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Recording Documents❑ One signed Final Plat Mylar ❑ Three I"= 200' scale paper copy of the final plat (for Carver County) ❑ Mortgage Holder Consent to Plat o Will be provided at closing ❑ SWMP Fee: $54,610.02 ❑ Park Fee: $33,875.00 ❑ GIS fee ($25 for the plat + 3 parcels @ $10/parcel): 555.00 o The city is holding a check in the amount of $88,540 (sum of fees above). The check will be replaced with another check from a different bank with the same amount no later than September 9, 2015. ❑ Digital copy of the final plat in .dxf and .tif formats (.pdf compatible) in Carver County coordinates ❑ Digital copy of the HydroCAD model. The following must be done before the plat can be filed: ❑ Current year property taxes must be paid in full and any delinquent property taxes or green acres taxes must also be paid. ❑ A copy of the title commitment or deed must be provided if the developer has closed on the property recently since County records will not likely be updated. ❑ Site Plan Agreement ❑ Security in the amount of $40,000 o The city is holding a check in the amount of $40,00. The check will be replaced with a Letter of Credit no later than September 9, 2015. ❑ Mortgage holder consent to site plan agreement o Will take place at closing ❑ Letter from the applicant dated September 2, 2015 ❑ Contact information for Pond Promenade's attorneys and closers ❑ Title commitment CITY OF CHANHASSEN 7700 Markel Boulevard PO Box 147 Chanhassen, MN 55317 Administration Phone: 952.2.27.1100 Fax: 952.227.1110 Building Inspections Phone: 952.227.1180 Fax: 952.227.1190 Engineering Phone: 952.227.1160 Fax: 952.227.1170 Finance Phone: 952.227.1140 Fax: 952.227.1110 Park & Recreation Phone: 952.227.1120 Fax: 952.227.1110 Recreation Center 2310 Coulter Boulevard Phone: 952.227.1400 Fax: 952.227.1404 Planning & Natural Resources Phone: 952.227.1130 Fax. 952.227.1110 Public Works 7901 Park Place Phone. 952.227.1300 Fax: 952 227.1310 Senior Center Phone: 952.227.1125 Fax: 952 22 7.1110 Website www.ci.chanhassen.mn.us August 3, 2015 Mr. Randy Rauwerdink Venture Pass Partners, LLC 19620 Waterford Court Shorewood, MN 55331 Re: Chanhassen Specialty Retail / Villages on the Ponds 11th Addition Planning Case #2015-17 Dear Mr. Rauwerdink: This letter is to formally notify you that on July 27, 2015, the Chanhassen City Council adopted the following four motions: Approve preliminary and final plat for Villages on the Ponds 11 th Addition, Planned Unit Development Amendment and Site Plan for the Chanhassen Specialty Retail Store as shown in Plans dated received June 18, 2015 and subject to the following conditions and adoption of the attached Findings of Fact and Recommendation: 1. SUBDIVISION Park Full park fees in lieu of additional parkland dedication and/or trail construction shall be collected as a condition of approval for the proposed plat of Lot 1, Block 1, Villages on the Ponds 11th Addition. The park fees will be collected in full at the rate in force upon final plat submission and approval. Based upon the current commercial park fee rate of $12,500 per acre, the total park fees would be $33,875. Engineering 1. The plat must be revised to include a 10 -foot wide perimeter drainage and utility easement on Lot 1, Block 1. 2. The fees collected with the final plat are: $54,610.02 Surface Water Management fee, $33,875 Park Dedication fee, and the $55 GIS fee ($25 for the plat + 3 parcels @ $10/parcel). 3. City water (WAC), city sewer (SAC) and Metropolitan Council sewer (Metro SAC) fees will be collected with the building permit and will be calculated based on the uses within the building. Chanhassen is a Community for Life - Providing for Today and Planning for Tomorrow Mr. Randy Rauwerdink August 3, 2015 Page 2 Water Resources 1. An estimated $54,610.02 in storm water utility connection charges shall be due at final plat. 2. The property owner shall execute and record against the property a maintenance agreement in a format provided by the city for the pervious pavement, underground filtration, sump manholes and Contech JellyfishTM Filter. 3. The applicant shall apply for and procure all other necessary permits. 2. SI'Z'E PLAN En ineerin 1. Based on the proposed grading on the north side of site the grading plan may require some revisions in order to maintain drainage from the existing improvements to the north. Building a. The buildings are required to have automatic fire extinguishing systems. b. Building plans must be prepared and signed by design professionals licensed in the State of Minnesota. Detailed occupancy -related requirements will be addressed when complete building plans are submitted. d. Provide a 1:200 scale drawing of subdivision. e. The owner and/or their representative shall meet with the Inspections Division as soon as possible to discuss plan review and permit procedures. Fire Marshal 1. Provide a three-foot clear space around fire hydrants. 2. Yellow -painted curb and "No Parking Fire Lane" signs will be required. Applicant shall contact Fire Marshal for specific locations. 3. No P.I.V. (post indicator valve) will be required. Natural Resource Specialist 1. The interior width of all islands must be a minimum of 10 feet. 2. A total of 13 trees must be planted within the vehicular use area. Mr. Randy Rauwerdink August 3, 2015 Page 3 Planning: 1. The applicant shall enter into a site plan agreement with the City and provide the necessary security to guarantee erosion control, site restoration and landscaping. 2. The street/sidewalk lights along Main Street have to be preserved and operational when the site construction is completed. 3. Approval of the site plan is contingent upon approval of the Planned Unit Development amendment and Subdivision. 