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(") e ~ {I.l e 0 g-g =' e 8 g.~~~ w~=' g. ~ 0. .... -9 2. a~ lodCl> ~ '"1 o ... g. .g {I.l o.~[ ~ o '"1 ~ c:: c::~ c:: {I.l 0.0. o s- o ~ ('1 .... ~ g. eI) 0. g. '8 ~ ~ c:: '0. e ::;.' ~ ::r ..... ...' 5~~=, {I.l ~ s. =' 0 ~ ('1 g ... '<lod ~ =' {I.l (") c:rg. ~ .... 6" 'Og. IV ca g. 0 oEi'" 0 -< ... ('1- .......:J ~ ~ ~.~. ~ . g.o ~ =' {I.l eI) 8.~ &0 (") "'0. 0 i ~ g. 8. .... g. 0. g. ~. ~('1 S' .... ~ ~ o ~ ~e o 0 ~o (') ~. ~ g.c:r"a =' o a. ::rO 0 ~. s..o. ~~ ~{I.l 2.~ "a 0 ('1 '< ~ s:~ =' g.g. o ~ 0 .... g.c:r (ts.. ~ ~'"1 -< o ~ o 0 ~ 0'< {I.l . . . " CITY OF SHOREWOOD DEVELOPMENT AGREEMENT CIC NUMBER 700 THE SEASONS PLANNED UNIT DEVELOPMENT THIS AGREEMENT, made this 13th day of May, 1994, by and between the CITY OF SHOREWOOD, a Minnesota municipal corporation, hereinafter referred to as the "City," and Pete Boyer Development Co., a subsidiary of Pete Boyer Construction, Inc., a Minnesota Corporation, hereinafter referred to as the "Developer." WHEREAS, the Developer is the fee owner in certain lands legally described in Exhibit A, attached hereto and made a part hereof, which lands are hereinafter referred to as the "Subject Property"; and WHEREAS, Developer proposes to develop the Subject Property by means of a Planned Unit Development ("PUD") consisting of 25 lots, one of which is common area for thePUD;and WHEREAS, the Developer has made application with the Zoning Administrator for a Conditional Use permit for a PUD and submitted a Concept Plan and Development Stage Plan for the property, which matters were considered by the City Planning Commission at Public Hearings held on 13 October 1992 and 4 May 1993; and WHEREAS, upon recommendation of the City Planning Commission, the City Council did consider and grant Concept Plan and Development Stage Plan approval as set forth in Resolution 55-93; NOW, THEREFORE, in consideration of the mutual covenants and guarantees contained herein, the parties hereto agree as follows: 1.) Conditions of Approval - The Developer shall comply with the conditions of approval as adopted by the City Council and set forth in Resolution 55-93, incorporated herein as Exhibit B. 2.) Improvements - In accordance with the preliminary and final plats of the Subdivision, the City's approval thereof, and applicable standards and ordinances of the City, the following described improvements (the "Improvements") shall be constructed and installed on the terms and conditions hereinafter contained: 1. . ~ . . . ~ (01) Private street grading, graveling and stabilizing, including constructing and sodding of berms, swales, and boulevards and planting of trees on boulevards ("Private Street Improvements"); (02) Permanent private street surfacing, including curbs, gutters and driveway approaches ("Permanent Private Street Improvements"); (03) Street name signs at all newly opened intersections and such other traffic control signs and street lights within the Subdivision determined to be necessary by the City Engineer ("Traffic Signing Improvements"); (04) Storm sewers, when determined to be necessary by the City, including all necessary catch basins, ditches, inlets, retention areas and other appurtenances ("Storm Sewer Improvements"); (05) Sanitary sewer laterals or extensions, including all necessary building services and other appurtenances ("Sanitary Sewer Improvements"); (06) Water main laterals or extensions, including all necessary building services, hydrants, valves and other appurtenances ("Water Main Improvements"); (07) (Others) Required landscaping, including common area and individual unit lots ("Landscaping Improvements"). 3.) Installation of Improvements - Improvements to be installed at Developer's expense by the Developer as hereinafter provided are hereinafter referred to as "Plan A Improvements". Improvements which the Developer has petitioned the City to install and finance through the regular City Assessment Procedure are hereinafter referred to as "Plan B Improvements" . 4.) Plan A Improv~ments - (01) Types - The Developer will construct and install at Developer's expense the following Plan A Improvements according to the following terms and conditions: Description of Improvement Private Street Improvements Permanent Private Street Improvements Landscaping Improvements Traffic Signing Improvements 2. . . . " Total Estimated Construction Costs of Plan A Improvements $41.221 (02) Completion Date - All Plan A Improvements shall be completed not later than 1 July 1995. 5.) Plan B Improvements - (01) Types - The Developer has petitioned the City for the installation of Plan B Improvements as follows: Description of Improvement Storm Sewer Improvements Sanitary Sewer Improvements Water. Main Improvements Total Estimated Costs of Plan B Improvements $225.000 (02) Construction of Plan B Improvements - The City Council will order the installation of the Plan B Improvements in accordance with the following and applicable statutory provisions, and the costs thereof will be assessed against benefitted properties. (03) Completion Date - The construction of Plan B Improvements shall be completed by no later than 31 August 1994. (04) Construction - On petition of the Developer, the City will prepare preliminary plans and estimates with respect to Plan B Improvements and an Improvement Hearing will be held by the City Council for the purpose of ordering Plan B Improvements. Thereafter, the City shall prepare final plans and specifications for said Improvements and bids will be taken by the City and contracts awarded for the installation of the Improvements under the City's supervision. (05) Levy of Special Assessments - The entire cost of constructing Plan B Improvements, including any engineering, legal and administrative costs. incurred by the City shall be assessed against the benefitted properties in ten (10) equal annual installments with interest to accrue at the rate of six percent (6.0%) per annum. Reference herein to special assessments shall be deemed to include and shall include all interest due thereon. All installments of such assessments shall be paid to the Treasurer of Hennepin County as and when the general property taxes become due upon said property. 3. . . . " 6.) Final Plan. Grading. Drainage and Utility Plan. Building Plan - The Developer has filed with the City Clerk the final plat titled The Seasons for the development of the Subject Property. Said plat is attached hereto and made a part hereof as Exhibit C. Said final plat, together with the Grading, Drainage, and Utility Plan, the Twinhome Building Plans, and the Landscape Plan, all of which plans are on file at the Shorewood City Offices, and this Development Agreement, is herewith adopted and approved by the City as the Developer's final plan for development of the property. 7.) Pre-construction Meeting - Prior to the commencement of construction, Developer or its engineer shall arrange for a pre-construction meeting to be held at Shorewood City Hall. Such meeting shall be coordinated with the City Engineer and shall include all appropriate parties specified by the City Engineer. 8.) Standards of Construction - Developer agrees that all of the Improvements set forth in 4.) and 5.) above, shall equal or exceed City standards, shall be constructed and installed in accordance with engineering plans and specifications approved by the City Engineer and the requirements of applicable City ordinances and standards, and that all of said work shall be subject to final inspection and approval by the City Engineer. 9.) Materials and Labor - All of the materials to be employed in the making of said Improvements and all of the work performed in connection therewith shall be of uniformly good and workmanlike quality, shall equal or exceed City standards and specifications, and shall be subject to the inspection and approval of the City. In case any materials or labor supplied shall be rejected by the City as defective or unsuitable, then such rejected materials shall be removed and replaced with approved materials, and rejected labor shall be done anew to the satisfaction and approval of the City at the cost and expense of Developer. 10.) Schedule of Work - The Developer shall submit a written schedule in the form of a bar chart indicating the proposed progress schedule and order of completion of work covered by this Agreement. It is understood and agreed that the work set forth in paragraph 4.) shall be performed to be completed by 1 July 1996. Upon receipt of written notice from the Developer of the existence of causes over which the Developer has no control, which will delay the completion of the work, the City, at its discretion, may extend the dates specified for completion. 11.) As-Built Plan - Within sixty (60) days after the completion of construction of the Plan B Improvements, the City shall cause its' engineer to prepare a full set of "as- built" plans, including a mylar original and two (2) black line prints, showing the location of said Improvements within the plat. 4. . 12.) Easements - Developer, at its expense, shall acquire all easements, if any, from abutting property owners necessary to the installation of the sanitary sewer, storm sewer, surface water drainage facilities and watermains within the plat, and thereafter promptly assign said easements to the City. 13.) Pre-existing Drain Tile - All preexisting drain tile disturbed by Developer during construction shall be restored by Developer. 14.) Staking. Surveying and Inspection - It is agreed that the Developer, through his engineer, shall provide for all staking and surveying for the Plan A Improvements. In order to ensure that the completed improvements conform to the approved plans and specifications, the City will provide for resident inspection as determined necessary by the City Engineer. 15.) Grading. Drainage. and Erosion Control - Developer, at its expense, shall provide grading, drainage and erosion control plans to be reviewed and approved by the City Engineer. Said plans shall provide for temporary dams, earthwork or such other devices and practices, including seeding of graded areas, as necessary, to prevent the washing, flooding, sedimentation and erosion of lands and streets within and outside the plat during all phases of construction. Developer shall keep all streets within and adjoining the plat free of all dirt and debris resulting from construction therein by the Developer, its agents or assignees. . 