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HomeMy WebLinkAboutMPG 5-1-01 Draft - - ' .: . Draft 5/1/01 84) CITY OF ORONO 4 9p HENNEPINT COUNTY,MINESOTA PLANNED UNIT DEVELOPMENT NO. 2 AGREEMENT FOR (Name of Development) Orono Ambar, LLC., a Minnesota Corporation (Name of Developer) THIS AGREEMENT,made and entered into this day of , 2001,by and between the City of Orono, a municipal corporation organized and existing under the laws of the State of Minnesota(hereinafter called "City"), and Orono Ambar, LLC, a Minnesota Corporation, its heirs, successors and assigns (hereinafter called "Developer"). WITNESSETH: WHEREAS, the Developer has made application to the City Council for approval of a Planned Unit Development rezoning application(PUD)including a comprehensive plan amendment, subdivision to create two buildable lots, and commercial site plan review, for the purpose of developing a 62-unit Senior Housing residential building and a 25,000 s.£ Professional Office building; and WHEREAS,the Senior Housing component of the development meets the goals established by the City of Orono for provision of lifecycle and affordable housing for residents 62 years of age and older; and WHEREAS, the City of Orono has adopted a development program and tax increment financing plan to finance a portion of the development costs for the Senior Housing component of the development; and WHEREAS, the City of Orono has created and established a Tax Increment Financing District (the "TIF District") pursuant to the authority granted by Minnesota Statutes; and Page 1 of 16 , w 4 WHEREAS, on March 12, 2001 the City Council granted Concept Plan Ap: ,• a r development of a 62-unit building for senior housing use (the "Senior Housing Building" 25,000 s.f.general office building(the"Office Building")per Resolution No.4619,on the conditi that the Developer enter into this agreement to provide for conformance with the City's Planned Unit Development(PUD)ordinances,to provide for the installation and maintenance of improvements, and to establish and document the conditions of approval for the Tax Increment Financing (TIF) associated with the development. NOW, THEREFORE, in consideration of the premises, and of the actual promises and conditions hereinafter contained, it is hereby agreed as follows: A. General Terms and Conditions 1. Property Description. Outlot F, Sugar Woods (being re-platted as Lots 1 and 2, Block 1, Orono Woods Addition,Hennepin County,Minnesota)according to the plat thereof on file in the office of the Registrar of Titles of Hennepin County, Minnesota (sometimes herein referred to as the "Property"). 2. Zoning. The property is (will be)rezoned as a Planned Unit Development under the Orono planned unit development ordinance with underlying B-6 zoning for Lot 1 (Office Building) and underlying RPUD zoning for Lot 2 (Senior Housing Building). 3. Permitted Uses. Within Lot 1 the only permitted principal structure is the 25,000 gross s.f., 2 story office building with underground parking in the basement level and additional surface parking as depicted in the site plan (attached hereto as Exhibit A) and construction plan (attached hereto as Exhibit B). The permitted use of the office building is general office uses which may include business and professional offices of a general nature, and may include a clinic for human care on an outpatient basis only. The office building shall not be used for general retail use,except that retail uses customarily accessory to the general office use may occur in no more than twenty percent (20%) of the office building gross floor area. Other uses shall not be allowed except by amendment of this PUD agreement. Within Lot 2 the only permitted principal structure is the 3-story 62-unit Senior Housing Building with underground parking in the basement level and additional surface parking as depicted in the site plan (Exhibit A) and construction plan (Exhibit C). This building is to be used solely for Senior Housing under the terms of this agreement. Page 2 of 16 is, , IPWithin Lots 1 and 2 the only accessory structures allowed shall include: a)Trash enclosur- attached to the principal structures, constructed of materials comparable to and compatible frwith those of the principal structure; and b) Monument identification signs subject to approval by the City Council. Within Lot 2, an accessory recreational structure such as a gazebo shall be allowed subject to City Council approval of the design,size and location but without the need to amend this PUD agreement. No other accessory structures are permitted except by amendment of this agreement. Users shall be obligated to conform to all applicable Orono ordinances and to the provisions of this PUD agreement. The foregoing uses are permitted pursuant to this PUD agreement. 