4. The light poles may not exceed 20 feet in height. 5. All Wall Packs (WPI) shall be replaced with Wall Packs (WP2). Water Resources 1. The Surface Water Pollution Prevention Plan with all elements required by the NPDES Construction Permit shall be prepared and supplied to the city for approval prior to any earth - disturbing activities. 2. Proof of the NPDES Construction Permit having been procured by the applicant shall be supplied to the city prior to any earth -disturbing activities. 3. A dewatering plan, specific to the existing pond, shall be prepared and submitted to the city for review and approval prior to any earth -disturbing activities. 4. Areas immediately tributary to the pervious pavement, including disturbed areas behind the back of curb, must be stabilized within 24 hours of construction of the pervious pavement areas. 3. PLANNED UNIT DEVELOPMENT AMENDMENT "The City Council approves the Planned Unit Development amendment in the attached ordinance for Villages on the Ponds to allow signs to be placed higher than 20 feet within Sector I, and for the size of letters to be increased to 48 inches along the west and north elevations as shown below (amendments are shown in bold), and including the attached Findings of Fact and Recommendation: Wall Signs The location of letters and logos shall be restricted to the approved building sign bands, the tops of which shall not extend greater than 20 feet above the ground. In Sectors I and II, sign height may be increase based on the criteria that the signage is compatible with and complementary to the building architecture and design. The letters and logos shall be restricted to a maximum of 30 inches in height except along the north and west elevations for buildings within sectors I and II. These letters may be increased to 48 inches. All Mr. Randy Rauwerdink August 3, 2015 Page 4 individual letters and logos comprising each sign shall be constructed of wood, metal, or translucent facing. 2. If illuminated, individual dimensional letters and logos comprising each sign may be any of the following: a. Exposed neon/fiber optic, b. Open channel with exposed neon, c. Channel Letters with acrylic facing, d. Reverse channel letters (halo lighted), or e. Externally illuminated by separate lighting source. 3. Tenant signage shall consist of store identification only. Copy is restricted to the tenant's proper name and major product or service offered. Corporate logos, emblems and similar identifying devices are permitted provided they are confined within the signage band and do not occupy more than 15% of the sign area unless the logo is the sign. 4. Within Sectors I and 11, architecturally, building -integrated panel tenant/logo sign may be permitted based on criteria that the signage is compatible with and complementary to the building design and architecture. Architectural elements specifically created to increase signage height are prohibited. 5. Backlit awnings are prohibited." Attached is a Site Plan Agreement for you to sign and return with the security in order for the document to be recorded. Please refer to the enclosed checklist which stipulates all of the submittal requirements for recording the final plat and associated documents. If you have any questions, please call me at (952) 227-1134 or e-mail me at salt aff2ci.chanhassen.mn.us. Sincerely, Sharmeen Al-Jaff Senior Planner Enclosures c: Northcott Company, 250 Lake Drive East, Chanhassen, MN 55317 ec: Stephanie Smith, Project Engineer Jerry Mohn, Building Official g:\plan\2015 planning cases\2015-17 chanhassen specialty retail -total wine\approval letter.doc ITEMS REQUIRED FOR FINAL PLAT RECORDING The following items are required to be submitted for recording of the following plat and associated documents: VILLAGES ON THE POND IITH ADDITION - Two signed Final Plat Mylars ("Official Copy" and "City Cop ") - Three 1" = 200' scale paper copy of the final plat (for Carver County) P, One, 1" = 200' scale mylar reductions of the final plat C One, 1" = 200' scale mylar reductions of the final plat (with street names and lot and block numbers only) Mortgage Holder Consent to Plat C Quit Claim/Warranty deed (if deeding an outlot to the City) - SWMP Fee: $54,610.02 - Park Fee: $33,875.00 - GIS fee ($25 for the plat + 3 parcels @ $10/parcel): $55.00 C Digital copy of the final plat in Axf and .tif formats (.pdf compatible) in Carver County coordinates C Digital copy of the HydroCAD model. The following must be done before the plat can be filed: - Current year property taxes must be paid in full and any delinquent property taxes or green acres taxes must also be paid. A copy of the title commitment or deed must be provided if the developer has closed on the property recently since County records will not likely be updated. 9 V Elm, 51. F > I 8 R4 iS to I �/x.$ •�� - mp4ea , = 8� ril NOR1N •t43.38----------------- 1 M ... .., m e •$yam __ - a ay a: \ -•-w a��'pti fM. 3 � 1 a S?s s \\\ m `,` ,•� �� , �� >1' Ui cD - s • o I � roj _ � � $� L� RI in a Via$ Ti r' ------ ---------------------- 228.86 - B-- —�—M --- --------- I49.8 -- °tV3 T m '. nn.axamn N0074'53'W 304.0014 2 OR am _m ;uum mfn� (i.i:? >. ii' zz✓' ——--------------- ---"1 ,T� - >�-,-- zi — — 1`I s - _ � IT mom .11a3s (f is .g I to `Fit � R� Y / .r'. 