Recorded -Reciprocal Easement and Maintenance AgreementDocument No. A662278
OFFICE OF THE COUNTY RECORDER
CARVER COUNTY, MINNESOTA
Recorded on -May 21, 2018 12:13 PM
Fee: $46.00
VIII VIII III II I III Kaaren Lewis
662278 County Recorder
SPACE ABOVE THIS LINE FOR RECORDER'S USE
PREPARED BY AND WHEN
RECORDED MAIL TO:
Fredrikson & Byron, P.A.
Attention: Jeremy P. Duehr
200 S. Sixth Street
Suite 4000
Minneapolis, MN 55402
RECIPROCAL EASEMENT AND MAINTENANCE AGREEMENT
THIS RECIPROCAL EASEMENT AND MAINTENANCE AGREEMENT (the
"Agreement") is made and entered into to be effective on May 14 , 2018 (the
"Effective Date"), by and between Pulte Homes of Minnesota LLC, a Minnesota limited liability
company ("Pulte") and Chanhassen Gateway Place, LLC, a Minnesota limited liability company
("Gateway") (Pulte and Gateway are herein collectively referred to as "Parties," and
individually as "Party").
WITNESSETH:
WHEREAS, Gateway is the owner of the property described on Exhibit "A" attached
hereto and made a part hereof (the "Gateway Property"); and
WHEREAS, Pulte is the owner of the property described on Exhibit "B" attached hereto
and made a part hereof (the "West Park Property") (the Gateway Property and the West Park
Property are herein collectively referred to as the "Properties," and individually as the
"Property");
WHEREAS, the West Park Property and the Gateway Property are adjacent to each
other; and
WHEREAS, because of their close physical proximity to one another, the West Park
)perty and the Gateway Property are each dependent in certain respects on the ability of the
espective owners and tenants thereof and their respective contractors, consultants, guests and
invitees to access and otherwise use certain portions of each other's properties, as applicable,
from time to time; and
WHEREAS, a portion of the West Park Property, including the property upon which the
Gateway Access and Utility Easement Area are located, will be owned by West Park at Water's
Edge Townhome Association, a Minnesota nonprofit corporation ("West Park Association"), a
homeowner's association for the benefit of the owners of residential lots that will be created
within other portions of the West Park Property not owned by West Park Association (the
"Private Lots").
WHEREAS, Pulte and Gateway have agreed to grant the easements described in this
Agreement for the benefit of their respective Property and their adjacent property including the
owners, tenants, guests, licensees or invites of such Properties as described herein and restrict
their respective Properties, as hereinafter set forth.
NOW, THEREFORE, for and in consideration of the premises, easements, covenants,
conditions, restrictions, and encumbrances contained herein, the sufficiency of which is hereby
acknowledged, Pulte and Gateway agree as follows:
1. Easement for Ingress and Egress.
1_1. Access and Utility Easement Area. Gateway hereby establishes, gives,
grants and conveys to Pulte for the benefit of the West Park Property a non-exclusive,
perpetual easement over, upon, across, and along that certain portion of the Properties
(the "West Park Access Easement Area") as shown and described on Exhibit "C"
attached hereto and made a part hereof, for the purpose of vehicular and pedestrian
access, ingress and egress to Lake Susan Drive for any current or future owner of the
West Park Property, including, the Private Lots and their guests, tenants, licensees, or
invitees. In reciprocation, Pulte hereby establishes, gives, grants and conveys to
Gateway, and its future owners, for the benefit of the Gateway Property and any guests,
tenants, licensees, or invitees of the Gateway Property, a non-exclusive, perpetual
easement over, under, upon, across, and along that certain portion of the Properties (the
"Gateway Access and Utility Easement Area") as shown and described on
Exhibit "D" attached hereto and made a part hereof, for the purpose of vehicular and
pedestrian access, ingress and egress to Lake Susan Drive and installation and
maintenance of underground utilities. Collectively the West Park Access Easement Area
and Gateway Access and Utility Easement Area shall be known herein as the "Access
and Utility Easement Areas". No parking shall be allowed on the Access and Utility
Easement Areas. Neither Party shall interfere with the free flow of pedestrian and
vehicular traffic within the Access and Utility Easement Areas, except to the extent
reasonably necessary for repair and maintenance, traffic regulation and control and to
prevent a dedication thereof or the accrual of any rights to any other person therein.
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Ii r
1.2. Nature of Easements. The Parties hereby expressly understand and agree
that the non-exclusive ingress and egress easements granted in Section 1.1 are only non-
exclusive easements upon, over, under, through and across the Access and Utility
Easement Areas. Except as expressly provided herein, neither Party may alter the
location of the Access and Utility Easement Areas shown on Exhibit C or D, prior to
obtaining the written consent of the other Party, which shall not be unreasonably
withheld.
1.3. Maintenance of Access and Utility Easement Areas.
1.3.1. All costs of maintenance, snow removal, cleaning, repairs and
replacements (the "Maintenance Costs") of the driveway surface, curbs, gutters
and supporting subsurface material in the Access and Utility Easement Areas
shall be split equally between the Parties, provided that upon transfer of the West
Park Property from Pulte to West Park Association for the benefit of the owners
of Private Lots and upon West Park Association duly executing an
acknowledgement and acceptance of its responsibilities in this Agreement and
delivery of such to Gateway, West Park Association shall be solely responsible
for the portion of the Maintenance Costs attributable to the West Park Property
for the benefit of the owners of Private Lots. Each Party shall pay their share of
the Maintenance Costs, within thirty (30) days of receipt of demand for same.