16.) Street Signs - Developer, at its expense, shall provide standard city street identification signs and traffic control signs in accordance with the Minnesota Manual on Uniform Traffic Control Devices. 17.) Access to Residences - Developer shall provide reasonable access, including temporary grading and graveling, to all residences affected by construction until the streets are approved by the City Engineer, pursuant to paragraphs 8.) and 9.) hereof. 18.) Occupancy Permits - The City shall not issue a permanent certificate of occupancy until the first lift of bituminous surfacing has been installed on the road serving the units for which a certificate of occupancy is requested. Exception: Certificates of occupancy may be issued for Lots 7 and 8 prior to installation of the first lift of bituminous surfacing. 19.) Final Inspection - Upon completion of the Improvements set forth in paragraph 4.) above, the City Engineer, the contractor, and the Developer's engineer will make a final inspection of the work. 20.) Restoration of Streets. Public Facilities and Private Properties - The Developer shall restore all City streets and other public facilities and any private properties disturbed or damaged as a result of Developer's construction activities, including sod with necessary black dirt, bituminous replacement, curb replacement, and all other items disturbed . during construction. 5. . . . 21.) Required Landscaping - The Developer shall provide a letter of credit, alternative security agreement, or cash escrow for the purpose of assuring that required landscaping in the common areas (Lot 25, Block I) shall be constructed and installed according to the Landscape Plan attached as Exhibit D and made a part hereof. Landscaping associated with individual unit lots shall be constructed and installed prior to issuance of certificates of occupancy for said unit lots. If required unit lot landscaping has not been completed at the time of occupancy, the Developer shall escrow $600 per unit to ensure that the required landscaping shall be installed within eight months. 22.) Reimbursement of Costs - The Developer shall reimburse the City for all costs, including reasonable engineering, legal, planning and administrative expenses incurred by the City in connection with all matters relating to the administration and enforcement of the within Agreement and the performance thereof by the Developer. Such reimbursement of costs shall be made within thirty (30) days of the date of mailing of the City's notice of costs to the address set forth in paragraph 30.) below. 23.) Claims for Work - The Developer or its contractor shall do no work or furnish no materials not covered by the plans and specifications and special conditions of this Agreement, for which reimbursement is expected from the City, unless such work is first ordered in writing by the City Engineer as provided in the specifications. Any such work or materials which may be done or furnished by the contractor without such written order first being obtained shall be at its own risk, cost and expense. 24.) Surety for Improvements - Deposit or Letter of Credit - For the purpose of assuring and guaranteeing to the City that the Improvements to be constructed, installed and furnished by the Developer as set forth in paragraph 4.) above, shall be constructed, installed and furnished according to the terms of this Agreement, and to ensure that the Developer shall pay all claims for work done and materials and supplies furnished for the performance of this Agreement, the Developer agrees to furnish to the City a cash deposit or Irrevocable Letter of Credit approved by the City in an amount equal to 150 % of the total cost of said Improvements estimated by the Developer's engineer and approved by the City Engineer. Said deposit or Letter of Credit shall remain in effect for until completion and approval of the required improvements. 25.) Alternative Security Agreement - In lieu of the letter of credit or cash deposit required by paragraph 24.) above, the Developer may provide an agreement proving alternative security, subject to the following conditions: (01) All documentation evidencing the Alternative Security Agreement shall be approved by the City Attorney prior to the commencement of work covered by the Agreement. 6. . . . (02) All work covered by the Alternative Security Agreement shall be inspected by the City Engineer. (03) No disbursement of funds shall be made by the escrow agent under said Alternative Security Agreement to contractors on pay requests until the City Engineer certifies that the work has been done in accordance with City standards and the plans and specifications. (04) Disbursements of funds shall be made only upon completion of the following stages of construction: (a) After the first lift of asphalt has been placed on St. Albans Bay Circle (b) After the first lift of asphalt has been placed on Spring Circle (c) After the last lift of asphalt has been placed on St. Albans Bay Circle (d) Upon completion of all construction, including landscaping, and last lift of asphalt has been placed on Spring Circle 26.) Insurance - The Developer shall take out and maintain during the life of this agreement public liability and property damage insurance covering personal injury, including death, and claims for property damage which may arise out of the Developer's work or the work of its subcontractors, or by one directly or indirectly employed by any of them. This insurance policy shall be a single limit public liability insurance policy in the amount of $1,000,000.00. The City shall be named as additional insured on said policy and the Developer shall file a copy of the insurance coverage with the City. Prior to commencement of construction of the Improvements described in paragraph 4.) above, the Developer shall file with the City a certificate of such insurance as will protect the Developer, its contractors and subcontractors from claims arising under the workers' compensation laws of the State of Minnesota. 27.) Laws. Ordinances. Regulations and Permits - Developer shall comply with all laws, ordinances, and regulations of all regulatory bodies having jurisdiction of the Subject Property, said laws existing during the period of construction, and shall secure all permits that may be required by, but not limited to, the City of Shorewood, the State of Minnesota, the Minnehaha Creek Watershed District, the Minnesota Department of Health, the Hennepin County Transportation Department, and the Metropolitan Waste Control Commission before commencing development of the plat. 28.) Sewer Charges - The Developer shall pay $1000 per unit for local sanitary sewer access charges (LSSAC) pursuant to Shorewood City Code. As an elderly housing project, the Developer shall receive credit for twelve (12) sewer units. The Developer shall pay LSSAC for twelve (12) units ($12,000) prior to release of the final plat. 7. . . . 29.) Park Fund Payment - The Developer shall pay $750 per unit to the Park Fund pursuant to Shorewood City Code. As an elderly housing project, the Developer shall receive credit for twelve (12) units. The Developer shall pay $9000 to the Park Fund prior to release of the final plat. 30.) Notices - All notices, certificates and other communications hereunder shall be sufficiently given and shall be deemed given when mailed by certified mail, return receipt requested, postage prepaid, with proper address as indicated below. The City and the Developer by written notice given by one to the other, may designate any address or addresses to which notices, certificates or other communications to them shall be sent when required as contemplated by this Agreement. Unless otherwise provided by the respective parties, all notices, certificates and communications to each of them shall be addressed as follows: To the City: City Administrator CITY OF SHOREWOOD 5755 Country Club Road Shorewood, Minnesota 55331 With a Copy to: Shorewood City Attorney c/o LARKIN, HOFFMAN, DALY & LINDGREN, Ltd. 1500 Norwest Financial Center 7900 Xerxes Avenue South Minneapolis, Minnesota 55431 To the Developer: Pete Boyer Development Co. 19685 Excelsior Boulevard Excelsior, Minnesota 55331 31.) Proof of Title - Developer shall furnish a title opinion or title insurance commitment addressed to the City demonstrating that Developer is the fee owner or has a legal right to become fee owner of the Subject Property upon exercise of certain rights and to enter upon the same for the purpose of developing the property. Developer agrees that in the event Developer's ownership in the property should change in any fashion, except for the normal process of marketing lots, prior to the completion of the project and the fulfillment of the requirements of this Agreement, Developer shall forthwith notify the City of such change in ownership. Developer further agrees that all drainage and utility easements provided to City shall be free and clear of all liens and encumbrances. 32.) Indemnification - The Developer shall hold the City harmless from and indemnify the City against any and all liability , damage, loss, and expenses, including but not limited to reasonable attorneys' fees, arising from or out of the Developer's performance and observance of any obligations, agreements, or covenants under this Agreement. It is 8. . . . further understood and agreed that the City, the City Council, and the agents and employees of the City shall not be personally liable or responsible in any manner to the Developer, the Developer's contractors or subcontractors, materialmen, laborers, or any other person, finn or corporation whomsoever, for any debt, claim, demand, damages, actions or causes of action of any kind or character arising out of or by reason of the execution of this Agreement or the performance and completion of the work and Improvements hereunder. 