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Num Reference Amount Discount Net 2 FedEx Corner 1600-066 owFees Pond 9/1/2015 Escrow Villages on Pond: 88,540.02 0.00 88,540.02 yo r: Division 25 Date Check No. Check Amount ee: City of Chanhassen 9/1/2015 003462 88,540.02 ain tnis statement for your records 'ay to the order of 1100 Dollaillli�•r��rri�4�a.r�W�l VOID IF NOT CASHED WITHIN 90 DAYS WITHIN DATE OF ISSUE ri asAcK F �s upou rr tlAs, t , u 1 �,, Id, twAaes tAMHO •A►Nw CITY OF CHANHASSEN SITE PLAN AGREEMENT #2015-17 CHANHASSEN SPECIALTY RETAIL SPECIAL, PROVISIONS AGREEMENT dated July 27, 2015, by and between the CITY OF CHANHASSEN, a Minnesota municipal corporation (he "City"), and Pond Promenade Ventures, LLC (the "Developer"), 1. Request for Site Plan Approval. The Developer has asked the City to approve a site pian for Chanhassen Specialty Retail, a 19,909 square -foot, one-story commercial building (referred to in this Agreement as the "project"). The land is legally described as Lot 1, Block 1, Villages on the Ponds 11 'h Addition. 2. Conditions of Site Plan Approval. The City hereby approves the site plan on condition that the Developer enters into this Agreement and furnishes the security required by it. 3. Development Plans. The project shall be developed and maintained in accordance with the following plans. The plans shall not be attached to this Contract. If the plans vary from the written terms of this Agreement, the written terms shall control. The plans are: Plan A: Site Plan prepared by Sambatek, dated 06/01/15 revised 06/05/15 and 06/18/15. Plan B: Grading Plan prepared by Sambatek, dated 06/01/15 revised 06/05/15 and 06/18/15. Plan C: Landscape Plan prepared by Tushie Montgomery Architects, dated 06/05/15 revised 06118115. Plan D: Utility Plans prepared by Sambatek, dated 06/01/15 revised 06/05/15 and 06/18/15. Plan E: Erosion Control Plan — Phase I, prepared by Sambatek, dated 06/01/15 revised 06/05/15 and 06/18/15. Plan F: Erosion Control Plan — Phase Il, prepared by Sambatek, dated 06/01/15 revised 06/05/15 and 06/18/15. Plan G: Floor Plan prepared by Tushie Montgomery Architects, dated 06/05/15 and 06/18/15. Plan H: Site Lighting Plan prepared by Tushie Montgomery Architects, dated 06%05/15 and 06/18/15. Plan I: Roof Plan prepared by Tushie Montgomery Architects, dated 06/05/15 and 06/18/15. Plan J: Exterior Elevation Plan prepared by Tushie Montgomery Architects, dated 06/05/15 and 06/18/15. 4. Time of Performance. The Developer shall install all required screening and landscaping by October 1, 2016. The Developer may, however, request an extension of time from the City. If an extension is granted, it shall be conditioned upon updating the security posted by the Developer to reflect cost increases and the extended completion date. 5. Security. To guarantee compliance with the terms of this Agreement, the Developer shall furnish the City with a letter of credit from a bank, cash escrow, or equivalent ("security") for $40,000.00 (storm sewer, erosion control and landscaping). If the Developer requests a Certificate of Occupancy prior to the installation of site landscaping, then the developer shall provide to the city a letter of credit or cash escrow in an amount sufficient to insure the installation of said landscaping. PROCEDURES FOR LETTER OF CREDIT REDUCTION a. Requests for reductions of Letters of Credit must be submitted to the City in writing by the Developer or his Engineer. b. Partial lien waivers totaling the amount of the requested reduction shall accompany each such request. c. Any reduction shall be subject to City approval. 6. Notices. Required notices to the Developer shall be in writing, and shall be either hand delivered to the Developer, its employees or agents, or mailed to the Developer by certified mail at the following address: Mr. Randy Rauwerdink Pond Promenade Ventures, LLC 19620 Waterford Court Shorewood, MN 55331 TNotices to the City shall be Ln wniting and shall be either hand delivered to the City Manager, or mailed to the City by certified mail in care of the City Manager at the following address: Chanhassen City Hall, 7700 Market. Boulevard, P.O. Box 147, Chanhassen, Minnesota 55317, Telephone (952) 227-1100. 7. Other Special Conditions. City Council approves a site plan for a 19,909 square -foot, one-story specialty subject to the following conditions: Engineering I . Based on the proposed grading on the north side of site the grading plan may require some revisions iii order to maintain drainage from the existing improvements to the north. Building 1. The buildings are required to have automatic fire extinguishing systems. 0A 2. Building plans must be prepared and signed by design professionals licensed in the State of Minnesota. 3. Detailed occupancy -related requirements will be addressed when complete building plans are submitted. 4. Provide a 1:200 scale drawing of subdivision. 5. The owner and/or their representative shall meet with the Inspections Division as soon as possible to discuss plan review and permit procedures. Fire Marshal 1. Provide a three-foot clear space around fire hydrants. 2. Yellow -painted curb and "No Parking Fire Lane" signs will be required. Applicant shall contact Fire Marshal for specific locations. 3. No P.I.V. (post indicator valve) will be required. Natural Resource Specialist 1. The interior width of all islands roust be a minimum of !0 feet. 2. A total of 13 trees must be planted within the vehicular use area. Planning: I, The applicant shall enter into a site plan agreement with the City and provide the necessary security to guarantee erosion control, site restoration and landscaping. 2. The street/sidewalk lights along Main Street have to be preserved and operational when the site construction is completed. 3. The light poles may not exceed 20 feet in height. 4. All Wall Packs (WPI) shall be replaced with Wall Packs (WP2). Water Resources 1. The Surface Water Pollution Prevention Plan with all elements required by the NPDES Construction Permit shall be prepared and supplied to the city for approval prior to any earth - disturbing activities. 