1.3.2. Each Party hereby grants to the other Party a limited license to
enter the necessary areas of the Properties solely to carry out such party's
obligations hereunder.
2. Parking Lot Temporary Easement and Storm Sewer Reconfiguration.
2_1. Parking Lot. Pulte herein agrees to reconfigure a portion of Gateway's
existing parking lot within the area of Gateway's Property in accordance with the plan
sheets shown on Exhibit "E" attached hereto and made a part hereof. Pulte shall bear
the costs of such reconfiguration and agrees to indemnify, defend and hold harmless
Gateway for any and all costs, liabilities, liens or damages including reasonable
attorney's fees. Gateway hereby establishes, gives, grants and conveys to Pulte, a non-
exclusive, temporary construction easement ("Temporary Construction Easement")
over, upon, across, and along the that certain portion of the Gateway Property (the
"Temporary Construction Easement Area") as shown and described on Exhibit "F"
attached hereto and made a part hereof, for the purpose of said construction on the
parking lot for reconfiguration purposes. Upon not less than five (5) days of Gateway's
receipt of written notice from Pulte to commence the work, Pulte shall enter Gateway's
Property subject to such reasonable rules as Gateway may promulgate and conduct its
activities within the Temporary Construction Easement Area in a manner that will not
unreasonably interfere with any of the business operations being conducted on Gateway's
Property. The Temporary Construction Easement shall terminate without notice on the
earlier of, (i) a signed termination by the Parties, (ii) completion of the configuration
work, or (iii) forty-five (45) days from written notice being received by Gateway that the
work will commence.
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2.1.1. Parking Lot Reconfiguration Obligations. Pulte's
responsibilities as to the parking lot reconfiguration shall include the removal and
installation of pavement, curbing, parking space striping and initial installation of
trees,,irrigation and landscape rock in accordance with the site plans in Exhibit F
and Exhibit G. The installation of the pavement and curbing shall include
properly compacted sub -surfaces with supportable base materials and the parking
area shall drain water generally in the same manner as the existing area. Pulte
shall warrant all work related to the parking lot reconfiguration for one (1) year
after acceptance of the work by Gateway. Pulte's warranty hereunder shall be
limited to the proper installation of the materials described in this section, defects
in materials or Pulte's work, cracking or settlement, and conformance of the new
improvements to Pulte's plans and specifications. Pulte's warranty hereunder
shall not include damage resulting from use or maintenance activities, including
snow plowing, salting, or other negligent work not performed by Pulte. Gateway
shall be responsible for the maintenance of such area after construction, including,
without limitation, the maintenance of irrigation systems and other desired
landscaping within the Gateway Property.
3. Non -Exclusive Stormwater Management Easement.
3_1. Storm Sewer Easement Area. Gateway, at its sole cost and expense,
constructed a stormwater retention pond and related improvements on the West Park
Property to capture stormwater for the benefits of the Gateway Property and West Park
Property. Gateway also installed a stormwater pipe from its Property to the stormwater
retention pond within an established easement on the West Park Property. In exchange
for Gateway agreeing to modify the existing easement confining Gateway's stormwater
pipe, Pulte hereby, at its sole cost and expense, establishes, gives, grants and conveys to
Gateway for the benefit of Gateway's Property a non-exclusive, perpetual easement over,
under, upon, across, and along that certain portion of the Properties (the "Stormwater
Easement Area") as shown and described on Exhibit "H" attached hereto and made a
part hereof, for the purpose of conveying, storing and managing stormwater captured on
the Gateway Property and conveyed to the portion of the Stormwater Easement Area
located on the West Park Property and repairing and replacing infrastructure existing on
the Effective Date, as may be required or necessary from time to time. Nothing
contained herein shall be considered a grant of rights for Gateway to direct additional
stormwater to the West Park Stormwater Easement Area than that which may be directed
as of the Effective Date. Nothing contained herein shall be considered a grant of rights
for West Park Association to prohibit or alter Gateway's stormwater access to the West
Park Stormwater Easement Area. Notwithstanding any provision to the contrary,
Gateway understands and agrees that the Stormwater Easement Area contains or will
contain certain infrastructure, in addition to the stormwater ponds, pipes or filtration
areas, that is or will be owned and managed by the Association on behalf of its members.
As long as its Stormwater access is not prohibited or altered, Gateway agrees that it will
not interfere with or otherwise damage such infrastructure and shall indemnify and
defend Pulte and its successors and assigns against any damage caused by Gateway to
such infrastructure.
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3.2. Maintenance Costs. All costs of maintenance, repairs and replacements
(the "Stormwater Easement Maintenance Costs") of the following stormwater
infrastructure located in the Stormwater Easement Area shall be borne soley by Pulte,
provided that upon transfer of the West Park Property from Pulte to West Park
Association for the benefit of the owners of Private Lots, West Park Association shall be
solely responsible for the portion of the Stormwater Easement Maintenance Costs.