33.) Declaration of Covenants. Conditions and Restrictions - Developer has provided a copy of the Declaration of Covenants, Conditions and Restrictions of The Seasons, which Declaration shall include the City as a signatory thereto, for review and approval by the City prior to recording. The Developer agrees to incorporate the following provisions in the Declaration: (01) Private Road. It is understood that the private streets within the plat shall be maintained by the Developer or his successors in interest, including the appropriate homeowner's association and will not be accepted or maintained by the City until such time as it is made to conform to the standards which exist for public streets at the time of request for acceptance. (02) Elderly Housing. Occupancy of dwelling units is limited to no more than two (2) adults, sixty-two (62) years of age or older, except that the age limitation need not apply to one adult, live-in, care-provider serving the needs of the primary occupant(s). If such care-provider resides on the premises for more than thirty (30) days, notice must be given to the Shorewood Zoning Administrator. (03) The Developer or homeowner's association shall annually fIle with the City Clerk and the Zoning Administrator a certified copy of a quarterly resume of occupants of such building or buildings, listing the number of tenants or occupants by age, by unit. 34.) Remedies Upon Default- (01) Assessments. In the event the Developer shall default in the performance of any of the covenants and agreements herein contained and such default shall not have been cured within thirty (30) days after receipt by the Developer of written notice thereof, the City may cause any of the Improvements described in paragraphs 4.) and 5.) above to be constructed and installed or may take action to cure such other default and may cause the entire cost thereof, including all reasonable engineering, legal and administrative expense incurred by the City to be recovered as a special assessment under Minnesota Statutes Chapter 429, in which case the Developer agrees to pay the entire amount of such assessment within thirty (30) days after its adoption. Developer further agrees that in the event of its failure to pay in full any such special assessment 9. . . . within the time prescribed herein, the City shall have a specific lien on all of Developer's real property within the Subject Property for any amount so unpaid, and the City shall have the right to foreclose said lien in the manner prescribed for the foreclosure of mechanic's liens under the laws of the State of Minnesota. In the event of an emergency, as determined by the City Engineer, the notice requirements to the Developer prescribed by Minnesota Statutes Chapter 429 shall be and hereby are waived in their entirety, and the Developer shall reimburse the City for any expense incurred by the City in remedying the conditions creating the emergency. (02) Performance Guaranty. In addition to the foregoing, the City may also institute legal action against the Developer or utilize any cash deposit made or letter of credit delivered hereunder, to collect, pay, or reimburse the City for: (a) The cost of completing the construction of the improvements described in paragraphs 4.) and 5.) above. (b) The cost of curing any other default by the Developer in the performance of any of the covenants and agreements contained herein. (c) The cost of reasonable engineering, legal and administrative expenses incurred by the City in enforcing and administering this Agreement. (03) Legal Proceedings. In addition to the foregoing, the City may institute any proper action or proceeding at law or at equity to abate violations of this Agreement, or to prevent use or occupancy of the proposed dwellings. 35.) Headings - Headings at the beginning of paragraphs hereof are for convenience of reference, shall not be considered a part of the text of this Agreement, and shall not influence its construction. 36.) Severability - In the event any provisions of this Agreement shall be held invalid, illegal, or unenforceable by any court of competent jurisdiction, such holding shall not invalidate or render unenforceable any other provision hereof, and the remaining provisions shall not in any way be affected or impaired thereby. 37.) Execution of Counteq>arts - This Agreement may be simultaneously executed in several counterparts, each of which shall be an original, and all of which shall constitute but one and the same instrument. 38.) Construction - This Agreement shall be construed in accordance with the laws of the State of Minnesota. 10. . . . 39.) Successors and Assigns - It is agreed by and between the parties hereto that the Agreement herein contained shall be binding upon and inure to the benefit of their respective legal representatives, successors, and assigns. IN WITNESS WHEREOF, the parties hereto have caused these presents to be executed on the day and year first above written. DEVELOPER: CITY: City of Shorewood r Development Company U By: BY~~ Its: May r 11. . . . STATE OF MINNESOTA ss. COUNTY OF HENNEPIN On this/"G, -::!: day of m~.--t 1994, before me, a Notary Public within and for said County, personally appeared Barb J. Brancel and James C. Hurm to me personally known, who, being each by me duly sworn, did say that they are respectively the Mayor and City Administrator/Clerk of the municipal corporation named in the foregoing instrument, and that said instrument was signed and sealed on behalf of said corporation by authority of its City Council, and said Mayor and City Administrator/Clerk acknowledged said instrument to be the free act and deed of said corporation. ~1I18-'1tl Theresa L. Naab1 ~. ., NoIaI'f PubUc.Minnesola I.. -W Hennepin County ! ilt./lIG&'" My Commission Exp 1-31-00 1 STATE OF MINNESOTA ~.~tUaa-L Notary Public ss. COUNTY OF HENNEPIN The foregoing instrument was acknowledged before me this /& ~ day of m~ ' 1994, by Pete Boyer, President of Pete Boyer Development Company, subsidiary of Pete Boyer Construction, Inc. ~adaL Notary Public ~1I18-'1tl Theresa L. Naab ~, Notary Publlc.Mlnnesota ~~ Hennepin County l'~./ftM... My Commission Exp. 1.31.00 THIS INSTRUMENT WAS DRAFTED BY: Larkin, Hoffman, Daly & Lindgren, Ltd. 1500 Norwest Financial Center 7900 Xerxes Avenue South Minneapolis, Minnesota 55431 (TJK) 12. . . . LEGAL DESCRIPTION "All that part of the Northeast Quarter of the Southeast Quarter of the Southwest Quarter of Section 25, Township 117, Range 23, Hennepin County, Minnesota according to the Government Survey thereof, described as follows: Commencing at a point on the North line of the right-of-way conveyed to the St. Paul, Minneapolis and Manitoba Railway Company, which point is 411.68 feet in a straight line from a point on the said North right-of-way line where the same intersects the west line of the above mentioned tract at a point 41 feet North of the Southwest corner thereof; thence Easterly along said right-of-way curving to the right along the circumference of a circle, the radius of which is 673 feet to the South line of said tract at a point of same 508 feet from the Southwest corner thereof; thence East along said South line 63.5 feet to a point 88.64 feet West of the Southeast corner of said tract; thence Northeasterly parallel with and 58 feet Northwesterly from the centerline between the tracks of the Suburban Railroad 98.29 feet to the East line of said tract and at a point 42.47 feet North of the Southeast corner of the same; thence North 617.1 feet to the Northeast corner of said tract; thence west 284.5 feet more or less, to a point 374.4 feet East of the West line of the Northeast Quarter of the Southeast Quarter of the Southwest Quarter said Section, Township and Range; thence Southerly 619.2 feet to the point of beginning. ALSO That part of the Northeast Quarter of the Southwest Quarter of Section 25, Township 117, Range 23, Hennepin County, Minnesota described as follows: Beginning at the Southeast comer of said Northeast Quarter of the Southwest Quarter; thence North 7 rods to the centerline of Glencoe road; thence Southwesterly along said centerline to the south line of said northeast Quarter of the Southwest Quarter; thence east along said south line to the point of beginning. Subject to Public Road Easement. Also that part of Lot 30, Aud. Sub. No. 141 Hennepin County, Minnesota lying Northwesterly of the Northwesterly right-of-way line of State Highway No. 7 and Southwesterly of the following described line: Commencing at the intersection of said Northwesterly right-of-way line with the west line of the Southeast Quarter of Section 25, Township 117, North, Range 23 West of the 5th Principal Meridian; thence North o degrees 17 minutes 30 seconds East, assumed bearing, along said west line of the Southeast Quarter a. distance of 360 feet to the point of beginning of the line being described; thence South 12 degrees 52 minutes 12 seconds East to said Northwesterly right..of-way line, and said line there ending. Exhibit A . . . , .1 RESOLUTION NO. 55-93 A RESOLUTION APPROVING A REVISED CONCEPT PLAN, DEVELOPMffiNTSTAGEPLAN AND PRELIMINARY PLAT FOR SEASONS P.U.D. WHEREAS, the City Council of the City of Shorewood (City) approved a Concept Plan for "Seasons P.U.D." on 30 November 1992 (Resolution No. 116-92); and WHEREAS, Pete Boyer Construction, Inc. (Developer) has now submitted its request for a revised Concept Plan, Development Stage Plan and Preliminary Plat approval for said P.U.D. to include 24 lots and dwelling units (12, two-unit buildings); and WHEREAS, the Developer's request has been reviewed by the City Planner, and his recommendations have been duly set forth in Memoranda to the Planning Commission, dated 3 May and 20 May 1993, which Memoranda are on file at City Hall; and WHEREAS, the matter was considered by the City Council at its regular meeting of 24 May 1993, at which time the Planning Commission recommendations were reviewed, and reports were received from the City staff; and WHEREAS, after due discussion and deliberation and after consideration of the reports, comments, and recommendations of the City staff, and the Planning Commission, the City Council voted to approve the revised Concept Plan, Development Stage Plan, and Preliminary Plat for the Seasons P. U.D., and directed the City staff to prepare Findings of Fact in accordance therewith, to be presented at the next meeting. NOW, THEREFORE, BE IT RESOLVED by the City Council of the City of Shorewood as follows: FINDINGS OF FACT 1. That the density of the proposed P. U.D. is within the guidelines of the Shorewood Comprehensive Plan. 2. That the Development Stage Plan is consistent with the previously approved Concept Plan for the P. U.D. 3. That the Developer proposes to acquire additional property as described in Exhibit A, attached hereto and made a part hereof, and combine it with his original 4.2 acres of land. 4. That the Developer has submitted a landscape plan for the development. 5. That the Developer's plans have been discussed with representatives of MNDOT and the Minnehaha Creek Watershed District. - 1 - Exhibit B . . 'f--m . ...... .. .,."'