4. Site Access. Internal circulation for Lots 1 and 2 shall be via a new private road to be developed within Lots 1 and 2. The private road shall serve the uses for both Lots 1 and 2. The easterly access point for the private road shall be at Brown Road North per the site plan attached as Exhibit A.The easterly access point shall allow full entrance and exit movements to North Brown Road. A single direct access to Highway 12 shall be developed at a location approximately 500 feet west of the intersection of Brown Road and Highway 12. This direct access shall be restricted to westbound right-in/right-out turning movements, and shall be subject to MnDOT design approval. A third access point located near the northwest corner of Lot 1 shall provide for future access to a future public road which may be constructed within Outlot D, Sugar Woods. At such time that a public road is constructed within said Outlot D, the City shall have the right to connect such public road to the internal road system within Lots 1 and 2 for the purpose of providing additional ingress/egress options for Lots 1 and 2 as well as provide ingress/egress options for properties west of Lot 1. The Developer shall grant to the City public road, drainage and utilities easements over the private road corridor including all surface parking areas,in order that future public use of the roadways is ensured in the event that a future connection to the west is established. Developer shall grant cross easements between Lots 1 and 2 to ensure full use of the internal private road system until such time that the City exercises its easement rights to convert all or a portion of the internal road system to a public road status. It is specifically agreed that the City is not obligated to maintain the private internal road system until such time that the City chooses to convert the internal road system to a public road, and construction of an Page 3 of 16 O access connection to a public road in Outlot D, Sugar Woods shall not automatica terminate the private road status of the internal road system. Off-site access improvements that are the responsibility of the developer shall include establishment of the right-in/right-out access curbing for the southerly access.Any turn-lane or acceleration lane improvements or re-striping that may be required by MnDOT for that access shall be the responsibility of the City. Other off-site access improvements that will be the responsibility of the City shall include establishment of the semaphore and related improvements at the intersection of Brown Road North and Highway 12 5. Building Design and Construction. The buildings on Lots 1 and 2 shall be constructed according to the plans on file with the City. On Lot 1, the plans indicate a two story office building with parking on the basement level. The second story is set back from the first story at the north end of the building to reduce impacts to the residential neighborhood to the north. Windows are also minimized on the north end of the office building to reduce impacts on neighboring properties. The roof is a standard shingle hip roof with pitch established at _:1 to minimize the impacts of building height. The exterior of the office building shall be of . Any accessory structures.on Lot 1, if approved, shall be of the same exterior finish and colors as the office building. On Lot 2, the plans indicate a 2-3 story, 62-unit senior housing apartment building with parking on the basement level. The westerly 2/3 of the building is 3 stories in height, the easterly 1/3 is 2 stories in height. The building has a standard shingle hip roof system at an established pitch of :1 to minimize the impacts of building height. The exterior of the senior housing apartment building on Lot 2 shall be of .Any accessory structures on Lot 2,if approved, shall be of the same exterior finish and colors as the senior housing apartment building. Construction of the buildings on Lots 1 and 2 shall be in conformance with the building codes and regulations adopted by the City of Orono. Any changes to the gross square footage,footprint/wall/roof dimensions,defined building height or number of dwelling units shall require a prior amendment to this Agreement. 6. Landscaping. The landscaping plan attached to this Agreement as Exhibit shall be strictly adhered to. Within Lot 1,the Developer shall establish suitable vegetative screening along the northerly boundary of the property sufficient to substantially block direct view of most vehicle headlights from the adjoining Sugar Woods residential properties. Within Lots Page 4 of 16 4°40 1 and 2,the Developer shall provide vegetative screening within the defined rear yards of the*If‘p' office building and senior housing apartment building to minimize the visual impact on the adjoining residential properties. Within Lots 1 and 2, Developer shall minimize to the greatest extent possible the removal of existing trees and vegetation along the perimeters of the property, and where feasible shall retain existing trees along the southerly boundary during construction until their removal is necessary to complete the approved landscape plan. The construction limits shall be clearly marked with adequate fencing to prevent construction damage or disturbance of any trees and vegetation outside of the defined construction limits. Retaining walls to be constructed on Lots 1 and 2 as shown on the approved plans shall be of decorative concrete keystone-type block construction of an earthtone color and shall be limited in height and length to the extent necessary to accomplish their intended purpose. 