Notwithstanding the foregoing, Gateway shall indemnify, defend, and hold harmless
Pulte and West Park Association from all Stormwater Easement Maintenance Costs, that
result from the negligence or willful misconduct of Gateway or its employees, agents,
guests or invitees.
4. Reimbursement to Gateway. Upon execution of this Agreement, Pulte agrees to
reimburse Gateway for its time, effort and cost in an amount equal to $9,500.00 related to
entering into this Agreement. Gateway agrees this represents full and final payment related to
the negotiation of this Agreement.
5. Assignment Rights. Either Party, upon written notice to the other, may freely
assign all or any portion of its rights and duties hereunder, and with regard to Pulte, assignment
of its rights and duties hereunder to West Park Association on behalf of all members of the
Association are specifically agreed upon.
6. Default. If a Party (a "Defaulting Party") fails to perform, or fails to cause to be
performed, any of its duties or obligations under this Agreement, and such failure continues for a
period of thirty (30) days after written notice to the Defaulting Party from the other Party (a
"Curing Party") which sets forth the specific failure to comply with the terms of this
Agreement, the Curing Party shall have the right to (a) seek injunctive relief mandating
compliance and to obtain a decree specifically enforcing the performance of such obligation, the
Parties hereby acknowledging and stipulating to the inadequacy of legal remedies and the
irreparable harm which would be caused by any such breach, (b) take such action as such Curing
Party shall deem reasonably necessary to cure such default on behalf of the Defaulting Party, or
(c) relief by any and all other available legal and equitable remedies from the consequences of
such breach. The Defaulting Party shall pay the Curing Party any reasonable amounts so
expended to correct such default (including reasonable attorneys' fees) together with interest at
the rate of twelve percent (12%) per annum or the maximum non -usurious rate of interest
permitted by applicable law, whichever is less. If such costs and expenses are not paid within
thirty (30) days after the Defaulting Party's receipt of such notice, the Curing Party shall have
the right, but not the obligation, to record a notice of lien in the Office of the County Recorder of
Carver County, Minnesota and such costs or expenses shall constitute a lien (subordinate to each
prior mortgage and subordinate to purchase money debt) against the Defaulting Party's Property
or interest therein, until paid; provided, however, that the Curing Party shall have delivered to the
Defaulting Party a written notice notifying the Defaulting Party that the Curing Party intends to
file a lien within ten (10) days prior to filing such lien. The Curing Party may bring an action to
recover a money judgment for the unpaid amounts owed by the Defaulting Party. In the event
any judgment is awarded to the Curing Party, the Defaulting Party shall pay to the Curing Party
any reasonable attorneys' fees incurred by the Curing Party in such proceedings.
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Notwithstanding anything to the contrary herein, in no event shall this Agreement
terminate, or be permitted to be terminated, as a result of a default. The right to cure described
above shall not be exercised if within the thirty (30) day notice period (i) the Defaulting Party
cures the default, or (ii) if the default is curable, but cannot reasonably be cured within the 30
day period, and the Defaulting Party begins to cure such default within such time period and
diligently pursues such action to completion. The thirty (30) day notice period shall not be
required if, using good -faith, reasonable judgment, the Curing Party deems that an emergency
exists which requires immediate attention to prevent imminent damage to property or injury to
persons. In the event of such an emergency, the Curing Party may with such notice as may be
reasonably possible or appropriate under the circumstances, cure any such default and thereafter
shall be entitled to the benefits of this Section. The Curing Party shall indemnify, defend, and
hold harmless the Defaulting Party from all losses, liens, liabilities, claims of third parties, costs
and expenses (including reasonable attorneys' fees) incurred in connection with the exercise of
such right and shall maintain the insurance required to be maintained pursuant to the provisions
of this Agreement.
Each Party hereby grants to the other Party the temporary right to enter onto such Party's
Property for the purpose of performing the obligations and taking any necessary actions
described in and contemplated by this Section, provided that such Party shall not unreasonably
interfere with the -business operations of any tenant or occupant of the Property in connection
therewith and shall repair any damages to such Property resulting from such entry.
7. Mechanic's Lien. In the event any mechanic's lien is recorded against the
Property of one Party as a result of services performed or materials furnished for the use of
another Party, the Party permitting or causing such lien to be so recorded agrees to cause such
lien to be discharged within thirty (30) days after recording. Notwithstanding the foregoing,
upon request of the Party whose Property is subject to such lien, the Party permitting or causing
such lien to be recorded agrees to cause such lien to be released and discharged of record, either
by paying the indebtedness which gave rise to such lien or by posting bond or other security as
shall be required by the Party whose Property is subject to such lien, within ten (10) days after
notice thereof. Nothing herein shall prevent the Party permitting or causing such lien to be
recorded from contesting the validity thereof in any manner such Party chooses so long as such
contest is pursued with reasonable diligence and such Party posts a bond or other security as
reasonably required by the Party whose Property is subject to such lien. In the event such contest
is determined adversely (allowing for appeal to the highest appellate court), such Party shall
promptly pay in full the required amount, together with any interest, penalties, costs, or other
charges necessary to release such lien of record. The Party permitting or causing such lien
agrees to defend, protect, indemnify and hold harmless the other Party, its lenders and its
Property from and against all claims and demands, including any action or proceeding brought
thereon, and all costs, losses, expenses and liabilities of any kind relating thereto, including
reasonable attorneys' fees and cost of suit, arising out of or resulting from such lien.