2. Proof of the NPDES Construction Permit having been procured by the applicant shall be supplied to the city prior to any earth -disturbing activities. 3. A dewatering plan, specific to the existing pond, shall be prepared and submitted to the city for review and approval prior to any earth -disturbing activities. 4. Areas immediately tributary to the pervious pavement, including disturbed areas behind the back of curb, must be stabilized within 24 hours of construction of the pervious pavement areas. S. General Conditions. The general conditions of this Permit are attached as Exhibit "A" and incorporated herein. M CITY OF CHANHASSEN STATE OF MINNESOTA ) (ss COUNTY OF CARVER } Todd Gerhardt, City Manager The foregoing instrument was acknowledged before me this,,2,,1 day of " e, -P , 2015, by Denny Laufenbtu-ger, Mayor, and by Todd Gerhardt, City Manager, of the City oeChanhassen, a Minnesota municipal corporation, on behalf of the corporation and pursuant to the authority granted by its City Council. KAREN J. ENGELHARDT�,�� (EA?) ; Notary Public -Minnesota T S �r'Z.. My Commission Expires Jan 31, 2020 OTAR UEL�C POND PROMENADE VENTURES, LLC Its _ I ► NW!r- STATE OF MINNESOTA ) (ss. COUNTY OF Ir-� evi t p. n ) The foregoing instrument was acknowledged before me this 1 S'l day of 2015 by&,y)'3 , the of Pond Promenade Ventures, LLC. DRn FTED BY: City of Chanhassen 7700 Market Boulevard P. O. Box 147 Chanhassen, MN 55317 (952)227-1100 5 JANET M. OLSON NOTARY PUBIC MINNESOTA W C W=ion Evk" hn 31, 2020 CITY OF CHANHASSEN SITE PLAN AGREEMENT EXHIBIT "A" GENERAL CONDITION 1. Right to Proceed. Within the site plan area, the Developer may not grade or otherwise disturb the earth, remove trees, construct improvements, or any buildings until all the following conditions have been satisfied: 1) this agreement has been fully executed by both parties and filed with the City Clerk, 2) the necessary security and fees have been received by the City, and 3) the City has issued a building permit in reliance on the foregoing conditions having been satisfied. 2. Maintenance of site. The site shall be maintained in accordance with the approved site plan. Plants and ground cover required as a condition of site plan approval which die shall be promptly replaced. 3. License. The Developer hereby grants the City, its agents, employees, officers and contractors a license to enter the plat to perform all work and inspections deemed appropriate by the City in conjunction with site plan development. 4. Erosion Control. Before the site is rough graded, and before any building pen -nits are issued, the erosion control plan, PIans E, -k, F, shall be irnplem—t d, inspected, and approved by the City. The City may impose additional erosion control requirements if they would be beneficial. All areas disturbed by the excavation and backfilling operations shall be reseeded forthwith after the completion of the work in that area. Except as otherwise provided in the erosion control plan, seed shall be certified seed to provide a temporary ground cover as rapidly as possible. All seeded areas shall be fertilized, mulched, and disc anchored as necessary for seed retention. The parties recognize that time is of the essence in controlling erosion. If the Developer does not comply with the erosion control plan and schedule or supplementary instructions received from the City, the City may take such action as it deems appropriate to control erosion at the Developer's expense. The City will endeavor to notify the Developer in advance of any proposed action, but failure of the City to do so will not affect the DeveIoper's and City's rights or obligations hereunder. No development will be allowed and no building permits will be issued unless there is full compliance with the eosioii control requirements. Erosion control shall be maintained until vegetative cover has been restored. Aller the site has been stabilized to where, in the opinion of the City, there is no longer a need for erosion control, the City will authorize removal of the erosion control measures. 5. Clean tap. The Developer shall maintain a neat and orderly work site and shall daily clean, on and off site, dirt and debris, including blowables, from streets and the surrounding area that has resulted from construction work by the Developer, its agents or assigns. 6. Warranty. All trees, grass, and sod required in the approved Landscaping Plan, Plan C, shall be warranted to be alive, of good quality, and disease free at the time of planting. All trees shall be warranted for twelve (12) months from the time of planting. The Developer or his contractor(s) shall post a letter of credit or cash escrow to the City to secure the warranties at the time of final acceptance. 7. Responsibility for Costs. A. The Developer shall hold the City and its officers and employees harmless from claims made by itself and third parties for damages sustained or costs incurred resulting from site plan approval and development. The Developer shall indemnify the City and its officers and employees for all costs, damages, or expenses which the City may pay or incur in consequence of such claiuns, including attorneys' fees. B. The Developer shall reimburse the City for costs incurred in the enforcement of this Agreement, including engineering and attorneys' fees. C. The Developer shall pay in full all bills submitted to it by the City for obligations incurred under this Agreement within thirty (30) days after receipt. If the bills are not paid on tithe, the City may halt all development work and construction. Bills not paid within thirty (30) days shall accrue interest at the rate of 8% per year. 8. Developer's