HomeMy Public PortalAboutclub utah sia phase viSUBDIVISION IMPROVEMENTS AGREEMENT
For
Moab Springs Ranch P.U.D. - Phase VI
The CITY OF MOAB, a Utah municipality (hereinafter "CITY"), and Club Utah
Resort Group, L.L.C. (hereinafter "SUBDIVIDER") mutually referred to as the "Parties", do
hereby enter into the following Agreement, pursuant to Moab Municipal Code (hereinafter:
"City Code") Section 16.20, to cover the installation of subdivision improvements required
by City Code (hereinafter: the "Required Improvements").
I. RECITALS.
A. SUBDIVIDER's property was recently annexed into the corporate limits (City
Ordinance 2008-21) of the City and therefore the City is now the jurisdictional
authority for land use actions.
B. SUBDIVIDER has previously received Final Plat approval from Grand
County for Phase VI, and the plat has been recorded in the official land
records of Grand County, Utah.
C. SUBDIVIDER has submitted to CITY for its review construction plans and
specifications (hereinafter: the "Constriction Plans"). Said plans show in
sufficient detail the Required Improvements for the Subdivision.
II. AGREEMENT
IN CONSIDERATION OF THE ABOVE PREMISES, AND THE ANNEXATION
OF SUBDIVIDER'S PROPERTY BY CITY, THE PARTIES HEREBY AGREE AS
FOLLOWS:
1. Covered Property. The real property subject to this Agreement (hereinafter; the
"Property") is described as follows:
LANDS LOCATED WITHIN SECTION 7, T 26 S, R 22 E,
SALT LAKE MERIDIAN, GRAND COUNTY, UTAH MORE
PARTICULARLY DESCRIBED AS FOLLOWS:
V�
Phase, Moab Springs Ranch P.U.D. according the official
plat thereof filed in the official land records of Grand County.
2. Phase VI Required Improvements. SUBDIVIDER will make all improvements to the
property shown on the Construction Plans that fall within the boundary of the Phase
VI plat. Required Improvements shall include but not be limited to the following:
(a) Site clearing and removal of obstructions
(b) General site grading
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(c) Site utilities including but not limited to culinary water and sanitary sewer
(d) Streets, curb & gutter, and sidewalks as per plans
(e) Street striping and signage
(f) Storm water drainage facilities
3. Improvements shall be completed in conformance with the approved Construction
Plans. All changes to the Construction Plans must be authorized in writing by the
City Engineer. In addition, all improvements shall be completed in conformance with
the City of Moab Public Improvement Specifications and all state and federal
regulations as applicable. Where discrepancies occur between the Construction Plans
and the listed reference standards, the reference standard shall prevail.
4. Timeline for Completion. Construction of all Required Improvements for Property
shall be completed within two years from the date of this agreement. A reasonable
extension of time for the completion of improvements may be granted, at the
discretion of the City Council, upon a showing by the SUBDIVIDER that there is
good cause for an extension and that the work has been diligently prosecuted from
the date of this Agreement.
5. Acceptance of Improvements, Warranty. All work shall be subject to quality
assurance testing and inspection as specified in the Construction Plans and/or
applicable reference standards. SUBDIVIDER or SUBDIVIDER's authorized
representative shall provide 48 hours minimum notification to CITY as applicable
when inspection is required. The costs associated with such testing and inspection
shall be the responsibility of SUBDIVIDER.
(a) Upon satisfactory completion of improvements as evidenced by inspection &
testing as applicable, all water and sewer mains, shall be dedicated to
applicable entity having final responsibility and ownership thereof.
(b) SUBDIVIDER warrants that all public improvements dedicated to CITY
shall be constructed in a workmanlike manner and in accordance with
approved plans and specifications, and that all such improvements shall be
free of defects in materials and workmanship for a period of one (1) year
from the date of acceptance by CITY.
(i) SUBDIVIDER shall promptly repair or replace any defective work
following receipt of written notice under this warranty from the
CITY.
(ii) SUBDIVIDER additionally wan -ants that all public improvements
shall be delivered free and clear of any lien or encumbrance.
6. Performance Guaranty. Pursuant to City Code 16.20.060, SUBDIVIDER has elected
to post a performance guaranty with CITY in lieu of completing all Required
Improvements prior to recordation of the Plat.
(a) Contemporaneous with the execution of this agreement, SUBDIVIDER shall
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place funds in escrow, for the use and benefit of CITY and/or any
subcontractors, laborers, or suppliers providing labor or materials for
construction of the Required Improvements.
(b) The escrow account shall be in an amount of six thousand ($6,000) dollars, or
one hundred fifty percent (150%) of the estimated cost of all Required
Improvements.
(c) The funds for the escrow account shall be deposited with the City Treasurer's
Department.
7. Final Release of Escrow Funds. Upon completion of all Required Improvements in
accordance with the approved Construction Plans, SUBDIVIDER may request that
the remainder of the Escrow Funds be released.
(a) In order for SUBDIVIDER to receive final release, the following shall be
presented to CITY:
(i)
A completed Escrow Final Release Form supplied by CITY and
signed by SUBDIVIDER. Said form shall include SUBDIVIDER's
certification of warranty for the completed improvements.
(ii) Copies lien waivers/releases from all contractors who performed
work on the project and all suppliers who supplied materials that were
incorporated into the work.
(iii) Written certification by SUBDIVIDER that all outstanding charges
for the Improvements have been paid and that there are no liens,
encumbrances, or other restrictions on the Improvements.
