Agenda - Council - 07/12/2016 - Laserfiche WebLink

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ARTICLE 3 REPRESENTATIONS AND WARRANTIES 3.1 REPRESENTATIONS AND WARRANTIES OF THE CITY. The City represents and warrants to the Developer that: (a) The City is a Minnesota municipal corporation and a home rule charter city and has the power to enter into this Master Agreement and carry out its obligations hereunder. The City has duly authorized the execution, delivery and performance of this Master Agreement. (b) The City has prepared the AUAR, as authorized by Minnesota Rules 4410.3610, and the City's current ordinances do not require further environmental review prior to Development of the RTC Project, except that a review of the AUAR is required every 5 years and a use proposed by a Secondary Developer may require further environmental review. 3.2 REPRESENTATIONS AND WARRANTIES OF THE DEVELOPER. The Developer represents and warrants to the City: (a) Except for the City Property, the Developer holds fee title to the Subject Property. (b) The Developer is a Minnesota limited liability company in good standing under the laws of the State of Minnesota. The Developer's members or board of governors have authorized the individual executing this Master Agreement on behalf of the Developer to execute this Master Agreement on behalf of the Developer. 3.3 DEVELOPER'S OBLIGATION TO EXECUTE AND RECORD THIS AGREEMENT AND THE MASTER FINAL PLAT. The parties contemplate that the Developer will obtain title to the Subject Property after the City approves and executes this Master Agreement. After the Council approves this Master Agreement, the City will execute this Master Agreement and deposit it in escrow with the Developer's title insurer. The Developer must submit the proposed Master Final Plat to the Council within 30 days after the date the Council approves this Master Agreement. As set forth in Section 4.2, the City may terminate this Master Agreement if the Developer does not acquire fee title to all of the Subject Property except for the City Property, execute this Master Agreement and the Master Final Plat and record this Master Agreement and the Master Final Plat on or before December 31, 2003. If, at the time the Master Development Agreement or the Master Final Plat are recorded, as applicable, all or any part of the Subject Property is subject to a mortgage or other consensual or nonconsensual lien, the Developer must cause the lienholder to execute this Master Agreement or the Master Final Plat, as applicable, or a separate instrument, to unconditionally subject the lienholder's interest in the Subject Property to the terms of this Master Agreement or the teiins of the Master Final Plat, as applicable. 1555730v13 10