Default. In the event of default by the Developer as to any of the work to be performed by it hereunder, the City may, at its option, perform the work and the Developer shall promptly reimburse the City for any expense incurred by the City, provided the Developer is first given notice of the work in default, not less than four (4) days in advance. This Contract is a license for the City to act, and it shall not be necessary for the City to seek a Court order far permission to enter the land. When the City does any such work, the City may, in addition to its other remedies, assess the cost in whole or in part. 9. Miscellaneous. A. Construction Trailers. Placement of on-site construction trailers and temporary jab site offices shall be approved by the City Engineer. Trailers shall be removed from the subject property within thirty (30) days following the issuance of a certificate of occupancy unless otherwise approved by the City Engineer. B. Postal Service. The Developer shall provide for the maintenance of postal service in accordance with the local Postmaster's request. C. Third Parties. Third parties shall have no recourse against the City under this Agreement. D. Breach of Contract. Breach of the terms. of this Agreement by the Developer shall be grounds for denial of building permits. E� Severability. If any portion, section, subsection, sentence, clause, paragraph, or phrase of this Agre ent Is for any reason held invalid, such decision shall not affect the validity of the remaining portion of this Contract. F. Occupancy. Unless approved in writing by the City Engineer, no one may occupy a building for which a building permit is issued on either a temporary or permanent basis until the streets needed for access have been paved with a bituminous surface and the utilities tested and approved by the city. G. Waivers/Amendments. The action or inaction of the City shall not constitute a waiver or amendment to the provisions of this Contract. To be binding, amendments or waivers shall be in writing, signed by the parties and approved by written resolution of the City Council. The City's failure to promptly take legal action to enforce this Contract shall not be a waiver or release. H. Recording. This Agreement shall run with the land and may be recorded against the title to the property. I. Remedies. Each right, power or remedy herein conferred upon the City is cumulative and in addition to every other right, power or remedy, express or implied, now or hereafter arising, available to City, at law or in equity, or under any other agreement, and each and every right, power and remedy herein set forth or otherwise so existing may be exercised from time to time as often and in such order as may be deemed expedient by the City and shall not be a waiver of the right to exercise at any time thereafter any other right, power or remedy. J. Construction Fours. The normal construction hours under this contract shall be from 7:00 a.m. to 9:00 p.m. on weekdays, from 9:00 a.m. to 5:00 p.m. on Saturdays, with no such activity allowed on Sundays or any recognized legal holidays. Operation of all internal combustion engines used for construction or dewatering purposes beyond the normal working hours will require City Council approval. K. Soil 'treatment Systems. If soil treatment systems are required, the Developer shall clearly identify in the field and protect from alteration, unless suitable alternative sites are first provided, the two soil treatment sites identified during the site plan process for each lot. This shall be done prior to the issuance of a Grading Permit. Any violation/disturbance of these sites shall render them as unacceptable and replacement sites will need to be located for each violated site in order to obtain a building permit. L. Compliance with Laws Ordinances, and ire ations. In the development of the site plan the Developer shall comply with all laws, ordinances, and regulations of the following authorities: 1. City of Chanhassen; 2. State of Minnesota, its agencies, departments and commissions; 3. United States Army Corps of Engineers; 4. Watershed District: 5, Metropolitan Government, its agencies, departments and commissions. M. Proof of Title. Upon request, the Developer shall furnish the City with evidence satisfactory to the City that it has the authority of the fee owners and contract for deed purchasers too enter into this Development Contract. N. Soil Conditions. The Developer acknowledges that the City makes no representations or warranties as to the condition of the soils on the property or its fitness for construction of the improvements or any other purpose for which the Developer may make use of such property. The Developer further agrees that it will indemnify, defend, and hold harmless the City, its governing body members, officers, and employees from any claims or actions arising out of the presence, if any, of hazardous wastes or pollutants on the property, unless hazardous wastes or polbutants were caused M be there by the City. O. Soil Correction. 'rhe Developer shall be responsible for soil correction work on the property. The City makes no representation to the Developer concerning the nature of suitability of soils nor the cost of correcting any unsuitable soil conditions which may exist. N. CONSENT Owners of all or part of the subject property, the development of which is governed by the foregoing Site Plan Agreement, affirm and consent to the provisions thereof and agree to be bound by the provisions as the same may apply to that portion of the subject property owned by them. Dated this day of beyl , 2015 By J5. ►'Vla STATE OF MINNESOTA ) ( ss COUNTY OF vie The foregoing instrument was acknowledged before me this I a, day of :,'.,.,, 20}(�J15, byyy ; � btY'4 _,c `k�� , Jig , the _T, ��' of V l Ur✓�PA �l r C' .