7. Lighting. Site lighting shall adhere to the approved lighting plan attached hereto as Exhibit . All lighting fixtures shall be located and constructed so as to direct light away from the adjacent residential neighborhood. 8. Signage: Signage on the site shall be limited to the required traffic control signage, and to monument signs provided by the developer at each entrance to the site. The signage shall be limited to a company or development name and/or logo and street address on the monument signs. Final design/materials of monument signage shall be subject to approval by the City Council. Parking and traffic control signage shall be installed subject to City staff and City Engineer approval, including required stop signs within the parking lots and service drive to ensure safety of pedestrians in parking areas and crossing points. B. Installation and Maintenance of Improvements 9. Improvements: In accordance with the policies and ordinances of the City, the following described public or private improvements (hereinafter collectively called the "Improvements")shall be constructed and installed and installed according to the terms and conditions contained in this PUD Agreement: A. Site grading, including retaining walls and all necessary erosion control measures (hereinafter called "site grading improvements"); B. Private roadways and driveways, curb and gutter, parking lots, sidewalks and necessary traffic control signage (hereinafter called "site road improvements"); • Page 5 of 16 4P4el C. Storm sewer facilities (hereinafter called "stormwater improvements"); q D. Sanitary sewer and water lines and facilities (hereinafter called "sewer and water improvements"); E. Underground natural gas, electric, cable and telephone service to be arranged by Developer with the utility companies involved (hereinafter called "utility improvements"); F. Certain landscaping and site revegetation improvements (hereinafter called "landscaping improvements"). G. Any additional improvements listed within the Site Improvements Cost Estimate attached hereto as Exhibit 10. Construction Plans: The following described detailed plans and specifications for the complete installation of the Improvements shall be submitted by the Developer for the approval of the City prior to issuance of applicable City permits. The Plans and Specifications shall conform to all current City standards for all applicable work and shall comply with the terms of this PUD Agreement. (The site,grading,drainage,utility and landscaping plans and specifications attached hereto as Exhibit , plus any and all revisions to said plans and specifications) 11. Construction of Improvements: A. Commencement Date - The construction of Improvements shall begin no later than September 1, 2001. B. Completion Date-All Improvements shall be completed no later than September 1, 2002. C. Contractors - The Developer shall select, retain and supervise the Contractor(s) responsible for Improvement construction. The City reserves the right to require satisfactory proof of successful experience and adequate financial status of any such contractor. Where required by City ordinance, the contractor shall first obtain a license from the City. Page 6 of 16 40°A.6, q D. Pre-Construction Conference -Prior to the start of any construction, the Developer and the Developer's Contractor shall meet with the responsible City official to review construction plans and schedules. E. Permits-Prior to the start of any construction,the Developer's Contractor shall apply for and receive all necessary permits from the City and/or government agencies having jurisdiction. F. Construction - The construction, installation and materials shall be in accordance with the plans and specifications approved by the City. G. Insurance - The Developer will cause each person who constructs and installs any Improvement to maintain complete insurance coverage including Workmen's Compensation, Liability and Property Damage. 12. Performance Deposit: For the purposes of assuring to the City that the Improvements will be completed according to the terms of this agreement, and that the Developer will pay all claims for work done and materials and supplies furnished,the Developer has deposited with the City at the time of the execution of this agreement an irrevocable letter of credit in a form satisfactory to the City providing that the City is able to draw upon such letter of credit in its sole discretion to complete the Improvements if the Developer fails to satisfactorily complete the work prior to the completion date specified in Section above. The amount of such deposit is $ per the schedule attached to this document as Exhibit D. The amount of such deposit shall not be reduced before substantial completion of the Improvements. The letter of credit shall expire no sooner than six months after the completion date specified in Section above. 