8. No Waiver. No delay or omission of any Party in the exercise of any right
accruing upon any default of any other Party shall impair such right or be construed to be a
waiver thereof, and every such right may be exercised at any time during the continuance of such
default. A waiver by any Party of a breach of, or a default in, any of the terms and conditions of
this Agreement by any other Party shall not be construed to be a waiver of any subsequent
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breach of or default in the same or any other provision of this Agreement. Except as otherwise
specifically provided in this Agreement, (a) no remedy provided in this Agreement shall be
exclusive but each shall be cumulative with all other remedies provided in this Agreement, and
(b) all remedies at law or in equity shall be available.
9. Attorneys' Fees. In the event any legal action or proceeding for the enforcement
of any right or obligations herein contained is commenced, the prevailing party in such action or
proceeding shall be entitled to recover its actual costs and reasonable attorneys' fees incurred in
the preparation and prosecution of such action or proceeding.
10. No Partnership. This Agreement shall not create an association, partnership, joint
venture or principal and agency relationship between the Parties.
11. Minimization of Interference. The Parties shall use reasonable efforts at all times
during the term hereof not to interfere with the construction, conduct of and operation of the
businesses being conducted on the West Park Property or the Gateway Property, as applicable.
12. Eminent Domain. Nothing in this Agreement shall be construed to give any party
an interest in any award or payment made to the other Party in connection with any exercise of
eminent domain or transfer in lieu thereof affecting the other Party's Property. The award or
payment attributable to the Property owned in fee simple by one Party shall be payable only to
such Party and no claim thereon shall be made by the other Party; provided, however, that such
other Party may file collateral claims with the condemning authority over and above the value of
the land area and improvements so taken if such collateral claims do not diminish the amount
recoverable by the Party of the Property taken.
13. Covenants Runniny, With Land. The easements, rights, obligations, provisions
and restrictions contained within this Agreement shall be covenants and conditions running with
the land and shall inure to the benefit of and be binding upon and enforceable against each Party
and each Party's respective successors and assigns, including but without limitation, all
subsequent owners, successors and assigns, of the West Park Property and the Gateway Property
and all persons claiming under them.
14. Liens and Encumbrances. Except for the rights held by those parties consenting
to this Agreement, Gateway represents that there are no recorded or unrecorded liens,
encumbrances, leases (not including, leases for tenant's in apartment buildings on the Gateway
Property), mortgages, security interests or other exceptions (collectively, "Liens") to Gateway's
fee title ownership of the Gateway Property or to Gateway's right, title or interest in the Property.
Gateway shall fully cooperate and assist Pulte in obtaining consent to the granting of the
easements on the West Park Easement Area from each party that holds rights (recorded or
unrecorded) that might interfere with Pulte's (West Park Association's, or any current or future
owners of the West Park Property) rights under this Agreement. The parties consenting to this
Agreement hereby agree that it shall not disturb Pulte's (West Park Association's, or any current
or future owners of the West Park Property) possession or rights under this Agreement or
terminate the easements granted hereunder so long as Gateway is not entitled to terminate this
Agreement under the provisions hereof.
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15. Final Agreement; Amendment. This Agreement supersedes all agreements
previously made between the Parties relating to its subject matter and there are no other
understandings or agreements, oral or written, between the Parties which are related to the
subject matter described herein. The Parties hereto understand and acknowledge that this
Agreement supersedes in all respects that certain unrecorded Driveway Easement Agreement
dated June 14`n, 2006 by and between Gateway and Gateway Development, LLC, a Minnesota
limited liability company, as predecessor in interest to Pulte, (the "Old Driveway Easement").
The Old Driveway Easement is hereby terminated by the Parties and shall be of no force and
effect. This Agreement may only be amended in writing signed by both Parties.
16. Disclaimer of Derivative Rights. No consent to the modification, from time to
time, or termination of the provisions of this Agreement shall ever be required of any tenant,
licensee or concessionaire as to any portion of either the West Park Property or the Gateway
Property; nor shall any such tenant, licensee or concessionaire or any employee, customer or
business invitee of same, have any right to enforce any of the provisions herein.
17. Insurance. Each Party shall maintain standard commercial general liability
insurance covering such Party's use of the applicable easement area(s), including contractual
liability insurance for the liability of such Parry assumed under the indemnification provisions of
this Agreement, covering claims for bodily injury and property damage, in commercially reasonable
amounts (but initially not less than $1,000,000 combined single limit coverage with a $2,000,000
general aggregate limit), and upon request shall provide the other Party with written evidence
thereof.