�`s , t l—e u7 DRAFTED BY: City of Chanhassen 7700 Market Boulevard F. O. Box 147 Chanhassen, MN 55317 (952)227-1100 JANET M- OLSON NOTARY PUBLIC MINNESOTA tih Eo" Jan 31, 2020 MORTGAGE HOLDER CONSENT O SITE PLAN AGREEMENT which holds a mortgage on the subject property, the development of which is governed by the foregoing Site Plan Agreement, agrees that the Site Plan Agreement shall remain in full force and effect even if it forecloses on its mortgage. Dated this day of STATE OF MINNESOTA ) ( ss. COUNTY OF } 2015. The foregoing instrument was acknowledged before me this 2015, by , the DRAFTED BY: City of Chanhassen 7700 Market Boulevard P.O. Box 147 Chanhassen, MN 55317 (952) 227.1100 day of of NOTARY PUBLIC gAplan12015 planning cases12015-17 chanhassen specialty retail -total Nvinelsiteplan agreement.doc 10 t Name Acct No Invoice Date P.O. Num Reference - ---Amount Discount Net 1 FedEx Corner 1600-066 Escrow Pond! -- , 9/1/2015 Escrow LC Ponds 40,000.00 0.00 40,000.00 ror: Division 26 Date Check No. Check Amount ree: City of Chanhassen 9/2/2015 003466 40,000.00 iin this statement for your records Ulu- im V ion N 2- Y U&Zank� - "Ur 50 Baker Road, Suite 400 9 1 aq i nnetonka, MN 55343-8695 1-800-673-3555 2�897-7700�, Date CheokNo t R12/2,715 8 34 6 Forty Thousan�±'AN'b 001160 D6114al's 'ay to the order of VOID IF NOT CASHED WITHIN 90 DAYS WITHIN DATE OF ISSUE City a-jV :nh assan W"I'MarWt 81 U-7 7 "EM 11'00346611° x'009 10000 2 2?: 10 4 7 S 6 6 8 ? E. 3 6 IV POND PROMENADE VENTURES, LLC C/o Welsh Companies/Colliers International 4350 Baker Road, Suite 400 Minnetonka, MN 55343 September 2, 2015 Sharmeen AI-Jaff City of Chanhassen 7700 Market Boulevard PO Box 147 Chanhassen, MN 55317 Re: Chanhassen Specialty Retail Planning Case #2015-17 Dear Sharmeen, I have enclosed the following documents related to the City approval pursuant to the Special Provisions and Site Plan Agreement: • Check payable to the City of Chanhassen in the amount of $88,540.02 • Check payable to the City of Chanhassen in the amount of $40,000.00 • Special Provisions/Site Plan Agreement executed by Owner • Mylars The checks are provided in lieu of a letter of credit in the amount of $40,000 and payment to be issued upon closing by the title company in the amount of $88,540.02 for Park Dedication, GIS, and Surface Water Management Fees. Upon closing on or about September 8, 2015, our lender will issue a letter of credit in the amount of $40,000 and we will deliver the letter of credit to the city and a check drawn on the title company in the amount of $88,540.02 in exchange for a release of the enclosed checks. The checks presented with this instruction letter are provided with the understanding that they will be held in safe keeping and will not be cashed. Notwithstanding, if (1) a check from the title company and a letter of credit from Tradition Capital Bank or (2) an instruction letter that supersedes this letter is not provided to you by the end of the business day on September 91", the City may cash the checks on September 10ti'.Notwithstanding, if the checks are cashed, the amounts are refundable to the Owner if the Owner has not closed on the acquisition of the property. The Special Provisions/Site Plan Agreement are executed despite the fact that we have not closed on the property. We are providing to you with express understanding that these agreements are of no force and effect unless we take fee title to the property. Please execute the Mylars and have the Mylars and the City's instruction letter delivered to Lorrie Litzinger at Commercial Partners Title at 200 South Sixth Street, Suite 1300, Minneapolis, MN 55402 by 11:00 am Tuesday morning, September 8, 2015. Please reference Commercial Partners Title file number 38860 in your instruction letter. If you have any questions, please contact me. Sincere yr�w C ris Simtsr Vice President AI-Jaff, Sharmeen .,.:a=...�r..ff� e�d',4v>93v'.g...+.t ..,.Nf.LH A° ,...�-.'.:..� �i i'ss. .h.-... v cdN�. kk'. �'�d:.: �12Yrs,.. -t.. ....: a'.tid:�'T.:4i>W�aU`a'J'4f�Dx^.::e1K!T;�.A'�U3Zb.»W:':e.. .•-.^d._n...<1n-• _ex 'U.'1(8Y.'a'w'8tls5 m.J1Yfi[R.- DSt>ti4iF.M's.S�%?.. From: Jim Ottenstein <JOteenstein@VENTUREPASS.NET> Sent: Tuesday, September 01, 2015 4:49 PM To: AI-Jaff, Sharmeen Cc: Tami R. Diehm (tdiehm@winthrop.com); Hart, Tom Subject: Chanhassen Total Wine Attachments: Tami R. Diehm; Tom Hart; Lorrie Litzinger Hi Sharmeen, Per your request, I have attached contact information for Pond Promenade's attorneys and also the closer from Commercial Partners Title. Tami and Tom are the attorneys and Lorrie is the closer. Tami is taking the lead but please have your attorney copy Tom on all emails. Regards, .Dim Ottenstein Venture Pass Partners, LLC 19620 Waterford Court Shorewood, MN 55331 612-849-2324 iottenstein(a-)ventureDass.net :.