13. Fees and Expenses: The Developer agrees to pay all City fees required per the current City Fee Schedule and further agrees to completely reimburse the City for all the variable • additional expenses it incurs in regard to the review and approval of the Improvements including, but not limited to, direct City payroll and overhead, costs, and fees paid to consultants and other professionals. C. Financial Considerations 14. Basis for City Financial Assistance. Because the Senior Housing Building component of the Development meets certain housing goals established by the City of Orono in its Community Management Plan, the City Council has agreed to provide financial assistance to the Page 7 of 16 0 Developer for the Senior Housing component, via Tax Increment Financing. Under the terms of this agreement and the laws of the State of Minnesota, certain costs to be incurred by the Developer are eligible for TIF reimbursement, and certain additional costs to be incurred by the City in direct relation to the Senior Housing Building component are eligible for TIF reimbursement. 15. City Intent for Senior Housing Building Component. It is the intent of the City of Orono that the Senior Housing Building be used for the purpose of senior housing for the longest practicable period of time,and during that time the building shall be owned and operated by a non-profit corporation. During the 20 year life of the TIF funding as described below,the Developer/Owner will be required to limit the rental price of 20% of the units, and all 62 units shall be used only for senior housing. Additionally, in order to maximize the length of time that the City can exert control over the use of the Senior Housing for its intended purpose, the City intends to purchase Lot 2, Block 1, Orono Woods Addition from the Developer prior to the commencement of construction for the sum of$1 (one dollar) and other good and valuable considerations. The City will then lease said Lot 2 to the Developer/Building Owner for a period of forty(40)years,equivalent to the proposed HUD bond repayment period. The lease shall include the following general terms: 1. The lease shall be written to prohibit rental to other than seniors during the term of the lease. 2. The City will defer certain up-front development charges for the term of the lease, such charges to include Sewer and Water Connection Fees in the amount of$40,838 and Park Dedication Fees in the amount of$161,200 that would otherwise be due at the time of development. 3. At the end of the 40-year lease term, the City will sell Lot 2 back to the Developer/Owner for the sum of$1. The deferred amounts plus 7% interest compounded annually shall be due and payable to the City at that time, except that the Developer/Owner may further extend the deferral period in 5- year increments by contract with the City. 4. In the event that the City is unable to acquire Lot 2,it is the City's intent that a covenant be placed on Lot 2 that provides for the same use limitations, deferrals and extension as represented immediately above. 16. Developer Representations and Covenants. The Developer makes the following representations and covenants: (a) The Developer has the legal authority and power to enter into this Agreement. Page 8 of 16 (b) The Developer reasonably expects to obtain financial resources which, when combined with the assistance hereunder, will be sufficient to enable the completion N of the Improvements. (c) The Developer will, subject to the requirements of Section B - Installation and Maintenance of Improvements hereof, construct, operate and maintain the Improvements in accordance with the terms of this Agreement,the requirements of the TIF District and all local, state and federal laws and regulations, and will construct or pay the costs of construction of any site improvements, utilities, landscaping, stormwater management facilities, roads, parking facilities which are necessary in connection with the construction and such improvements. (d) At such time or times as may be required by law,the Developer will have complied with all local, state and federal environmental reviews, licenses, and will be in compliance with the requirements of federal, state, and local authority. (e) The Developer will obtain, in a timely manner, all required permits, licenses and approvals,and will meet, in a timely manner,all requirements of all local, state,and federal laws and regulations which must be obtained or met before the Improvements may be constructed. (f) The Developer acknowledges that the TIF District is a "housing district" as defined in Section 469.174, Subdivision 11, of the TIF Act and, as such, is subject to the limitations provided in Minnesota Statutes, Section 469.174, Subdivision 11 and Section 469.1761, Subdivision 3 (together, the "Restrictions"). The Developer covenants