18. Indemnifications. With regard to the use of the Access and Utility Easement
Areas, each Party shall indemnify, defend and hold the other Party and its tenants, contractors,
officers, representatives, agents, affiliates, subtenants, occupants, members or licensees harmless
from and against all liabilities, claims, losses, injuries to persons and property and damages of
every nature and kind, including, without limitation, all reasonable legal fees, arising out of or
related to the negligence or willful misconduct of such Party or its authorized agents, officers,
affiliates, representatives, contractors, employees, tenants, occupants, members, licensees, and/or
invitees in connection with the exercise of their rights hereunder.
19. Notices. All notices, demands, statements and requests required or permitted to
be given under this Agreement must be in writing and shall be deemed to have been properly
given or served, whether received or not, (i) three (3) days following the deposit of such notice in
the U.S. Mail, postage prepaid and registered or certified mail, return receipt requested,
addressed to the appropriate party (ii) one (1) day following the date of deposit of such notice
with Federal Express or other reputable, comparable overnight delivery service, addressed to the
appropriate party or (iii) when sent by facsimile or electronic (e-mail) transmission during
normal business hours (i.e., 8:00 a.m. to 6:00 p.m., Monday through Friday), if such transmission
is immediately followed by any of the other methods for giving notice. Either Party may change
its address for notice at any time or from time to time by notification in writing delivered to the
other party. In all cases notices shall be addressed to the parties at their respective addresses as
follows:
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To Pulte: Pulte Homes of Minnesota LLC
7500 Flying Cloud Drive, Suite 670
Eden Prairie, MN 55344
Attn: Eric Padget, Vice President of Land
Phone: 952-229-0721
Email: eric.padget@pultegroup.com
With a copy to: Fredrikson & Byron, P.A.
200 South Sixth Street, Suite 4000
Minneapolis, MN 55402
Attn: Jeremy P. Duehr
Phone: 612-492-7413
Email: jduehr@fredlaw.com
To Gateway: Chanhassen Gateway Place, LLC
36592 188th Avenue
Avon, MN 56310
Attn: Jamie Thelen, Chief Manager
Telephone: 320-267-3922
Email: jjthelen@sandcompanies.com
With a copy to: James W. Sand
32276 Narnia Lane
Avon, MN 56310
Phone: 320-260-9661
20. Permitted Encumbrances. The easements granted herein are subject to all existing
covenants, agreements, easements, encumbrances and restrictions of record in the real property
records of Carver County, Minnesota to the extent the same are valid and existing and affect the
Properties including without limitation that certain Common Interest Community Number 155
(Planned Community) West Park at Water's Edge Townhomes Declaration dated September 22,
2017 and recorded in Carver County records on September 22, 2017 as Doc. No. A652209, as
amended (the "Declaration").
21. Singular and Plural. Whenever required by the context of this Agreement, the
singular shall include the plural, and vice versa, and the masculine shall include the feminine and
neuter genders and vice versa.
22. Counterparts. This Agreement may be executed in several counterparts, each of
which shall be deemed an original.
23. Not a Public Dedication. Nothing herein contained shall be deemed to be a gift or
dedication of any portion of any Property to the general public or to any governmental body or
agency, or for the general public or for any public use or purpose whatsoever; it being the
intention and understanding of the Parties that this Agreement shall be strictly limited to and for
G:
the purposes herein expressed solely for the private benefit of the Parties and their respective
tenants, occupants, invitees, contractors, agents, licensees, successors and assigns, including,
without limitation, West Park Association. Upon obtaining written consent of each Party, a
Party may dedicate all or any part of the streets or roads within its Property to an appropriate
governmental entity, the effect of which would create a public street or road with maintenance
and repair responsibilities transferring to the City of Chanhassen or other governmental entity.
No person or entity other than a Party, the West Park Association or the owner of a Private Lot
shall be a beneficiary of or have any right to enforce all or any part of this Agreement or consent
to any amendment, modification or termination of this Agreement.
24. Severability. Invalidation of any of the provisions contained in this Agreement,
or of the application thereof shall in no way affect any other provisions hereof or the application
thereof to any other Party and the same shall remain in full force and effect.
25. Agreement Shall Continue Notwithstanding Breach. It is expressly agreed that
any breach of this Agreement shall not entitle the non -breaching Party to cancel, rescind or
otherwise terminate this Agreement. However, such limitation shall not affect in any manner
any other rights or remedies, at law or in equity, which such Party may have hereunder by reason
of any such breach.
26. Time. Time is of the essence of this Agreement and each and every provision
hereof.
27. Governing Law. This Agreement shall be construed in accordance with and
governed by the laws of the State of Minnesota.
28. Authority. Pulte and Gateway each warrant and represent to the other that, as of
the date of the execution of this Agreement, each has the authority to execute this Agreement,
and this Agreement shall be binding on the Parties in accordance with its terms.
29. Taxes. Pulte and Gateway covenant and agree to make payment timely of all real
estate taxes and assessments affecting their respective Property, subject only to the right to defer
payment in a manner provided by law and/or in connection with a bona fide contest of such taxes
or assessments, so long as the rights of the other Party shall not be jeopardized by the deferring
of payment.
30. Termination. Except to the extent provided otherwise herein, the easements,
agreements, terms and conditions hereby created may be rescinded, destroyed and terminated, in
whole or in part, only by instrument(s) in writing purporting to rescind, destroy or terminate
them, executed and acknowledged in the manner suitable for recording by all of the then -record
owners of the West Park Property and the Gateway Property, respectively, and all of the lien
holders owning and holding liens or security interests in said benefited parcels. Any
instrument(s) of rescission, termination or destruction described in this Section, to be fully
effective, must be filed for record in the Office of County Recorder of Carver County,
Minnesota.