�"' X M /VENTURE PASS PARTNERS AI-Jaff, Sharmeen Full dame: Tom Hart Last Name: Hart First Name: Tom Job Title: Attorney at Law Company: Winthrop & Weinstine Business Address: 225 South 6th Street Suite 3500 Minneapolis, MN 55402 Business: (612) 604-6624 Home: (612) 604-6400 Mobile: (612) 743-9466 E-mail: thart@winthrop.com E-mail Display As: thart@winthrop.com Jj Fh AI -Jeff, Sharrneen Full Name: Tami R. Diehm Last Name: Diehm First Name: Tami Business Address: Capella Tower I Suite 3500 1225 S 6th Street I Minneapolis, MN 55402 United States of America Business: (612) 604-6658 E-mail: tdiehm@winthrop.com E-mail Display As: tdiehm@winthrop.com Capella Tower I Suite 3500 1 225 S 6th Street I Minneapolis, MN 55402 AI-Jaff, Sharmeen Full Name: Lorrie Litzinger Last Name: Litzinger First Name: Lorrie Company: Commercial Partners Title Business Address: 200 South Sixth Street Suite 1300 Minneapolis, MN 55402 United States of America Business: (612) 337-2485 E-mail: lorrie@cptitle.com E-mail Display As: lorrie@cptitle.com ISSUED BY COMMERCIAL PARTNERS TITLE, LLC AS AGENT FOR OLD REPUBLIC NATIONAL TITLE INSURANCE COMPANY COMMITMENT NUMBER 38860 Fifth Supplemental SCHEDULE B - PART I REQUIREMENTS Instruments creating and/or perfecting the priority of the estate or interest(s) to be insured, the form and execution of which shall be satisfactory to the Company, must be executed, delivered and duly filed for record. SCHEDULE B - PART II EXCEPTIONS Schedule B of the policy or policies to be issued will contain exceptions to the following matters unless the same are disposed of to the satisfaction of the Company. 1. Defects, liens encumbrances, adverse claims or other matters, if any, created, first appearing in the public records or attaching subsequent to the effective date hereof but prior to the date the proposed Insured acquires for value of record the estate or interest or mortgage thereon covered by this commitment. 2. Rights or claims of parties in possession not shown by the public records. 3. Any encroachment, encumbrance, violation, variation or adverse circumstance affecting the Title that would be disclosed by an accurate and complete land survey of the Land. 4. Easements or claims of easements not shown by the public records. 5. Any lien, or right to a lien, for services, labor or material heretofore or hereafter furnished, imposed by law and not shown by the public records. Taxes �jF special assessments which are not shown as existing liens by the public records. 7. General and special taxes and assessments as hereafter listed, if any (all amounts shown being exclusive of interest, penalties and costs): A. Real estate taxes payable in 2015 are $31,900.00 and are half paid. Base tax $31,900.00 Property Identification No. 25-8460030 NOTE: There are no delinquent taxes of record. B. There are no levied or pending assessments of record. Rights or claims of tenants, as tenants only, in possession under unrecorded leases.. ALTA Commitment Schedule 5 (6-17-06) (38860.PFD/38860/173) ISSUED BY C"OM lIERC'IAL PARTNERS TITLE, LLC AS AGENT FOR OLD REPUBLIC NATIONAL TITLE INSURANCE COMPANY COMMITMENT NUMBER 38860 SCHEDULE B - Part II - EXCEPTIONS (Continued) In the event this transaction involves new construction or if there has been construction on the property during the last six months, including any tenant improvements, please immediately contact the closer or underwriting attorney listed in the Notes for Information page of this commitment to discuss the transaction. If the transaction involves a construction mortgage or is a vacant land acquisition mortgage no construction related work can be performed on the property until after the mortgage is recorded and pictures have been taken at the site, in order to establish priority for the construction mortgage. Indemnities will be required at closing from the appropriate parties, depending upon the nature of the transaction. 10. Easements for utilities and drainage as shown on the recorded plats of Villages on the Ponds 4th Addition and Villages on the Ponds. ALTA Commitment Schedule B (6-17-06) (38860.PFDf38860i173) ISSUED BY C01\11\IERCIAL PARTNERS TITLE, LLC AS AGENT FOR OLD REPUBLIC NATIONAL TITLE INSURANCE COMPANY COMMITMENT NUMBER 38860 SCHEDULE B - Part II - EXCEPTIONS (Continued) 11. Covenants, conditions, restrictions, obligations and costs contained in Villages on The Ponds - Phase I PUD/Development Contract dated September 23, 1996, filed December 31, 1996, as Document No. 205417. Amended by Addendum "A" to Villages on The Ponds Development Contract/PUD Agreement dated September 22, 1997, filed June 11, 1999, as Document No. A251282. Amended by Addendum "B" to Villages on The Ponds Development Contract/PUD Agreement dated May 11, 1998, filed August 13, 1998, as Document No. A233012. Amended by Addendum "C" to Villages on The Ponds Development Contract/PUD Agreement dated June 14, 1999, filed August 11, 1999, as Document No. A255115, and re -filed August 11, 1999, as Document No. A255116. Amended by Addendum "D" to Villages on The Ponds Development Contract/PUD Agreement dated June 14, 1999, filed October 15, 1999, as Document No. A258780. Amended by FirstAmendment to Villages on The Ponds Development Contract/PUD Agreement dated August 20, 2001, filed January 15, 2003, as Document No. 337542. (This Amendment does not affect the Land in this Commitment). Amended by Second Amendment to Villages on The Ponds Development Contract/PUD Agreement dated November 26, 2001, filed May 7, 2002, as Document No. A315168. Amended by Third Amendment to Villages on The Ponds Development Contract/PUD Agreement dated April 3, 2002, filed January 22, 2003, as Document No. A338091. 12. Terms and conditions of Wetland Alteration Permit #96-5 dated September 23, 1996, filed December 31, 1996, as Document No. 205418. 13. Covenants, conditions, restrictions, easements, assessments, charges and liens contained in Declaration of Common Interest Community No. 20, Villages on the Ponds, a Planned Community, dated March 19, 1997, filed March 24, 1997, as Document No. 208539, and in the Rules and Regulations of the Villages On The Ponds Association. 14. Terms and conditions of and easements contained in Storm Water System Construction and Maintenance Easement Agreement dated August 2, 1999, filed August 11, 1999, as Document No. A255117. ALTA Commitment Schedule B (6-17-06) (38860.PF D/38860/173) ISSUED BY COMMERCIAL PARTNERS TITLE, LLQ' AS AGENT FOR OLD REPUBLIC NATIONAL TITLE INSURANCE COMPANY COMMITMENT NUMBER 38860 SCHEDULE B - Part If - EXCEPTIONS (Continued) 15. Terms and conditions of and easements contained in Construction and Maintenance Easement Agreement (Fence and Retaining Wall) dated August 2, 1999, filed August 17, 1999, as Document No. A255440. 