbursed at the rate of $275.00 per hour. The
selection of consultants and the extent of services to be provided by them shall be in the sole (but
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reasonable) discretion of the City. Such reimbursements from Developer shall be due and
payable within thirty (30) business days of delivery of a copy of the invoice or statement therefor
to the Developer, and shall bear interest at the rate of one percent (1 %) per month, if not paid by
Developer within thirty (30) days of the date the applicable invoice or statement has been
delivered to Developer. If Developer fails to pay any reimbursement due to the City within the
time period required by this Paragraph 9, the City shall be entitled to invoke and enforce all
remedies available to the City under this PUD Agreement upon a default by Developer.
10. Other Governmental Approvals. The Developer shall obtain, all required
approvals and/or permits from the Minnesota Pollution Control Agency ("MPCA"), Hennepin
County, the Watershed District with jurisdiction over the Real Property, Minnesota Department
of Health, Metropolitan Council and any other governmental authorities whose approval is
required for the construction of the Improvements and the redevelopment of the Real Property.
The Developer shall maintain all such required permits and comply therewith at all times.
11. Time of Performance. Developer shall commence construction of the
Improvements and the development of the Real Property no later than August 1, 2012, and shall
substantially complete construction of the Improvements and development of the Real Property
within nine (9) months of commencement of construction.
12. Additional Conditions and PUD Zoning Requirements. Developer agrees the
Real Property shall be redeveloped, held, transferred, occupied, used and improved subject to and
in compliance with the following additional terms conditions and requirements:
A. The intent of the PUD overlay zoning, the permitted uses and design
standards within the PUD overlay zone shall be as described in the Development Design
Standards. The Real Property shall be redeveloped and improved in accordance with the
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Development Design Standards. All uses of the Real Property shall be in accordance and
conformity with the Development Design Standards.
B. All revisions to the Plans shall be submitted for approval by City Staff, and
additional requirements or conditions for construction of Improvements may be imposed upon
Developer, based upon any material revisions to the Plans. All revised Plans must be signed by
the consultant preparing such Plans, and shall include revision dates.
C. Any request for closure of a public street by Developer must be
accompanied by a detailed traffic control and detour plan reasonably acceptable to City Staff.
D. The Developer shall provide evidence of title to the Real Property and any
property over which public easements are to be granted to the City. Such evidence of title shall
be in the form of a current Commitment for Owner's Title Insurance (ALTA form) covering all
of the Real Property in which Commitment the City shall be identified as a proposed insured.
The Title Insurance Commitment shall show good and marketable title to the Real Property in
Developer and shall otherwise be acceptable to the City attorney.
E. Developer shall pay the City an art dedication fee in the amount of
$2,500.00, payable at the time of execution of this PUD Agreement and before the issuance of
any permit by the City for the development of the Real Property. The art dedication fee shall not
be deposited or held in a separate account by the City and may be used for any purpose related to
the promotion of the arts within the City in the sole discretion of the City.
F. Developer shall otherwise comply with all conditions and requirements
imposed by the City Council of the City in its Resolution No. 12-34 approving Ordinance No.
12-1049 for the overlay PUD zoning for the Real Property and with the requirements of any
applicable statutes, ordinances, codes or regulations
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13. Agreement Runs With Title. The terms, conditions and restrictions established
by this PUD Agreement shall run with the title to the Real Property and apply to and bind and
benefit the Developer and the City and each and every subsequent owner of any part of the Real
Property and their respective successors and assigns, and shall operate as a covenant passing with
the title to the Real Property and any part thereof. By accepting a conveyance of all or any part of
the title to all or any part of the Real Property, each of the successors or assigns of Developer
agrees to be bound by all of the terms, covenants, conditions, liabilities and obligations imposed
by this PUD Agreement. All of said terms, conditions and restrictions are imposed upon the Real
Property as a servitude in favor of the City of Hopkins, Minnesota, for its benefit and for the
benefit of Developer and its successors and assigns.
Each subsequent owner, transferee or assignee of Developer shall assume Developer's
obligations under this PUD Agreement, provided, such assignment shall not relieve Developer of
any obligation arising prior to the effective date of the assignment. Developer may collaterally
assign its interest in this PUD Agreement as security for any financing obtained by Developer for
the development or improvement of the Real Property, provided any such assignment shall not
relieve Developer of any of its liabilities, obligations or undertakings under this PUD Agreement.