31. Subordination. The liens of any mortgage loans or deeds of trust now or hereafter
obtained by a Party secured in whole or in part by any part of a Property shall be subordinate to
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this Agreement, and the Party whose Property is burdened by such liens shall cause the liens to
be so subordinated promptly upon the execution of this Agreement.
32. Limitation on Damages. Notwithstanding anything in this Agreement to the
contrary, in no event will any Party be liable for any consequential, punitive, loss of business or
profits or special damages arising out of the breach of this Agreement or the exercise of the
rights granted herein.
33. Further Assurances. The Parties agree to cooperate with the other party to carry
out the intent of this Agreement, including without limitation giving any consent to assignment
of all or a portion of this Agreement to a future owner of all or a portion of the Property
encumbered by this Agreement.
(Remainder of Page Intentionally Left Blank; Signatures Begin on the Following Page.)
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IN WITNESS WHEREOF, the Parties have caused this Agreement to be executed the
day, month and year first above written.
Pulte:
PULTE HOMES OF MINNESOTA LLC
By:
Name:
Title:
STATE OF M t M N I E -'kr a)
) ss.
COUNTY OF khc—W M EPt �4 )
This instrument was acknowledged before me on M 1� `j�) , 2018 by
t-glc Rfkj>E3R-r , the VP 6-f-- LPNi*�> of Pulte Homes of Minnesota LLC, a Minnesota
limited liability company, on behalf of said limited liability company.
JENNIFER LYNNE M:2021
ANN
a►`j ;' Nolary
[notarial seal] /���.,T Minne
14? My CommissNo
P bli in (qAr said County and State
t; Jan 31
My commission expires: Print Name of Notary:
JANUA-A'l 3t,2-02-1
(Signatures continue on following page)
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Gateway:
Chanhassen Gateway Place, LLC
e: J Thelen
Title: Chief Manager of the Managing Member
STATE OF MINNESOTA )
ss.
COUNTY OF STEARNS )
This instrument was acknowledged before me on May 2, 2018 by Jamie J. Thelen, the
Chief Manager of Augusta Ventures, LLC, the Managing Member for Chanhassen Gateway
Place, LLC, a Minnesota limited liability company, on behalf of said company.
SARAH B. METERS �-
fc }pg�BLIC • MINNESOTA T>2.18A
2022 �
My Comm. Exp. Jan. 31, Notary Public in and for said County and State
My commission expires: Print Name of Notary: �ah
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CONSENT OF LIENHOLDER
Minnesota Housing Finance Agency, a public body corporate and politic of the State of
Minnesota (the "Lienholder"), the owner and holder of a lien or liens upon the Gateway Property,
consents to Gateway's execution of this Agreement and hereby agrees that it shall not disturb Pulte's
(West Park Association's, or any current or future owners of the West Park Property) possession or rights
under this Agreement or terminate the easements granted hereunder so long as Gateway is not entitled to
terminate this Agreement under the provisions hereof.
LIENHOLDER:
MINNESOTA HOUSING FINANCE AGENCY,
a public body corporate and politic of the State of
Minnesota
By:
Wesley J. Butler
Assistant Commissioner, Multifamily
STATE OF MINNESOTA )
ss.
COUNTY OF RAMSEY )
The foregoing instrument was acknowledged before me this 25th day of April, 2018, by
Wesley J. Butler, Assistant Commissioner, Multifam' y of the Minnes a Housing Finance
Agency, on behalf of the agency
Notary Public
STACIE LYNN BROOKS
Notary Publlo-Minnesote
f My Cortrrdulon Expkra Jen st, 4021
14
CONSENT OF MORTGAGE HOLDER
RECIPROCAL EASEMENT AND MAINTENANCE AGREEMENT
(Between Pulte Homes of Minnesota LLC and Chanhassen Gateway Place, LLC)
CITY OF CHANHASSEN, a Minnesota municipal corporation, (the Mortgage Holder), the
owner and holder of a mortgage upon the Gateway Property, consents to Gateway's execution of this
Agreement and hereby agrees that it shall not disturb Pulte's (West Park's, or any current or future owners
of the West Park Property) possession or rights under this Agreement or terminate the easements granted
hereunder so long as Gateway is not entitled to terminate this Agreement under the provisions hereof.
CITY OF CHANHASSEN
By: C
Denn aufenb ger, Mayor
THE STATE OF MINNESOTA)
) SS
COUNTY OF CARVER )
The foregoing instrument was acknowledged before me this day of
2018, by Denny Laufenburger, the Mayor of the City of Chanhassen, a Minnesota inunicipal
corporation, on behalf of the corporation and pursuant to the authority granted by its City Council.
197592v2
Notary Publi
JENNIFER ANN POTTER
E Notary Public -Minnesota
!,w My Commlcdon Expir" Jin 31, 2020
EXHIBIT "A"
Legal Description of Gateway Property
Lot 1, Block 2, Gateway North, Carver County, Minnesota, according to the recorded plat
thereof.