16. Terms and conditions of and easements contained in Drainage and Storm Sewer Easement Agreement dated May 24, 2000, filed June 5, 2000, as Document No. A269921. 17. This exception has been deleted and will not appear on the final policy, however, the text remains in parentheses for your convenience. (Rights of the public and the State of Minnesota in and to that portion of the insured premises lying below the natural high water mark of pond or any rights of the Insured to the adjoining water.) 8. The Declaration filed as Document No. 208539, described above, creates an assessment lien. Please obtain a written statement from the Villages On The Ponds Association setting forth the status of assessments and other charges against the land as of the date of closing. 19. Submit the following documentation prior to closing for review and approval: Copies of Good Standing Certificate for Seller and/or Buyer/Borrower and Resolutions authorizing both the transaction and execution of documents (or incumbency certificate with the authorizing resolutions), or other evidence acceptable to the Company. 20. We have been informed that the property described at Item No. 4 of Schedule A is being platted as a part of the current transaction. The new plat must be recorded prior to closing or, if it is to be recorded with the other closing documents, it must be signed by all appropriate parties and governmental agencies, including the county surveyor, prior to closing. In addition, real estate taxes must be paid in full for all of the underlying 'pax parcels for the year in which the plat is recorded. END OF SCHEDULE B EXCEPTIONS SEE ATTACHED FOR ADDITIONAL INFORMATION REGARDING THIS FILE ALTA Commitment Schedule B (6-17-06) (38860.PFDi3886C.%173) ISSUED BY COTIl\IERCIAL PARTNERS TITLE, LLC AS AGENT FOR OLD REPUBLIC NATIONAL TITLE INSURANCE COMPANY COMMITMENT NUMBER 38860 Fifth Supplemental NOTES FOR INFORMATION THE FOLLOWING IS PROVIDED FOR INFORMATIONAL PURPOSES AND WILL NOT APPEAR ON THE FINAL POLICY: A. This Commitment was prepared by: Commercial Partners Title, LLC 200 South Sixth Street, Suite 1300 Minneapolis, MN 55402 Phone: (612) 337-2470 Fax: (612) 337-2471 Please direct questions regarding this Commitment to: Doug Berg, Underwriting Attorney, at (612) 337-2475 and direct questions regarding the closing to: Lorrie Litzinger, Commercial Closing & Underwriting Counsel at (612) 337-2485. If you would like to arrange for additional parties to receive this documentation, please contact our Production Department at (612) 337-2470. B3 Upon our receipt and review of a standard form of affidavit disclosing no adverse matters, Item Nos. 1, 2, 4, 5 and 6 of Schedule B will be deleted from the final policy. Item No. 8 will be modified to reflect the interests of specific tenants. A current survey, certified to Commercial Partners Title, LLC and Old Republic National Title Insurance Company, will be required to delete Item No. 3 of Schedule B from the final policy. C. We require a Well Disclosure Certificate be completed and furnished at the time of closing for all deeds that require a Certificate of Real Estate Value. OR The following statement must be added to the deed: The seller certifies that the seller does not know of any wells on the described real property. D. The Tax Reform Act of 1986 requires that the seller provide the following information at the time of closing: 1. Tax Identification Number 2. Full Forwarding Address. E, Commercial Partners Title, LLC does not have the Abstract of Title for the subject property. F. This Fifth Supplemental has been issued to reflect the following changes: 1. Item Nos. 1, 2(a) & 4 of Schedule A have been revised. 2. Item No. 2(b) of Schedule A has been added. 3. ',emn No. 20 of Schedule B - Part II has been added. ALTA Commitment Rotes for Information (38860.PFD/38860/173) ISSUED BY COMMERCIAL PARTNERS TITLE, LLC:' 200 S. 6th St., Suite 1300, Minneapolis, MN 55402 AS AGENT FOR OLD REPUBLIC NATIONAL TITLE INSURANCE COMPANY Reference Name: pond Promenade/Northcott COMMITMENT SCHEDULE A 1. Commitment Date: August 3, 2015 at 07:00 AM File No. 38860 Fifth Supplemental 2. Policy (or Policies) to be issued: Amount (a) Owner's Policy ALTA Own. Policy (6/06) $ 1,200,000.00 Proposed Insured: Pond Promenade Ventures, LLC, a Minnesota limited liability company (b) Loan Policy ALTA Loan Policy (6/06) S 4,400„000.00 Proposed Insured: Tradition Capital Bank, its successors and/or assigns (c) Proposed Insured: 3. The estate or interest in the land described or referred to in the Commitment and covered herein is a Fee Simple, and title thereto is at the effective date vested in: Northcott Company, a South Dakota general partnership 4. The land referred to in this Commitment is described as follows: SEE EXHIBIT A ATTACHED HERETO ALTA Commitment Valid Only if Schedule B and Schedule A (6-17-06) Cover are Attached (38860.PRY 8860,173) EXHIBIT LEGOL DESCRIPTION Parcel 1: Outlot B, Villages on the Ponds 4th Addition, Carver County, Minnesota. Abstract Property Parcel 2: The benefit of the perpetual non-exclusive easement for pedestrian and vehicular travel and transportation purposes over and upon Outlot A, Villages on the Ponds, created and described in Declaration dated March 19, 1997, filed March 24, 1997, as Document No. 208539. TO BE PLATTED AS FOLLOWS:. Lott , Block 1, and Outlot A, Villages on the Ponds 11 th Addition, Carver County, Minnesota. Abstract Property