The terms, conditions and restrictions established by this PUD Agreement are perpetual
in duration except that, upon Developer's completion of all of the Public Improvements and
acceptance thereof by the City as provided in this PUD Agreement, and upon written request
therefor from Developer, the City shall, as soon as reasonably possible, execute and deliver to
Developer a Certificate, in recordable form, certifying as to Developer's compliance with the
provisions of this Agreement related to the construction of the Public Improvements.
14. Security and Claims. To guaranty Developer's compliance with the terms of this
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PUD Agreement (including any warranties provided for herein), payment of the cost of all Public
Improvements and completion of construction thereof, Developer shall deliver to the City the
following Letter(s) of Credit, surety bond(s) or performance bond(s) reasonably acceptable to and
in favor of the City (the "Security") issued by a bank or surety reasonably acceptable to the City
of Hopkins
A. The Security for the landscaping improvements comprising a part of the
Improvements shall be delivered to the City before the execution of this PUD Agreement by the
City. The amount of such Security for landscaping improvements shall be equal to 150 percent
of the estimated cost of the landscaping improvements depicted in the Plans as established by a
written estimate submitted by Developer's landscaping contractor.
B. The Security for the Public Improvements, shall be delivered to the City
before commencement of construction of the Public Improvements or issuance of a permit by the
City permitting commencement of such construction. The amount of such Security for the Public
Improvements to be constructed by Developer, other than landscaping improvements, shall equal
100 percent of the cost of such Public Improvements as established by: i) the estimated cost of
completion of construction of such Public Improvements as stated in the written contracts or
subcontracts for their construction and installation with the contractors or subcontractors retained
by Developer or Developer's general contractor (which written contracts or subcontracts shall be
delivered to the City), or ii) a written estimate from Developer's Engineer approved by the City
Engineer.
The Security shall be conditioned upon Developer's completion of the Public
Improvements for which the Security is provided, performance of Developer's warranty under
Paragraph 8 of this PUD Agreement including replacement of any defective or nonconforming
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Public Improvements and payment of the entire cost thereof, and the form and content of the
Security shall be subject to the reasonable approval of the City. The Developer shall maintain
the Security in effect for a term ending two (2) years after the date on which Developer has
substantially completed the Public Improvements for which the security was provided and
delivered proof of payment therefore to the City (the end of such two (2) year term being herein
referred to as the "Termination Date"). Developer shall initially deliver to the City the original
Security expiring no earlier than one (1) year after the date of delivery of the original Security to
the City. Thereafter, no later than thirty (30) days before the expiration of the Security Developer
shall deliver to the City original written evidence, in form reasonably acceptable to the City,
extending the term of the Security for successive one (1) year periods, but in no event extending
beyond the Termination Date. If Developer fails to deliver such original written evidence of
extension of the Security at least thirty (30) days before expiration of the Security, Developer
shall be deemed to be in default under this PUD Agreement and the City may draw upon the
Security. Upon receipt of evidence acceptable to the City of payment of financial obligations
related to the construction of the Public Improvements, the Security shall be reduced from time
to time as financial obligations relating to the construction of the Public Improvements are paid,
but in no case shall the Security be reduced to an amount less than the greater of. i) one hundred
percent (100%) of the cost of completion of any incomplete Public Improvements; or ii) forty
percent (40%) of the total cost of the Public Improvements (such cost to be determined in the
manner specified in Subparagraph B of this Paragraph 14) until the Termination Date.