..._..,te....f....,,_ ~_LII ~J,..S6.~....J'1~ "l'3!; ... .-."? '';"''If .' ' ..... SI::I3NNVld 'SI::IOA3Al::lnS '+;(3 ,~3"S ~...<; ....r... QO~"-"--r-- S ""1" I..... MS --', ii\! : I \ __~:-". .....; '<1(110; ,...,. ~3f;J"'"!t;..,.. i --+ tl & I ONVl 'SI::I33NIDN3 . 'ONI '~~38NO~~ "B NI.:::I.:::IOO .' l' ~ @---- ~ ~ 't,~~~n~ _ . fRA....... '-;0 litO,. .... je "'!I ~,..,.' ~~.'I~:.;) (~)/ . .''''' 'l . l.:/'\:' ...... ~..;. -7 .'-:' '.. fL'.!; JO,Lo.u " ,r". ?f>'OZ' \ 7/1.!J.I" '/.Jr,) ,,"" &J.'J"'" s"!--a ( ) pa<Mn_" "0 uotln pgsoq a.q ",.0/fS s6,,!-,~ ~LJQJ.Ur>/JOUI ""'-'! <;~o~ 0 ~ ~ ~ 0 ~ \ \ \ L',90Z .' 2 3~'n. m >< ::r -. CT -. ... , . ,+_., l : ~.' :' ..... l.) -, ,. \ (:'~/\i :' ";:1/'-;: (.. ..:0 ,<1' -;- '0....' ....... : .. '~...: " o . . . 6. That the Developer has agreed to obtain drainage easements as required by the Watershed District. 7. That inadequate room exists within the project for all units to have optional decks, patios or porches. CONCLUSION That the Developer's request for revised Concept Plan and Development Stage approval for 12, two-family dwellings (24 lots and units) and the Preliminary Plat submitted therewith are hereby approved, subject to the following conditions and restrictions: 1. A Final Plan and Final Plat must be submitted by the Developer by 14 September 1993. 2. The Developer must prepare protective covenants which notify prospective buyers that certain units will not be able to include optional decks, patios and screen porches. 3. The Final Plan must clearly demonstrate that a minimum of 13 feet will be maintained between structures. 4. The design of center islands must be approved by the City Engineer and the Fire Marshal. . 5. Construction of a privacy fence along the westerly boundary of the site will be considered as part of the final plan. 6. Prior to submitting the final plan for the project, the Developer must obtain approvals from the Minnesota Department of Transportation and the Minnehaha Creek Watershed District. 7. The Developer may obtain a grading permit, subject to the approval and supervision of the City Engineer, prior to submitting a final plat. 8. . The Developer shall provide a letter of credit or cash escrow to guarantee that the site will be restored in the event the project is not commenced. ADOPTED BY THE CITY COUNCIL OF THE CITY OF SHOREWOOD this 14th day of June, 1993. ~~~ . Rob Daugherty, Acting Mayor ATTEST: (l''''114 (, 1),AN/'/\ James C. Hurm, City Administrator/Clerk V - 2 - r .. . . . ..' '" DECLARATION OF COVENANTS. CONDITIONS AND RESTRICTIONS l ' OF THE SEASONS THIS DECLARATION, made this J7 day of Mft~ ' 1994, by Pete Boyer Construction, "Inc. a Minnes ta corporation (hereinafter called If Declarant If), and Victoria State Bank, a Minnesota corporation, mortgagee. WITNESSETH: WHEREAS, Declarant is the owner of the real property described in Article II, Section 1, of this Declaration and desires to create thereon a senior residential neighborhood with permanent open spaces and other common amenities for the benefit of said neighborhood; and WHEREAS, Declarant has caused the incorporation of The Seasons Townhouse Association of Shorewood under the laws of the State of Minnesota as a non-profit corporation, which shall own the Common Area and to which shall be assigned the powers and duties of maintaining the Common Area and certain other portions of the property, administering and enforcing the covenants and restrictions herein, and collecting and disbursing the assessments and charges herein created. WHEREAS, Victoria State Bank holds a mortgage on the subject property and for the purpose of passing clear title does hereby join in this Declaration. NOW, THEREFORE, Declarant hereby declares that the real property described in Article II, Section 1, hereof and such additions thereto as may hereafter be made pursuant to Article II, Section 2, hereof, shall be held, sold, conveyed and occupied subject to the following covenants, restrictions, easements, charges and liens, which are for the purpose of protecting the value and desirability of, and shall run with, the real property, and which shall be binding on all parties having any right, title or interest in the described properties or any part thereof, their heirs, successors and assigns, and shall inure to the benefit of each Owner thereof. 1 . . . . ARTICLE I DEFINITIONS The following words when used in this Declaration or any Supplementary Declaration shall have the following meanings: Section 1. Association. "Association" shall mean The Seasons Townhouse Section 2. "Common Area" shall mean all of Lot 25, Block 1 of The Seasons, according to the recorded plat thereof. Section 3. "Common Expenses" shall mean expenses of the Association for maintenance, repair, operation, management and enforcement; expenses declared common expenses by the provisions of this Declaration; and all sums lawfully assessed against the Lots by the Board of Directors of the Association. Section 4. "Declarant" shall mean Pete Boyer Construction, Inc., a Minnesota corporation, and its successors and assigns if such successors or assigns should acquire more than one undeveloped Lot for the purpose of development. Section 5. "First Mortgagee" shall mean any person owning a mortgage on any Lot, which mortgage is first in priority upon foreclosure to all other mortgages which may affect such Lot. Section 6. "Home" shall mean a residential dwelling constructed on a Lot subject to this Declaration. Section 7. Garage. "Unit" shall mean a Home and its corresponding Section 8. "Member" shall mean a Member of the Association as provided in Article III hereof. Section 9. "Owner" shall mean the record Owner, whether one or more persons, or entities of title to any Lot subject to this Declaration, including contract for deed vendors and vendees, but excluding those having such interest merely as security for the performance of an obligation. Section 10. "Property" shall mean the real property described in Article II, Section 1, hereof, and such additions thereto described in Article II, Section 2, as may hereafter be brought within the jurisdiction of the Association. Section 11. "Lot" shall mean each numbered Lot of Block 1, The Seasons, according to the plat thereof, excluding Lot 25. 2 . . . Section 12. "Resident" shall mean the person or persons whose primary house is in this development, and all residents must be sixty-two (62) years of age or older. ARTICLE II PROPERTY SUBJECT TO THIS DECLARATION Section 1. Existina Property. The real property which is and shall be held, sold, conveyed and occupied subject to this Declaration is located in the City of Shorewood, County of Hennepin and State of Minnesota, and is legally described as follows: Lots 1 through 25, Block 1, The Seasons, according to the plat thereof on record in the office of the Hennepin County Recorder. Section 2. Additional Property. The Declarant reserves the right for a five (5) year period from and after the date of the execution of this Declaration to add additional property to The Seasons Townhouse Association and make such property subject to this Declaration of Covenants, Conditions and Restrictions. ARTICLE III MEMBERSHIP AND VOTING RIGHTS IN THE ASSOCIATION Section 1. Members. All Owners of Units shall automatically by virtue of such interest be Members of the Association. When more than one person is an Owner of a Unit, all such persons shall be Members. It shall be the duty of each Owner to register his or her name and the nature of his or her interest with the Secretary of the Association. If an Owner fails to register his or her name or interest, the Association shall be under no duty to recognize his or her ownership. However, one exception to this general rule exists: an Owner may assign membership to a resident if and only if the relationship between the Owner and resident is that of parent-child or siblings. Section 2. Votina. The Association shall have two classes of voting membership: Class A. Class A Member(s) shall be all Owners, with the exception of the Declarant, who shall be entitled to one vote for each Uni t owned. When more than one person holds an interest in any Unit, all such persons shall be Members. The vote for such Unit shall be exercised as they determine, but in no event shall more than one vote be cast with respect to any Unit. 3 . . . Class B. The Class B Member(s) shall be the Declarant who shall be entitled to three (3) votes for each Unit owned. The Class B membership shall cease and be converted to Class A membership on the happening of ei ther of the following events, whichever occurs earlier: (a) when the total votes outstanding in the Class A membership equals or exceeds the total votes outstanding in the Class B membership, or (b) on the expiration of three (3) years from and after the date of execution of this Declaration. Section 3 . Trans fer of Membership. Membership shall be appurtenant to and may not be separated from ownership of a Unit. The share of a Member in the funds and assets of the Association cannot be assigned, pledged, encumbered or transferred in any manner, except as an appurtenance to his or her Unit. Section 4. Proxy. Owners may give a proxy to another member (owners, as well as assignees in a parent-child or sibling relationship with an owner) or a lien-holder. This proxy must be in writing, signed by all owners of the unit, and filed with the Secretary of the Association before the appointed time. ARTICLE IV PROPERTY RIGHTS IN 'l'HE CODON AREA Section 1. shall have the easements over purposes: Members' Easements of En10vment. Every Member following rights and nonexclusive appurtenant and across the Common Area for the following (a) Ingress and egress. (b) Utilities, water and sewer. (c) Parking. (d) EnjOYment for recreational purposes. Every Member shall also have an exclusive appurtenant easement over the Common Area for the use and enjoYment of the sidewalk, steps and entry way adjacent to his or her Lot. Section 2. Title and Improvements to the Common Area. The Declarant shall convey and record marketable title to the Common Area to the Association prior to the conveyance of fee title to any Unit. The Declarant covenants and agrees with the Association 4 . that it will make and pay for all improvements on the Common Area as set forth in the plans and specifications on file with the Association, and delivery of the deed to the Common Area shall not constitute a release of Declarant from the obligation to perform such work. Upon the