that it will, with respect to the Improvements, observe and comply, and that it will cause the require any of its permitted successors and assigns to observe and comply with such Restrictions. In particular, and without limitation, the Developer covenants that at all times prior to the expiration of the Term the use of the property shall continue to qualify as a "housing district" under the TIF Act; specifically, that not less than 20% of the housing units shall be rented to tenants having annual income less than 50% of area median gross income. At least once annually,the Developer or Owner agrees to provide evidence satisfactory to the City of Orono of compliance with the applicable income limitation, including without limitation the total number of rental units during any reporting period and income verifications. Page 9of16 (g) The Developer acknowledges that the "deferred improvement costs" shall be in addition to the requirements of the "TIF" financing. Such costs as identified in Section above shall be deferred and no payment shall be made to the City of t j Orono by the Owner if the housing remains in ownership of the"non-profit operator" and the housing be limited to senior rental units for persons aged 62 and older. At such time that either condition no longer exists, the deferred amounts plus 7% per annum interest compounded annually shall be immediately due and payable in full. (h) It is intended and agreed that the covenants provided in this Section shall remain in effect throughout the Terms and shall be covenants running with the land not the owner or developer. 17. City Representations and Covenants: The City makes the following representations as the basis for the undertaking on its part here in contained: (a) The City is authorized by law to enter into this Agreement and to carry out its obligations hereunder. (b) The City will,in a timely manner,subject to all notification requirements,review and act upon all submittals and application of the Developer and will cooperate with the effort of the Developer to secure the granting of any permit, license, or other approval required to construct and operate the Improvements; provided, however, that nothing contained in this subparagraph shall be construed to limit in any way the reasonable and legitimate exercise of the City's discretion in considering any submittal or application. (c) The Development Property is zoned for purposes which include the Development as proposed (NOT COMPLETE). The city has issued all necessary residential planned unit development(RPUD)approval(NOT COMPLETE),and plat approval of Orono Woods Addition (NOT COMPLETE). (d) The City has duly taken such steps as it is required to take to approve the TIF District (NOT COMPLETE)and TIF Plan pursuant to and in accordance with the TIF Act and the City covenants to discharge such future obligation. The City acknowledges that,as a housing TIF District,the TIF District is subject to specific requirements and limitation under the TIF Act, including the requirements that: 1. The increment be expended in accordance with the TIF Plan (Section Page 10 of 16 469.176, Subdivision 4)and solely to finance the cost of"housing projects", as defined in Section 469.174, Subdivision 11, which may include the cost of public improvements directly related to the housing projects and allocated administrative expenses (469.176, Subdivision 4d) 2. The income limitations under Section 469.1761,the violation of which may limit the TIF District's duration to that of an economic development district (Section 469.1761, Subdivision 4), and (3) the disqualification of a project if the fair market value of its improvements which are constructed for uses other than low and moderate income housing exceeds 20% of the total fair market value of the planned improvements in the development plan or agreement (Section 469.174, Subdivision 11). Compliance with some of these restrictions is within the control of the City and compliance with some of these restrictions is within the control of the Developer and/or Owner. 3. The City of Orono acknowledges that the"deferred improvement costs"shall be in addition to the requirements of the"TIF Act"by an additional 20 years. Such costs as identified in Section shall be deferred and no payment shall be made to the City of Orono by the Owner if the conditions the housing remain in ownership of the"non-profit operator"and the housing be limited to senior rental units for persons aged 62 and older. At such time that said requirements are no longer met,the deferred improvement costs plus interest accrued at the annual rate of 7% compounded annually shall be repaid immediately to the City of Orono. (e) The City covenants not to take any actions,including without limitation any approval of the expenditure by the City of increment from the TIF District not applied toward payment of the TIF Note, which would violate the TIF Act, invalidate the TIF District in whole or in part or adversely affect the tax increment payment obligations to the Developer