Notwithstanding the provisions of the preceding sentence, the Security for the landscaping
improvements comprising a part of the Improvements may not be reduced, and shall be
maintained at its original amount until one (1) year after completion of such landscaping
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improvements. The City may draw upon or enforce the Security for any violation of the terms of
this PUD Agreement which is not cured within ten (10) business days after written notice to the
Developer, provided, in the event the default is such that it cannot be cured with reasonable
diligence within ten (10) business days, the City shall not draw upon the Security so long as
Developer is proceeding with all due diligence to cure such default and such default is, in fact,
cured within such additional period of time not exceeding sixty (60) days after the initial written
notice of default to Developer as is necessary to cure the default proceeding with all due
diligence. If the Public Improvements are not completed on the date specified in Paragraph 11 of
this PUD Agreement, the City may also draw upon or enforce the Security. If the Security is
drawn upon, the draw shall be used to cure the default (including completion of the Public
Improvements by the City, provided the City shall have no obligation to complete the Public
Improvements) and may also be used to pay or reimburse the City for any cost, expenses or
damages recoverable under Paragraph 15 of this PUD Agreement. The Security shall be released
to Developer on the Termination Date. In the event the City receives notice of or claims from
laborers, materialmen or others contributing to the Public Improvements that any amounts due
them have not been paid when due, and such laborers, materialmen or others are seeking
payment out of the Security or intend to assert claims against the City, the Public Improvements
or the land on which the Public Improvements have been installed, and if such claims are not
fully resolved at least ninety (90) days before the Security will expire, the City may draw upon or
enforce the Security, but only in the manner provided for in this Paragraph 14, for the purpose of
discharging any such claims (provided the City shall have no obligation to draw upon the
Security or discharge claims) and may also draw upon or enforce the Security to pay or reimburse
the City for any cost, expense or damages recoverable under Paragraph 15 of this PUD
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Agreement, and Developer authorizes the City to draw upon or enforce the Security for those
purposes. The Developer agrees that it shall protect, indemnify and hold the City and its agents,
representatives and employees harmless from and against all costs, damages and liabilities,
including reasonable attorneys' fees and Court costs, resulting from or incurred in connection
with Developer's failure to comply with the terms, covenants, conditions and requirements of this
PUD Agreement.
15. Enforcement of PUD Agreement. The terms, conditions, requirements and
restrictions established by this PUD Agreement shall be enforceable exclusively by the parties to
this PUD Agreement and shall be enforceable by injunctive relief, prohibitive or mandatory, to
prevent the breach of or enforce performance or observance of the terms, conditions,
requirements and restrictions established by this PUD Agreement, or by any other available legal
proceeding or remedy, including, but not limited to:
a. Legal proceedings to recover, collect, pay or reimburse the City for the
cost of completing construction of any Public Improvements required to be
constructed by Developer and not so constructed following expiration of
any applicable cure period stated in this PUD Agreement.
b. Taking whatever action at law or in equity as may be reasonably necessary
or desirable to enforce performance and observance of any of the
obligations, agreements or covenants of the Developer under this PUD
Agreement.
C. Recovery of all costs and expenses incurred by the City in curing any
default (other than defaults of the type described in Subparagraphs a and b,
above) by Developer in the performance of any of the terms, covenants
and conditions of this PUD Agreement.
d. Recovery of all reasonable costs, fees and expenses for engineering, legal
and administrative fees and expenses incurred by the City in enforcing
Developer's performance of this PUD Agreement or the completion of
construction of the Public Improvements required to be completed by
Developer under this PUD Agreement or any amendment thereto.
e. Any other remedy or sanction provided by Minnesota Statutes or the
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Ordinances of the City of Hopkins.
The City agrees that it shall give Developer written notice and a reasonable opportunity to
cure any default by Developer in the performance of its obligations under this PUD Agreement
before incurring third -party costs and expenses that are recoverable from Developer under
Subparagraphs a -e of this Paragraph 15, provided Developer shall proceed with all due diligence
to cure any such default and shall cure the same within thirty (30) days after delivery of Notice of
Default to Developer, provided, if the default is of such a nature that it cannot be cured within
thirty (30) days, Developer shall have such additional period of time to cure such default as is
necessary exercising and proceeding with all due diligence. If Developer fails to pay any
amount due to the City under this PUD Agreement following final adjudication such amount is
due and payable, and thereafter fails to pay such amount after thirty (30) days' written notice to
Developer demanding such payment, Developer agrees the City shall be entitled to levy a special
assessment against the Real Property in the amount stated in the Notice to Developer in
accordance with Minn. Stat. Chapter 429, and Developer waives all objections to or appeals of
the final amount of such special assessment levied against the Real Property. Developer
acknowledges the rights of the City to enforce performance of the terms, conditions,
requirements and restrictions established by this PUD Agreement are special, unique, and of an
extraordinary character and that, in the event Developer violates or fails or refuses to perform any
term, condition or restriction established by this PUD Agreement, the City shall have no adequate
remedy at law. Developer agrees, therefore, that in the event Developer violates any term,
condition or restriction established by this PUD Agreement, the City, may, at its option, initiate
and prosecute an action to specifically enforce the performance of the terms, conditions and
restrictions established by this PUD Agreement. No remedy specified in this PUD Agreement is
T4 . i61\qw mnP1 JDAvreement_7.19.12 - 1 5 -
intended to be exclusive, and each remedy shall be cumulative, and in addition to each and every
other remedy. Failure of the City to enforce any of the terms, conditions and restrictions
established by this PUD Agreement in any particular instance shall in no event be deemed to be a
waiver of the right to do so as to any subsequent violation. Developer agrees that, in the event
Developer defaults in the performance or observance of any of its obligations or undertakings
under this PUD Agreement or any amendment thereto, and upon final adjudication by a court of
competent jurisdiction of such default, Developer shall pay the City's reasonable attorneys' fees
and expenses incurred as a result of such default.