Declarant having fulfilled its obligation to improve the Common Area, the Association shall file in the office of the County Recorder a release of the Declarant. Until the Declarant has completed the work as set forth in said plans and specifications, the Declarant shall have the right to enter and to store materials and equipment upon the Common Area for the purpose of completing such work. Section 3. Extent of Members' Easements. The rights and easements of enjoyment described herein and the title of the Association to the Common Area shall be subject to the following: (a) The right of the Association, in accordance with its Articles of Incorporation and By-Laws, to borrow money for capital improvements on the Common Area, and in aid thereof to mortgage the Common Area. The rights of any such mortgagees in the Common Area shall be subordinate to the rights of the Members hereunder. No indebtedness authorized by this paragraph shall exceed twice the sum of the annual assessment levied against all Units. No such mortgage shall be given or other encumbrance of the Common Area permitted unless first approved in writing by the Owners and First Mortgagees representing seventy-five percent (75%) of the Lots. . (b) The right of the Association to take such steps as are reasonably necessary to protect the Common Area against foreclosure. (c) The right of the Association to suspend the enjoyment rights of allY Melllbe.! fo.! any period not to exceed sixty (60) days and to impose a fine not to exceed Ten Dollars ($10.00) for each infraction of its published rules and regulations. Nothing contained in this paragraph, however, shall be deemed to deny an Owner easements for access and utility purposes. Furthermore, any such fine may not exceed $50.00 for all consecutive infractions arising out of the same violation of published rules and regulations of this Declaration. (d) The right of the Association to charge reasonable admission and other fees for the use of the Common Area. (e) The right of the Owner of each Unit to an exclusive appurtenant easement over the Common Area for areas occupied by bay windows, roof overhangs, air conditioning compressors, flower boxes and other appurtenances which are part of the original construction of any Unit or which are added pursuant . 5 . . . to the provisions of Section 1 of Article VI hereof. (f) The right of the Association to dedicate or transfer all or any part of the Common Area to any public agency, authority or utility for such purposes and subject to such condi tions as may be agreed to by the Members. No such dedication or transfer shall be effective unless first approved in writing by the Owners and First Mortgagees of one hundred percent (100%) of the Units. Section 4. Delegation of Use. Any Owner may delegate, in accordance with the By-Laws, his or her right of enjoyment to the Common Area to members of his or her family and his or her guests. Section 5. Taxes and Special Assessments on the Common Area. The Association shall have the right, power and authority to collect taxes and special assessments levied against the Common Area as part of the annual assessment, if such taxes and special assessments are not collected by the governmental body from the Owners or paid by the Owners to the governmental body when the same are due and payable. Section 6. Use of the Common Area. The Common Area shall be used strictly in accordance with the easements granted thereon. Except as herein provided, no Owner shall obstruct or interfere with the rights and privileges of other Owners in the Common Area, and nothing shall be planted, altered, constructed upon or removed by an Owner from the Common Area except by prior written consent of the Association. If an Owner shall violate this Section, the Association shall have the right to restore the Common Area to its prior condition and assess the cost thereof against the Owner who violates this Section, and such cost shall become a lien upon the Unit of such Owner which is due and payable upon demand. The Association shall have the same right and powers to collect the cost of such restoration as provided in Article VII hereof for the collection of delinquent annual assessments. If any Owner interferes with the right and privileges of another Owner in the use of the Common Area, except as provided herein, the Association or the Owner may commence an action to enjoin such interference, and the prevailing party shall be entitled to recover such reasonable attorneys' fees as the court may allow, together with all necessary costs and disbursements incurred in connection therewith. ARTICLE V RIGH'l'S AND OBLIGATIONS OF THE ASSOCIATION Section 1. Common Area Maintenance. The Association shall be responsible for the maintenance and repair and for the exclusive management and control of the Common Area and the Lots and all exterior improvements thereon, and shall keep the same in good, 6 . . . clean, attractive and sanitary condition. The Common Area and lot improvements shall be deemed to include such things as private streets, driveways, sidewalks, trees, flowers and shrubs, patios and decks, and docks; together with all lines, pipes, wires, conduits, systems or other utilities which are installed on or across the Common Area or the Lots. The Association, or its contractor, shall have the right to enter upon the Lots to perform the maintenance and repair outlined herein. Section 2. Exterior Maintenance. The Association shall be responsible for the maintenance and repair of the exterior surfaces of each Home and Garage, including painting, repair, replacement and care for roofs, gutters and downspouts, exterior building surfaces, overhangs and other exterior improvements. Such responsibility for exterior maintenance shall not extend to glass surfaces or doors, screens or screen doors, or exterior door or window fixtures, unless specifically included in insurance coverage. Section 3. Incidental Damaae. The Association shall be responsible for the repair of all incidental damage caused to a Home or Lot by any maintenance, repair, alteration or improvements of the Common Area or the exterior surfaces of the homes performed by or with the authority of the Association. Section 4. Services. To the extent it deems advisable, the Association may obtain and pay for the services of any person or entity to manage its affairs, to fulfill its obligations hereunder, or to enforce this Declaration or the By-Laws. The Association may arrange with others to furnish water, trash collection, sewer service, and other common services to each Lot. Section 5. Personal Property for Common Use. The Association may acquire and hold for the use of all of the Members tangible and intangible personal property and may dispose of the same by sale or otherwise. Every Member may use such property in accordance with the purpose for which it is intended and without hindering or encroaching upon the lawful rights of other Members. Section 6. Rules and Regulations. The Association may make reasonable rules and regulations governing the use of the Lots and the Common Area, which rules and regulations shall be consistent with the rights and duties established in this Declaration. Section 7. Access at Reasonable Hours. For the purpose of performing the Common Area and exterior maintenance authorized by this Article, the Association, acting through its duly authorized agents or employees, shall have the right after reasonable notice to the Owner to enter upon any Lot at reasonable hours of the day. 7 ARTICLE VI . OBLIGATIONS OF THE OWNERS Section 1 . Archi tectural Control. From and after the completion of construction and sale of any Lot, no building, fence, wall or other structure shall be commenced, erected or maintained upon the Property, nor shall any modification to the exterior of any Home or Garage, whether to the structure or appearance thereof, be made until the plans and specifications showing the nature, kind, shape, height, materials and location of the same shall have been submitted to and approved in writing as to harmony of external design and location in relation to surrounding structures and topography by the Association or by an architectural committee composed of three or more representatives appointed by the Association. The Association or the architectural committee shall not approve any alterations or structural modifications which would jeopardize or impair the soundness, safety or appearance of the Property. In the event the Association fails to approve or disapprove such design and location within thirty (30) days after said plans and specifications have been submitted to it, approval will not be required and this Article shall be deemed to have been fully complied with. The prevailing party in an action brought by the Association pursuant to this Section shall be entitled to recover from the other party reasonable attorneys' fees together with all necessary costs and disbursements incurred in connection therewith. . Section 2. Use of Lots. Each Lot shall be used for residential Unit purposes only, except that the Declarant shall be entitled to maintain model townhouses on the Property. No structure of a temporary character, trailer, tent, shack, or other building shall be used on any Lot or the Common Area at any time as a residence, either temporarily or permanently. No improvement or structure whatsoever, other than single-family dwellings or garages or other structure appurtenant to a Home and approved as provided in Section 1 of this Article may be erected, placed or maintained. No noxious or offensive activities shall be carried on upon any Lot, nor shall anything be done thereon which may be or may become an annoyance or a nuisance to the neighborhood. Section 3. Use of the Unit. The Units may be rented. I f the Owner allows renters, the renters must follow the covenants and bylaws, which apply to renters as residents. Section 4. Interior Maintenance. Every Owner shall maintain and keep in repair the interior of his or her Unit. Every Owner shall perform promptly all maintenance and repair work within his or her Unit which, if omitted, would adversely affect the Property in its entirety or in part belonging to other Owners or to the Association, being expressly responsible for any damage or liability that his or her failure to do so may cause. Every Owner . 