A-1
EXHIBIT "B"
Legal Description of West Park Property
Outlot G, West Park, Carver County, Minnesota, according to the recorded plat thereof.
Los
EXHIBIT "C"
Legal Description and Depiction of the West Park Access Easement Area
Ile
s = - NW 'LY LINE LOT 1
r, ;%
MOST VY."LY"CORNER LOT I-:`�_-i':
i
1 Na a I3 C.13 r%
D
i L 1 _
5 p p p L I 1 $ e :' ,
—R-3
—JOT M Z
� . } ` 1189..59 53 E
k �1 w 3.061}
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co
LEGAL OESCRlPTlONFORWESTPARKACCESSEASEMENT AREA
All that port of Lot 1, Black 2, GATEWAY NORTH, Carver County, Minnesota, lying
northerly and westerly of the following described line:
Commencing at the most westerly comer of sold Lot h thence South 45
degrees 00 minutes 07 seconds East, assumed bearing along the westerly line
of sold Lot L a distance of 51.00 feet; thence South 00 degrees 00 minutes
07 seconds East 27.73 feet to the point of beginning; thence North 89
degrees 59 minutes 53 seconds East 306 feet; thence North 00 degrees 00
minutes 07 seconds West 92.2J feet to the northwesterly line of said Lot !,
and said line there terminating.
0 15
30
60
N
SCALE
IN
FEET
D"irr4r.Ohl-War.
100199
asp
EXHIBIT C -WEST PARK ACCESS EASEMENT AREA
Allis t Englnewkg, Inc.
233PelkAve S.Sts 300
ASnnespolie, MN 55415
D" N--
D— Or
AccESSMSSWFNr
orf
LOT 1, BLOCK 2, GATEWAY NORTH, CARVER COUNTY, MINNESOTA
CHANHASSEN, MINNESOTA
513.758.3080 w N
61
oue:
st.c
rnrla
1' -aa
alliaee8 .c
www.911iantanc.com
101
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EXHIBIT "D"
Leaal Description and Depiction of the Gateway Access and Utility Easement Area
..�-
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i
ar
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r.
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L=31109-
C.Brg-N60 29,34
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--------------
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_• . 6.11 e! 3
ALL
~
NORTH LINE
Naz o
K Y
L.1157-1 i 89°69'53"W
24.78..
r LU - }
f a r r -e- n � e -I- �i 1 Fj3®°y�7'10'lA_ e' '
r r� r r r ter r+ 3.60
r ✓
IML DESOWTM OR CAT£WAY ACCM E MMENT AIWA
AY Not part of 0 tkt M WUr PAft occordihp to the rocarded prat thereof,
Gbrk'er OXMrAAK lfA 04**tc4 dee VN# ae faYoes:
8edanlikrg of IN rnoal na tharfY corner of said OvHaf Ot lh[rrae South 45
dgroaa 00 mhufer 07 swmde East; orarvr»d boarkap dcnlr the rosterty Me
of void OuMof CA a dktowA of I= to an angle pand there Sw?h 00
ale9nrea go mhutN 07 tow, a ros, elong acid e40WY Oa J1z04 that;
lhdnca Nwfh Ja dogmas J'7 ntbuW (0 aacendrr W4ar J60 feet,, (hs.+lca Sau(h
e9 doWe" 59 nhimin 5J secaaids Weal 24.70 feat£ the" Nwfh 00 der"#
00 mkwtaa 07 sacaode West 30.92 feat theme: North 38 degaes V mAwfw
10 seconds W4esl A148 feet' fti nce south 0 dogmas M muhufsaa 54 secondi
Wwwr 22.x Met (hear:+ North J7 degrees 40 ntftW 21 second* Wer( 601
feet w foe w44 9no of said Uuvof C, rbswce nofNiaes(srlY J409 fest doog a
nes-jo Vwfkl aarw cancow to live northwest honbt® a radba of 3W.00 feat,
a central vVe of 5 mess 05 mkmtes 2) seconds, and a chord that bear:
Morth bra de9reee T4 A%AN;s X socand>! €ar(, to Noe paha of heghn*h3
0 15
30
60
SCALE
IN
FEET
dxlerft
rAftWW.
r,niw
sea
EXHIBIT Q - GATEWAY ACCESS EASEMENT AREA
MrA E41"rol Im.
PIHN DKjneain➢..kw
NPoo0.AKWNDMIS
awU-w
WWMK
axras rrsrser
war
OUn= G. WEST PARK, CARVER COUNTY, )ANNUOTA
CHANHA58EN, MIWESMA
atr,M KW ram
4& "o-.740"1- FAX
rrmrsllen4tonem
D-1
EXHIBIT "E"
Parking Lot Reconfiguration Site Plan
V V / \ I
\\ I V \ l I \ I I I
f -
1 h
4 V L- S / I
PROPOSED%B612
r A` r I / ti � 1 CURB AND GUTTER,":
` I /-1 ; I
REMOVE
CURB A
�.,
PROPOSED PARKING STF#IPE
REMOVE EX BIT PAVEMENT
I L
0 15 30 60
SCALE IN FEET N
n+V^fig a,ule�gi
I`°IN MPR EXHIBIT E
°Npf°"g :I"
PARIdNGLOTRECONFIGURATION
APAq�fWWru GATEWAYNORTH, BLOCK2, LOT 1, CARVERCOUNTY, MINNESOTA
mw CHANHASSEN,MINNESOTA
IA1718 =-
E-1
Aftnt Englneefing, Inc.