Developer and the City agree that jurisdiction and venue for any proceeding to enforce
any rights, remedies or obligations under this PUD Agreement shall be in the District Court of
Hennepin County, Minnesota, and that any proceeding to enforce the provisions of this
Agreement shall be filed in said District Court.
16. Notices. Any notice, request or other communication required or provided to be
given under this PUD Agreement or any Amendment thereto shall be in writing and shall be
deemed to be duly given when delivered personally to an officer or manager of Developer or to
the City Manager of the City, or the next business day after deposit with a reputable delivery
service such as UPS overnight or Federal Express guaranteeing next -day delivery or two (2)
business days after having been mailed by first class United States Mail, postage prepaid,
addressed as follows:
To Developer: City Center Ventures, LLC
510 — 1St Avenue North #200
Minneapolis, Minnesota 55403
Attn: Ned Abdul
To City: City of Hopkins
1010 First Street South
tHnnniviRSwervnPllnAereement.7.19.12 - 16 -
Hopkins, MN 55343
Attn: City Manager
Any party may change its address for notice purposes upon ten (10) days notice to the other party
in the manner required by this Paragraph 16. Any notice to Developer's successors in title to the
Real Property shall be deemed properly given and delivered for all purposes if forwarded to the
address of the record owner(s) of the Real Property at the time notice is given, as such addresses
are stated in the records of the Hennepin County Property Tax Department.
17. Severability. Invalidation of any of the terms, conditions, provisions or
restrictions of this PUD Agreement, whether by court order or otherwise, shall in no way affect
any of the other terms, conditions, provisions and restrictions, all of which shall remain in full
force and effect.
18. Headings. The headings and captions at the beginnings of paragraphs of this
PUD Agreement are for convenience of reference only and shall not influence its construction.
19. Execution of Counterparts. This PUD Agreement may be simultaneously
executed in several counterparts, each of which shall be an original, and all of which shall
constitute one and the same instrument.
20. Construction. This PUD Agreement shall be construed and enforced in
accordance with the laws of the State of Minnesota.
21. Evidence of Title, Recordation of PUD Agreement, Mortgagee's Protection.
Prior to the execution of this PUD Agreement, Developer shall provide the City with evidence of
title to the Real Property, at Developer's expense, in the form of a current Commitment for
Owners' Title Insurance (ALTA form). The Title Insurance Commitment shall show good and
marketable title to the Real Property in Developer subject to such matters as are reasonably
acceptable to the City and do not affect the priority or enforceability of this PUD Agreement, and
Hopcivil\SwervoPUDAgreement.7.19.12 - 17-
shall otherwise be reasonably acceptable to the City Attorney, it being understood that this PUD
Agreement, when recorded, shall have priority over any mortgage or similar lien encumbering
the Real Property. Developer shall cause this PUD Agreement to be executed by or consented to
by all persons holding any interest in the title to the Real Property, or lien thereon, as deemed
necessary by the City. Developer agrees to cause this PUD Agreement to be filed for record as
an encumbrance against the title to the Real Property.