8 . . . shall be deemed to own and shall be responsible for the maintenance and repair of all lines, pipes, wires, conduits, systems or other utilities, together with the fixtures and equipment served or supplied thereby, which are installed within his or her Unit or upon his or her Lot, commencing at the point where such utilities enter upon his or her Lot. Section 5. Responsibilitv for Misuse and Nealiaence. In the event that the need for maintenance or repair of the Common Area and improvements thereon or the exterior surfaces of any Unit is caused by the misuse or negligence of an Owner, his or her family, guests, tenants or invi tees, the cost of such maintenance or repair shall be assessed against such Owner. Such cost shall become a lien upon the Lot of such Owner which is due and payable on demand, and the Association shall have the same right and powers to collect the amount so assessed as provided in Article VII for the collection of delinquent annual assessments. ARTICLE VII ASSESSMENTS Section 1. Creation of the Lien and Personal Obliaation of Assessments. The Declarant for each Lot owned hereby covenants, and each Owner of any Lot by acceptance of a deed therefor, whether or not it shall be so expressed in such deed, is deemed to covenant and agree to pay to the Association (1) annual assessments or charges and (2) special assessments for capital improvements, such assessments to be established and collected as hereinafter provided. The annual and special assessments, together with interest, costs and reasonable attorneys' fees, shall be a charge on the land and shall be a continuing lien upon the Lot against which each such assessment is made. Each such assessment, together with interest, costs and reasonable attorneys' fees, shall also be the personal obligation of the person who was the Owner of such Lot at the time when the assessment fell due. The personal obligation for delinquent assessments shall not pass to his or her successors in title unless expressly assumed by them. Section 2. Use of Assessments. The assessments shall be used exclusively for the benefit of the Owners, to promote the health, safety and welfare of the Owners, to preserve, protect and enhance the value of the Property, and to ensure the enjoyment of rights, privileges and easements with respect to the Common Area. Section 3. Method of Levvina Annual Assessments. Annual assessments against the Lots for Common Expenses shall be levied by a majority vote of the Board of Directors of the Association. The Board of Directors shall fix the amount of the annual assessment against each Lot at least thirty (30) days in advance of each annual assessment period and send written notice thereof to every Owner. All Units shall be assessed equally. The annual 9 . assessments shall be due and payable in monthly installments on such dates as are established by the Board of Directors. If an annual assessment is not timely made, there shall be an assessment in the amount, installments, and on the due dates of the last prior annual assessment. The Board of Directors may require each Owner to deposit and maintain with the Board of Directors an amount equal to one quarterly estimated annual assessment for use as working capital. Section 4. Commencement and Maximum Amount of Annual Assessments. The annual assessments herein authorized shall commence as to all Lots on the first day of the first month following conveyance of the Common Area to the Association. Until January 1 of the year following the conveyance of the first Unit to an Owner, the maximum annual assessment shall be $1,200.00 per ~on which there is a completed Unit. (a) At the time each Unit on which has been awarded a certificate of occupancy is sold by Declarant the Purchaser (Owner) shall pay a capitalization fee to the Association of $300.00. . (b) The Declarant shall, after the commencement of the obligation to pay assessments, pay to the Association for each Unit which has not been awarded a certificate of occupancy reduced monthly assessment payments in the amount of 25% of full monthly assessment payments. No assessments are due for vacant Lots. (c) The Declarant shall pay full monthly assessment payments as to each Unit which has been awarded a certificate of occupancy but has not been conveyed to a purchaser. (d) From and after January 1 of the year immediately following the conveyance of the first Unit to an Owner, the maximum annual assessment may be increased each year not more than 5% or a percentage equal to the increase for the immediately preceding year in the Consumer Price Index established by the United States Department of Labor for the Minneapolis area, whichever of said percentages is greater, above the maximum assessment for the previous year without an affirmative vote of a majority of the membership approving such an increase. Section 5. Reserves and Surplus. Annual assessments for Common Expenses shall include an allocation to maintain an adequate Replacement Reserve Fund for maintenance, repair and replacement of those elements of the Common Area and the exterior surfaces of the Units that must be repaired or replaced on a periodic basis. Such elements include, by way of example and without limitation, roadways and driveways, sidewalks, roofs, common utility lines, decks and outdoor lighting systems. In addition, the Board of . 10 . . . Directors may establish and fund as part of the annual assessments a General Operating Reserve to provide a measure of financial stability during periods of special stress and to be used to meet deficiencies as a result of delinquent payments and other contingencies. The Association shall not be obligated to apply any such surplus to the reduction of the annual assessments in the succeeding year, but may carry forward such surplus from year to year as the Board of Directors may determine to be desirable for the greater financial security and the effectuation of the purposes of the Association. Section 6. Special Assessments. In addition to annual assessments, the Board of Directors may levy special assessments for the purpose of defraying, in whole or in part, the cost of any construction or reconstruction, unexpected repair or replacement of capital improvements on the Common Area, exterior surfaces of Units, or utility lines serving more than one Lot. Any such assessment, however, shall first be approved by a vote of Owners representing seventy-five percent (75%) of the Units at a meeting duly called for such purpose, written notice of which shall be sent to all Owners at least thirty (30) days in advance. Section 7. Uniform Rate of Assessments. Both annual and special assessments shall be fixed at a uniform rate for all Units. Section 8. Record of Assessments. The assessments against all Units shall be set forth on a roll of the Units kept by the Secretary of the Association and available for inspection at reasonable times by any Owner or his or her authorized representative. Such roll shall indicate for each Unit the name and address of the Owners, the assessments levied for all purposes, and the amounts of all assessments paid and unpaid. Section 9. Delinauent Assessments: Interest and Liens. Any assessment or installment thereof not paid within ten (10) days after becoming due shall bear interest at the rate of eight percent (8%) per annum from the date when due until paid. All sums assessed by the Association but unpaid for the share of Common Expenses chargeable to any Unit shall constitute a lien on such Unit commencing on the due date of the assessment and prior to all other liens except only tax liens and liens for special assessments on the Unit in favor of any taxing and assessing unit of government and all sums unpaid on a first mortgage of record. The sale or transfer of any Unit shall not affect the assessment lien. However, the sale or transfer of any Unit pursuant to foreclosure of any first mortgage shall extinguish the lien of such assessments as to payments which become due prior to the foreclosure sale and transfer. Any such unpaid assessments shall thereupon be spread over and become a lien on all Units in equal shares. No foreclosure sale or transfer shall relieve any Unit from liability for any assessments thereafter becoming due or from the lien thereof. A lien for assessments may be foreclosed by suit by the 11 . Board of Directors of the Association in like manner as foreclosure by action of a mortgage on real property. The Board of Directors shall have the power to convey the Unit so acquired. In addition, the Association shall have the right to pursue any other remedy at law or in equity against any Owner who fails to pay any assessment or charges against his or her Unit. Section 10. Ineffectiveness of Waiver or Abandonment. No Owner may exempt himself from liability for his or her contribution toward the Common Expenses by waiver of the use or enjoyment of any of the Common Area, by waiver or protest of the need for maintenance or repair of exterior surfaces of any Home, or by abandonment of his or her Unit. ARTICLE VIII INSURANCE . Section 1. Casualtv Insurance on Insurable Common Area. The Association shall keep all insurable improvements and fixtures of the Common Area insured against loss or damage by fire for the full insurance replacement cost thereof, and may obtain insurance against such other hazards and casualties as the Association may deem desirable. The Association may also insure any other property whether real or personal, owned by the Association, against loss or damage by fire and such other hazards as the Association may deem desirable, with the Association as the owner and beneficiary of such insurance. The insurance coverage wi th respect to the Common Area shall be written in the name of, and the proceeds thereof shall be payable to the Association. Insurance proceeds shall be used by the Association for the repair or replacement of the property for which the insurance was carried. Premiums for all insurance carried by the Association are Common Expenses included in the assessments made by the Association. In addi tion to casualty insurance on the Common Area, the Association, through the Board of Directors, shall elect to obtain and continue in effect, on behalf of all Owners, adequate blanket casualty and fire insurance in such form as the Board of Directors deem appropriate in an amount equal to the full replacement value, without deduction for depreciation or coinsurance, of all of the Dwelling Units, including the structural portions and fixtures thereof, owned by such Owners. Insurance premiums from any such blanket insurance coverage, and any other insurance premiums paid by the Association shall be a Common Expense of the Association to be included in the regular assessments of the Owners, as levied by the Association, but such assessments for insurance premiums shall not be subject to the limits on percentage increases recited in Article VII hereof. The insurance coverage with respect to the Dwelling Units shall be written in the name of, and the proceeds thereof shall be payable to the Association as Trustee for the Homeowners. . 