under this Agreement or the TIF Note. Nothing in this subsection shall diminish the Developer's obligations under this Agreement or create any liability of the City respecting an Event of Default. The City shall promptly give the Developer written notice and copy of any lawsuit or similar proceeding,or any threat thereof, and of any communication from the Office of the State Auditor, the Department of Revenue, Hennepin County or other public official which questions the propriety or legality of the TIF District or the expenditure of its increment. Page 11 of 16 18. Compliance. At any time and from time to time the Developer may request that the City provide the Developer a certificate certifying that that the terms and provisions of this Agreement have been complied with and that this PUD Agreement is in full force and effect with respect to the development for the purpose of facilitating sale,mortgage, insurance or other matters. To the extent that there be any bona fide defaults in such compliance, the Developer shall be afforded a reasonable time to bring the development into conformance, and thereafter the City shall be obligated to provide such certificate. 19. Binding Effect: The terms and provisions hereof shall be binding upon and inure to the benefit of the heirs,representatives,successors and assigns of the parties hereto and shall be binding deemed covenants running with the land. References herein to Developer, if there be more than one, shall mean each and all of them. This agreement at the option of the City shall be placed of record so as to give notice hereof to subsequent purchasers and encumbrancers of all or any part of the property. 20. Notices: Whenever in this agreement it shall be required or permitted that notice or demand be given or served by either party to this agreement to or on the other parry, such notice or demand shall be delivered personally or mailed by United States certified mail(return receipt requested)to the addresses set forth below. Such notice or demand shall be deemed timely given when delivered personally or when deposited in the mail in accordance with the above. Notice to City Notice to Developer City of Orono Clerk/Administrator P.O. Box 66 Crystal Bay, MN 55323 21. Incorporation by Reference: All plans, special provisions, proposals, specifications and contracts for the Improvements furnished and let pursuant to this agreeemnt shall be and hereby are made a part of this agreement by reference as fully as if set out herein in full. Page 12 of 16 22. Disclaimer by City: It is 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 or Developer's contractors, subcontractors, materialmen, laborers, or any other person, firm or corporation, 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 Improvements. 23. Hold Harmless and Indemnification: The Developer shall indemnify and hold harmless the City,the City Council,and the agents and employees of the City from and against all claims, damages,losses or expenses,including attorney fees,which the City,City Council and agents and employees of the City may suffer or for which it may be held liable, arising out of or resulting from the assertion against them of any claims,debts or obligations in consequence of the performance of this agreement by the Developer, its employees, agents or subcontractors, whether or not caused in part by a party indemnified hereunder. 24. Remedy for Default: Default by the Developer of any of the terms of this agreement shall automatically result in the suspension or withholding of all permits, licenses, occupancy certificates or other authorizations issued by the City in connection with the property included in this development. The remedies afforded to the City under this Section shall be in .addition to any other remedies to which the City may be entitled by law or other agreement. Default by the City shall entitle the Developer to seek injunctive/mandatory relief through the courts, together with other relief as the law may provide. 25. Right of Entry. The Developer hereby grants to the City, its agents and its employees, the right to enter on the property for the specific purpose of constructing or completing any and all of the agreed upon Improvements should the Developer not complete those Improvements by the date specified in Section . 26. Controlling Agreement. To the extent that there is any difference or ambiguity between this Planned Unit Development Agreement and other agreements between the City and the Developer, this Planned Unit Development Agreement shall control. Page 13 of 16 IN WITNESS WHEREOF, the City and the Developer have caused this agreement to be duly executed on the day and year first above written. In Presence of: CITY OF ORONO By: (Mayor) By: (City Clerk) DEVELOPER By: (Title) Page 14 of 16 0 0 Reviewed for Administration: Date: By: (Planning Director) By: (City Administrator) This instrument was drafted by: City of Orono 2750 Kelley Parkway P.O. Box 66 Crystal Bay, MN 55356 Page 15 of 16 (NOTARIZATION PAGES) Page 16 of 16