22. Ownership, Maintenance and Repair of Improvements. The City shall not be
responsible for the maintenance or repair of any of the Improvements other than the Public
Improvements upon their acceptance by the City in accordance with the terms of this PUD
Agreement, and shall have no liability whatsoever for any costs, expenses, liabilities, obligations,
claims and demands related to or arising from, either directly or indirectly, the design,
construction, use, maintenance, repair, reconstruction or replacement of such Improvements,
together with all modifications or replacements thereof or additions thereto. The Developer
shall protect, indemnify and hold the City, and its officials, representatives, agents and
employees, harmless from and against all liabilities, obligations, responsibilities, claims, costs,
expenses (including reasonable attorney's fees), demands and causes of action relating to or
arising out of, directly or indirectly, the design or construction of the Public Improvements
required to be constructed by Developer, including, but not limited to, claims for injury to
persons or property. Notwithstanding the foregoing, the City shall be responsible for ownership,
use, maintenance and repair of the Public Improvements following their acceptance by the City,
but subject to: i) the Developer's warranty of the Public Improvements; ii) the provisions of any
City ordinance of general applicability imposing upon property owners the obligation to perform
snow and ice removal or similar maintenance of publicly owned improvements such as the
u�,,,.;.»I\C.vP„inPi 7nAarrrmrnt 7 10 17 - 1 R-
Public Improvements; and iii) the City's authority pursuant to statute and City ordinance or
charter provisions to levy special assessments to pay costs of repair or replacement of publicly
owned improvements.
IN WITNESS WHEREOF, Developer and the City have executed this PUD Agreement
as of the date and year first above written.
STATE OF
ss.
COUNTY OF
Developer
CITY CENTER VENTURES, LLC
as
Its
The foregoing instrument was acknowledged before me this day of
2012, by
the , of City Center Ventures, LLC, a limited liability company
under the laws of the State of Minnesota, on behalf of the limited liability company.
Notary Public
Hopcivil\SwervoPUDAgreement.7.19.12 - 1 9 -
EXHIBIT A
LEGAL DESCRIPTION OF REAL PROPERTY
Lots 7, 8, 9, 10 and 11, Block 1, Souba Addition to Hopkins, according to the recorded plat
thereof, Hennepin County Minnesota
Hopcivil\SwervoPUDAgreement.7.19.12 -21-
EXHIBIT B
DEVELOPMENT DESIGN STANDARDS
I. Intent. The purpose of this overlay zone is to create a Planned Unit Development
permitting the development, construction and operation of a retail facility complying with the
permitted uses and design standards stated herein. The purpose and use of the overlay PUD
zoning allow for more flexible design standards. The underlying B-4 zoning will remain in effect
and any future use of property within the PUD overlay zone must be consistent and in conformity
with the underlying B-4 zoning and the PUD overlay zoning.
II. Permitted Uses. The permitted uses in the PUD overlay zone are limited to the
permitted uses allowed in a B-4 zoning district under the Zoning Code of the City of Hopkins.
III. Parking and Setback Requirements. Parking and setback requirements shall be the
same as applicable in the underlying B-4 zoning district, with the following modifications and
exceptions:
a. Surface parking will be allowed within the front yard setback adjacent to 17th
Avenue North. The setback for the row of surface parking adjacent to 17th Avenue
North shall be 16 inches from the Westerly property line.
b. The length of parking spaces shall be no less than 18 feet, with the exception of
compact parking stalls.
C. Parking drive isles shall be no less than 22 feet in width.
IV. Design Standards.
The following design standards shall apply to the improvements constructed on the Real
Property:
a. No backlit or "canned" box type exterior signs may be installed or used on the
building to be constructed on the Real Property.
b. Following completion of construction of the Improvements on the Real Property,
an outdoor bicycle parking rack providing space for four (4) bicycles shall be
maintained on the Real Property in a location reasonably convenient for bicycle
parking.
C. The monument sign for the development shall have a three (3) foot tall stone base
and a total height of twelve (12) feet above ground level. The monument sign
shall otherwise be constructed in compliance with the City's sign ordinance.
d. The exterior building materials on the North, West and South walls shall be
limited to brick, stucco and metal accents. The exterior material on the East side
of the building may remain concrete block.
Hopcivil\SwervoPUDAgreeinent.7.19.12 -22-
CITY OF HOPKINS
By
Its
By
Its
STATE OF MINNESOTA )
) ss
COUNTY OF HENNEPIN )
The foregoing instrument was acknowledged before me this day of
, 2012, by Eugene J. Maxwell, the Mayor, and Michael Mornson, the
City Manager, of The City of Hopkins, a municipal corporation, under the laws of the State of
Minnesota, on behalf of the municipal corporation.
Notary Public
THIS INSTRUMENT WAS DRAFTED BY:
Steiner & Curtiss, P.A.
400 Wells Fargo Bank Building
1011 First Street South
Hopkins, Minnesota 55343
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