12 . . . Section 2. Replacement or Repair of Property. In the event of damage to or destruction of any part of the Common Area Improvements, the Association shall repair or replace the same from the insurance proceeds available. If such insurance proceeds are insufficient to cover the costs of repairs or replacement of the property damaged or destroyed, the Association may make a reconstruction assessment against all Lot Owners to cover the additional cost of repair or replacement not covered by the insurance proceeds, in addition to any other Common Assessments made against such Unit Owner. In the event that the Association is maintaining blanket casualty and fire insurance on the Dwelling Units on the Lots in the Properties, the Association shall repair or replace the same from the insurance proceeds available. Section 3. Annual Review of Policies. All insurance policies shall be reviewed at least annually by the Board of Directors in order to ascertain whether the coverage contained in the policies is sufficient to make any necessary repairs or replacement of the property which may have been damaged or destroyed. Section 4. Waivers of Subroaation. All policies of physical damage insurance shall contain waivers of subrogation and waivers of any reduction of the pro-rata liability of the insurer as a result of any insurance carried by Owners or of invalidity arising from any acts of the insured or any Owners. provisions shall be made for issuance of certificates of physical damage insurance to mortgagees. Section 5. Notices to FNMA and FHLMC. All policies of physical damage, fidelity and comprehensive liability insurance maintained by the Association shall provide that the policies shall not be cancelled or substantially modified without at least thirty (30) days' prior written notice to the Federal National Mortgage Association ("FNMA") and the Federal Home Loan Mortgage Corporation ("FHLMC"), all of the insureds and all First Mortgagees of record. The Association agrees to notify FNMA and FHLMC in writing whenever damage to the Common Area exceeds Ten Thousand Dollars ($10,000.00) from a single occurrence, or whenever damage with respect to any Unit covered by a mortgage purchased in whole or in part by FNMA or FHLMC exceeds One Thousand Dollars ($1,000.00). Section 6. Individual Owner's Insurance. Insurance coverage on the furnishings and. other personal property belonging to an Owner and casualty and public liability insurance coverage within each Unit shall be the responsibility of the Owner thereof. Each Owner may obtain insurance at his or her own expense providing coverage on his or her personal property and for his or her personal liability, provided that any such policy shall contain a waiver of subrogation comparable to that referred to in Section 4 of this Article. Each Owner may obtain additional fire and 13 . extended coverage insurance at his or her own expense on his or her Unit, provided that any such policy shall provide that it shall be without contribution as against the fire and extended coverage insurance maintained by the Association. If a casualty loss is sustained and there is a reduction in the amount of the proceeds which would otherwise be payable on the insurance maintained by the Association due to proration of insurance purchased by any Owner, such Owner agrees to assign the proceeds of this latter insurance, to the extent of the amount of such reduction, to the Association to be distributed as hereinafter provided, and such Owner shall be liable to the Association to the extent of any such diminution or loss of proceeds. ARTICLE IX RECONSTRUCTION AND REPAIR . Section 1. Casualty. In the event of damage or destruction by casualty to any part of the Property subject to this Declaration, the determination of whether or not to reconstruct or repair the same shall be made as follows: ( a) Any portion of the Common Area damaged or destroyed by a casualty otherwise not affecting the Units shall be restored to substantially the same condition existing prior to such casualty. If insurance proceeds are insufficient to pay the costs of such restoration, the Board of Directors shall levy a special assessment as provided in Section 6 of Article VII hereof to meet the costs thereof which assessment shall be fixed at a uniform rate for all Lots. (b) If a Unit is damaged or destroyed by a casualty it shall be restored by the Owner to substantially the same condition which existed prior to such casualty. If insurance proceeds are insufficient to pay the costs of such restoration or reconstruction, then the Owner shall be responsible for the difference needed to complete such restoration or reconstruction, except that in the event such loss is covered by blanket casualty insurance carried by the Association as provided in Section 1 and 2 of Article VIII, then the Board of Directors shall levy a special assessment to meet such deficiency in costs, which assessment shall be fixed at a uniform rate for all Lots. (c) Partial destruction, which shall mean damage or destruction which renders less than sixty percent (60%) of the Units, collectively, unfit for occupancy, shall be reconstructed or repaired unless this Declaration is revoked within ninety (90) days after the date of such casualty. (d) Total destruction, which shall mean destruction which renders sixty percent (60%) or more of the Homes and Garages, collectively, unfit for occupancy, shall not be . 14 . reconstructed or repaired unless at a special meeting of the Members which shall be called within ninety (90) days after the date of such casualty or if by such date the insurance loss has not been fully adjusted, then within thirty (30) days thereafter, Owners representing eighty percent (80%) or more of the Units vote in favor of such reconstruction or repair. . Immediately after a casualty causes damage to the Property, the Board of Directors shall obtain reliable and detailed estimates of the cost to restore the damaged property to substantially the same condition existing prior to such casualty. If the insurance proceeds are insufficient to pay the estimated cost of restoring the Property, or, if at any time during reconstruction or repair or upon the completion thereof, the funds for payment of the cost of restoration are insufficient, the Board of Directors shall levy a special assessment against all Lots for that portion of the deficiency related to damage to the Common Area and against individual Lots for that portion of the deficiency related to damage to the particular Unit constructed thereon. If the cost of restoring the Property is less than the insurance proceeds received by the Association, the Board of Directors shall pay the balance remaining to the Owners and their First Mortgagees, as their interest may appear. The Association and any contractors or other persons engaged on its behalf in reconstruction or repair shall have temporary easements in and over the Lots, Units and Common Area to allow such work to be completed. In the event of reconstruction or repair of damage to any part of the Property, all Owners agree that minor encroachments on parts of the Common Area or on adjacent Lots shall be permitted and that a valid easement for said encroachment and the maintenance thereof shall exist. Section 2. Condemnation. In the event of taking by the exercise of the power of eminent domain, or by an action or deed in lieu thereof, of all or part of the Property, the monies awarded shall be used and the obligation to rebuild shall be determined in a manner substantially similar to a case involving damage or destruction by casualty. ARTICLE X PARTY WALLS Section 1. General Rules of Law to ADDlv. Each wall which is built as a part of the original construction of the Units upon the Property and placed on the dividing line between the Lots shall constitute a party wall, and to the extent not inconsistent with the provisions of this Article, the general rules of law regarding party walls and liability for property damage due to negligent or willful acts or omissions shall apply thereto. . 15 . . . Section 2. Sharina of Reoair and Maintenance. The cost of reasonable repair and maintenance of a party wall shall be shared by the Owners who make use of the wall in proportion to such use. Section 3. Destruction by Fire or Other Casualty. I f a party wall is destroyed or damaged by fire or other casualty, either Owner who has used the wall may restore it, and if the other Owner thereafter makes use of the wall, he or she shall contribute to the cost of restoration thereof in proportion to such use, without prejudice, however, to the right of any such Owner to call for a larger contribution from the other under any rule of law regarding liability for negligent or willful acts or omissions. Section 4. Weatherproofing. Notwithstanding any other provision of this Article, an Owner who by his or her negligent or willful act causes the party wall to be exposed to the elements shall bear the whole cost of furnishing the necessary protection against such elements. Section 5. Right to Contribution Runs with Land. The right of any Owner to contribution from any other Owner under this Article shall be appurtenant to the land and shall pass to such Owner's successors in title. Section 6. Arbitration. In the event of any dispute ar~s~ng concerning a party wall or under the provisions of this Article, each party shall choose one arbitrator, and such arbitrators shall choose one additional arbitrator, and the decision of a majority of all arbitrators shall be final and conclusive on the question involved. ARTICLE XI HU'l'UAL EASEHENTS The title to each Lot shall include an exclusive appurtenant easement over and across the adjoining Lot or Common Area for encroachments created by construction, settling and overhangs for all Units originally constructed by the Declarant or improvements which are added pursuant to Section 1 of Article VI hereof. A valid easement for said encroachments and for the maintenance thereof, so long as