46 M3 Park Ave S, ft 30D
MtlnoWdl% MN 66415
612766' DM MAIN
61275&30N FAX
vN/vIMilent-ino.cGln
EXHIBIT "F"
Temporary Construction Easement Area
A!/ i
0 15 30 60
SCALE IN FEET N
D -Q. HAx O—o sl':
' TEMPORARY
CONSTRUCTION
EASEMENT AREA
twiga mm EXHIBIT F
Zwga &wn4t TEMPORARY CONSTRUCTION EASEMENT AREA
APAW�'!`W Eu GATEWAY NORTH, BLOCK 2, LOT 1, CARVER COUNTY, MINNESOTA
°w.. S-14--1 CHANHASSEN, MINNESOTA
telie 1'=ta
iUSSnt Ei glnwdna, Inc.
233 PS*AvS S, SN 300
MlnroWmia, MN 5505
Mt x.7511.' M Aww
51$750 -SM FAX
wwwatknt4nom m
1,
I
A i\ r 1 —I— I I
I
F- % /A1 AF- < K
TEMPORARY
CONSTRUCTION `
LIMITS,.'
IMITS,
A!/ i
0 15 30 60
SCALE IN FEET N
D -Q. HAx O—o sl':
' TEMPORARY
CONSTRUCTION
EASEMENT AREA
twiga mm EXHIBIT F
Zwga &wn4t TEMPORARY CONSTRUCTION EASEMENT AREA
APAW�'!`W Eu GATEWAY NORTH, BLOCK 2, LOT 1, CARVER COUNTY, MINNESOTA
°w.. S-14--1 CHANHASSEN, MINNESOTA
telie 1'=ta
iUSSnt Ei glnwdna, Inc.
233 PS*AvS S, SN 300
MlnroWmia, MN 5505
Mt x.7511.' M Aww
51$750 -SM FAX
wwwatknt4nom m
r
EXHIBIT "G"
Parking Lot Landscaping Plan
F-2
EXHIBIT "H"
Stormwater Manazement Easement
.M 1A
5,
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a°`'g
7
JA aO
'OT
G 30 60 120
SCALE IN FEET
1z"NO'an
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thmutell
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drgvm W mAw W 07 secomo's ftst osxwmmd bwhWq along As saxWy Me
of said OUMat a a dstance of 62t2) feet to the plat at beomhiW ffimcs
South 48 da"s 47 mAwreff 27 seconds Wert 45.45 Awl; theme South 50
dagwas 32 MAW(w 08 see* -,ds West W.50 Let;. theme math 56 dWWs (Y
mhufm 02 second West 9281 &of,, Owca South 64 degrass 55 mkwf*j M
me ads Wait 446.49 test; theme Sbuth 70 oligreas 25 mkwles 40 seconds
Mwe 9.66 Leo• thane North 45 dogreas 58 mbwtas 52 secomb West 155.-W
imwf,, thaws Sbu th W dogriws 58 mkwtas 27 secards Wert 1241 feet to 00
mw( witw0y west lkm of said Wbt 0, and said the thars termhatkag
WRI— AlkdEeVkwwe.
M031T H . MRIVIWATEFIMMAGEMarr FASEIVIEUT, =Pfth
"An*%BW3W
an*— C—dv.Mhw*ok MR a4is
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ae, Mft M*fWWTA SW0,40W rm
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%ffMft&Wfff* awsouftrqofthe
CommancAW of the most eastaly cffaar of sad OuMat 0 Ounce Abrth 45
drgvm W mAw W 07 secomo's ftst osxwmmd bwhWq along As saxWy Me
of said OUMat a a dstance of 62t2) feet to the plat at beomhiW ffimcs
South 48 da"s 47 mAwreff 27 seconds Wert 45.45 Awl; theme South 50
dagwas 32 MAW(w 08 see* -,ds West W.50 Let;. theme math 56 dWWs (Y
mhufm 02 second West 9281 &of,, Owca South 64 degrass 55 mkwf*j M
me ads Wait 446.49 test; theme Sbuth 70 oligreas 25 mkwles 40 seconds
Mwe 9.66 Leo• thane North 45 dogreas 58 mbwtas 52 secomb West 155.-W
imwf,, thaws Sbu th W dogriws 58 mkwtas 27 secards Wert 1241 feet to 00
mw( witw0y west lkm of said Wbt 0, and said the thars termhatkag
WRI— AlkdEeVkwwe.
M031T H . MRIVIWATEFIMMAGEMarr FASEIVIEUT, =Pfth
"An*%BW3W
an*— C—dv.Mhw*ok MR a4is
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5= arsWEST PARK SEMNO ADOMON, CAR%ER COUNN, CHMHAMER W2704M rah
ae, Mft M*fWWTA SW0,40W rm
prwu. [..*t - AmAileu"
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