such encroachments stand, shall and does exist upon each Lot in favor of the adjoining Lot or Lots. ARTICLE XII RIGHTS OF FIRST MORTGAGEES For the protection of First Mortgagees and their assigns, the following provisions shall take precedence over any other conflicting provisions of this Declaration: 16 . Section 1. Notification of Default. A First Mortgagee, upon request, shall be entitled to written notification from the Association of any default in the performance by an Owner of any obligation under the Declaration or the By-Laws which is not cured within sixty (60) days. Section 2. Exemption from Riaht of First Refusal. Any First Mortgagee that obtains title to a Unit by foreclosure of the mortgage, by deed or assignment in lieu of foreclosure, or pursuant to the remedies provided in the mortgage, shall be exempt from any right of first refusal contained in the Declaration or By-Laws. Section 3. Liability for Assessments. Any First Mortgagee that obtains title to a Unit pursuant to the remedies provided in the mortgage or by foreclosure of the mortgage will not be liable for such Unit's unpaid assessments or charges which accrue prior to the acquisition of title to such Lot by the First Mortgagee. Section 4. Books and Records. First Mortgagees shall have the right to examine the books and records of the Association. Section 5. Approval of Certain Acts. Unless at least seventy-five percent (75%) of the First Mortgagees of Units, based upon one vote for each first mortgage owned, or 75% of Owners other than the Declarant have given their prior written approval, the Association shall not be entitled to: . (a) By act or omission seek to abandon, partition, subdivide, encumber, sell or transfer the Common Area. (The granting of easements for public utilities or for other public purposes consistent with the intended use of the Common Area by the Owners shall not be deemed a transfer within the meaning of this clause.) (b) Change the method of determining the obligations, assessments, dues or other charges which may be levied against an Owner. (c) By act or omission change, waive or abandon any scheme of regulations, or enforcement thereof, pertaining to the architectural design or the exterior appearance of the Units, the exterior maintenance of Units, the maintenance of party walls or common fences and driveways, or the upkeep of lawns and plantings on the Property. (d) Fail to maintain fire and extended coverage insurance on insurable common property on a current replacement cost basis in an amount not less than one hundred percent (100%) of the insurable value (based on current replacement cost). . 17 . (e) use hazard insurance proceeds for losses to the Property for other than repair, replacement or reconstruction of such Property. Section 6. Liens. All taxes, assessments and charges which may become liens prior to the first mortgage under Minnesota law shall relate only to the individual Units and not to the Property as a whole. Section 7. Reserves. Assessments for Common Expenses shall include an adequate reserve fund for maintenance, repairs, and replacement of those common elements that must be replaced on a periodic basis. Such routine and foreseeable assessments shall be payable in regular installments rather than by special assessment. Section 8. No Priority Over First Mortgagees. No provision of the Declaration or By-Laws shall be construed as giving to any Owner or to any other party priority over any rights of First Mortgagees of Units pursuant to their mortgages in the case of a distribution to Owners of insurance proceeds or condemnation awards for losses to or a taking of Units or the Common Area, or both. Section 9. Contract Terms. The term of any agreement for professional management of the Property, or any other contract providing for services of the Declarant, may not exceed two (2) years. Any such agreement shall provide for termination by either party without cause and without payment of a termination fee upon ninety (90) days' prior written notice. . ARTICLE XIII ADDITIONAL RESTRICTIONS Section 1. Declarant Riahts. Notwithstanding any provision of the Declaration or By-Laws to the contrary, the Declarant may operate and maintain upon the Property during the period of construction and sale of the Units such facilities as may be reasonably required or convenient to the construction and sale of the Units, including without limitation a business office, storage area, construction yards, signs, model units and sales office, and shall have easements for access to and enjoyment and use of such facilities for itself, its employees, agent and prospective purchasers. Section 2. Keepina of Animals. No animals, livestock or poultry of any kind shall be raised, bred or kept on any Lot or in any Unit, except that dogs, cats or other household pets may be kept, provided they are not kept, bred or maintained for any commercial purpose. The Association may adopt reasonable rules and regulations governing the keeping of pets. . 18 . . . Section 3. Signs. No sign of any kind shall be displayed to the public view on any Lot or in the Common Area, except that the Declarant shall be permitted to erect and maintain upon the Property such signs as it deems appropriate to advertise the development until the Declarant conveys the last Unit. Section 4. Miscellaneous. All sporting equipment, toys, and other equipment and supplies necessary or convenient to residential living shall be enclosed or shall be screened from view. No boats or recreational vehicles shall be stored by an Owner unless stored inside a Garage. In addition, no television or radio antenna shall be erected or placed on the exterior of any Home. Section 5. Outdoor Storaae. No boats, cars, campers, or other personal property shall remain outdoors for more then 48 consecutive hours. Section 6. Private Road. It is understood that the private streets within the plat shall be maintained by the Developer or his successors in interest, including the appropriate homeowner's association and will not be accepted or maintained by the City until such time as it is made to conform to the standards which exist for public streets at the time of request for acceptance. ARTICLE XIV SENIOR HOUSING Section 1. Age of Residents. This neighborhood is for senior citizens only. All residents must be at least sixty-two (62) years of age. The only exception to this age limitation is that one caregiver can reside in the residence, if and only if a caregiver is medically necessary and not merely incidental to the living arrangement. Section 2. Number of Residents. The maximum number of residents per unit is two, exclusive of a caregiver. ARTICLE XV GENERAL PROVISIONS Section 1. Duration and Binding Effect. The easements created hereby shall be permanent and the covenants and restrictions contained in this Declaration shall run with and bind the land and shall inure to the benefit of and be enforceable by the Association or any Owner, their respective legal representatives, heirs, successors and assigns, for a term of twenty (20) years from the date this Declaration is recorded, after which time said covenants and restrictions shall be automatically renewed for successive periods of ten (10) years. 19 . . . Section 2. Amendment. This Declaration shall not be amended or revoked unless at least seventy-five percent (75%) of the Owners agree to such amendment .or revocation. Section 3. Enforcement. Enforcement of these covenants and restrictions shall be by any proceeding at law or in equity against any person or persons violating or attempting to violate any covenant or restriction, either to restrain such violation or to recover damages, and against the land to enforce any lien created by these covenants. Failure by the Association or any Owner to enforce any covenant or restriction herein contained shall in no event be deemed a waiver of the right to do so thereafter. Section 4. Notices. Any notice required to be given to any Member or Owner under the provisions of this Declaration shall be deemed to have been properly given when personally delivered or when mailed postpaid to the last known address of the person who appears as Member or Owner on the records of the Association at the time of such notice. Section 5. Severability. In the event that any provision of this Declaration shall be held invalid or unenforceable by any court of competent jurisdiction, such holding shall not invalidate or render unenforceable any other provision hereof. Section 6. Sinaular and Plural: Gender: Joint and Several Obligations. When required by the context of this Declaration, the singular shall include the plural, or vice versa, and the masculine gender shall include the feminine or neutral gender. Any obligations of the Owners or Members shall be joint and several except where the context clearly requires otherwise. Section 7. Governing Law. This Declaration shall be interpreted in accordance with and governed by the laws of the State of Minnesota. IN WITNESS WHEREOF, the Declarant has executed this Declaration the day and year first above written. PETE BOYER CONSTRUCTION, INC. a Minnesota Corporatio 20 " .. . VICTORIA STATE BANK, Mortgagee ~~~ By: ~tv' (1/ d-<./~/ Its ff.e .s;cIe'f.r CITY OF SHOREWOOD By: s...cde.Lk lAd M\I'\'\~t (de" I . STATE OF MINNESOTA) ) ss. COUNTY OF ) The foregoing instrument was acknowledged before me this 17~ day of ~~ , 1994 by Pete Boyer, known to me to be the President of pe~er Construction, Inc., on behalf of said corporation. 8" f'ATRIC IA A. DRESSEL .... NOTARY PUBLIC ........ HENNEPIN COUNTY ..,QInlIIIIIaII"'''' tI, - ~ti~~~ STATE OF MINNESOTA) ) ss. COUNTY OF ) The foregoing instrument was ackno edged be ore me this t7 day of C)"f\ ~ , 1994 by "1 "'- and W ~ N.2..1~J"~.U <hind Victoria State Bank, as Mortgagee, a corporatio the laws of Minnesota, on behalf of the corporation. Qldil:;A~ . ...... ill., <;o:m:,:~.:' , 1/ ~ '\ '\'tootn _ ' ;.,INNES 'A ;:....UNTY ;xc"rec' 1-29-96 21 . . . . J STATE OF MINNESOTA) ) ss. COUNTY OF ) The foregoing instrument was acknowledged before me this / .f!:b day of YY70-g , 1994 by ,JL1...Y1/\.R.S C. HU./lW\ of the City of Shorewood, municipal corporation under the laws of Minnesota, on behalf of the city. ~ "I IILUL{kJ-0MZcJ~ Notary Public Theresa L. Naab I Notary Public-Minnesota Hennepin County My Commission Exp. 1-31'-00 I THIS INSTRUMENT WAS DRAFTED BY: Melchert, Hubert, Sjodin & Willemssen 121 West Main Street PO Box 150 Waconia, Minnesota 55387 (bws) (612) 442-5155 22