(b) Upon acceptance of a complete request for final release, City Engineer and
City Public Works Director shall verify that all Required Improvements are
complete and in accordance with the approved Construction Plans and Final
Plat.
(c) Upon written certification from City Engineer that SUBDIVIDER has
completed all of the required public and other subdivision improvements in
accordance with this Agreement, and that there are not liens, encumbrances
or other restrictions on the Improvements, and that such Improvements have
been inspected and approved by the City Public Works Director and the City
Engineer, the City Council shall execute a resolution verifying the acceptance
of the Improvements and authorizing the Escrow Agent to disburse to the
SUBDIVIDER all remaining funds in the escrow account.
S. CITY's Use of Performance Guaranty upon Default. Upon written certification by
the City Manager that the SUBDIVIDER has failed to perform its obligations under
this Agreement, within the time period set forth in this Agreement, and if the CITY
intends to proceed with the task of installing any or all of the Required Improvements
covered by this Agreement, the Escrow Agent shall then disburse Escrow Funds to
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the CITY or other payee authorized in writing by the CITY, in such amounts
requested by the CITY.
9. Zoning Compliance. Certificates of Occupancy for structures within the Property
shall only be issued upon satisfactory completion and acceptance of all Required
Improvements as stipulated herein.
10. Default, Remedies, Lapse of Plat. AlI provisions of this Agreement are material and
any violation is grounds for declaration of Default. Prior to invoking any remedies
for Default under this Agreement the CITY shall deliver written notice to the
SUBDIVIDER describing the act, event, or omission constituting same, and allowing
SUBDIVIDER a period of not less than thirty (30) days in which to cure or abate the
violation. Cure within that period reinstates this Agreement.
(a) Upon declaration of default the CITY may exercise any remedies for
violation available under City ordinances or Utah statutes, including, without
limitation, proceeding against the payment or performance bonds;
withholding building permits or certificates of occupancy/zoning compliance;
an action to enjoin or abate zoning violations; recording of a lapse of plat, in
whole or in part; and any other remedies available at law or equity, including
specific performance or injunctive relief.
(b) The recording of a lapse of plat by the CITY shall result in the reversion of
the approval of the subdivision. A lapse of plat shall terminate all previous
approvals and result in the elimination of platted lots for the affected
property.
11. General Provisions. This Agreement shall be binding on and inure to the benefit of
the successors and assigns of SUBDIVIDER in the SUBDIVIDERship or
development of all or any portion of the Property. Prior to assigning any or all of his
rights and duties under this Agreement SUBDIVIDER shall obtain from any
transferee a written assumption acknowledging and agreeing to be bound by this
Agreement.
(a) This Agreement is the product of mutual bargaining. A11 terms shall be
construed in accordance with their plain meaning, regardless of the extent to
which either party participated in the drafting.
(b) Failure of a party to exercise any right under this Agreement shall not be
deemed a waiver of any such right, nor shall any course of dealing or
previous action or inaction be deemed a waiver of any rights or claims arising
with respect to later or subsequent breaches, acts or omissions.
(c) The term "Agreement" includes this Improvements Agreement, all exhibits
hereto, the Final Plat/Plan for the subdivision, and all related design
drawings, which documents shall constitute the sole and complete Agreement
between the parties. The Agreement shall supercede all prior Agreements or
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representations, however evidenced. No modifications to any of the terms of
this Agreement shall be binding, unless reduced to writing and lawfully
executed by both parties.
(d) The place of performance of this Agreement is Grand County, Utah. In the
event of any legal dispute concerning the subjects of this Agreement, the
parties stipulate to venue in the Seventh Judicial District Court, Grand
County, Utah. In any such proceeding the parties waive trial to a jury on all
claims and agree that the action shall be tried to the court.
(e) In any legal proceeding concerning the terms of this Agreement the
substantially prevailing party shall be entitled to recover its reasonable
attorney fees and court costs in addition to any other relief authorized herein.
(f) This Agreement shall be governed by Utah law.
(g) This Agreement does not create any third party beneficiary rights. It is
specifically understood by the parties that;
(i) the Project is a private development;
(ii) the CITY of Moab has no interest in, responsibilities for, or duty to
third parties concerning any improvements to the Property, unless the
CITY accepts the improvements pursuant to this Agreement;
(iii) and except as otherwise provided herein, SUBDIVIDER shall have
full power and exclusive control of the Property.
(h) The provisions of this Agreement are severable, and if any portion should be
held to be void or unenforceable, then the remainder of this Agreement shall
be construed to be in full force without reference to the invalid provision.
(i) In the event of any legal dispute concerning this Agreement neither party
shall be liable to the other for consequential damages, lost profits, or delay
related damages of any kind.
(j) All notices under this Agreement shall be given in writing by first class or
certified mail, postage prepaid, and delivered to the following addresses:
To the City of Moab:
City of Moab
217 East Center Street
Moab, Utah 84532
Attn: City Manager
To SUBDIVIDER:
Club Utah Resort Group, L.L.C.
P.O. Box 435
Moab, Utah 85432
(k) Notice may be delivered to such other parties or addresses as the parties
may designate in writing from time to time.
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IN WITNESS WHEREOF, this Agreement has been executed by the City of
Moab, acting by and through the Moab City Council, which has duly authorized
execution, and by SUBDIVIDER as of the date(s) specified below.
-01(v-Do
Mayor David L. Salcrison Date
ATTEST:
Rachel- Ellison
City Recorder
SUBDIVIDER: Club Utah Resort Group, L.L.C.
STATE OF UTAH
)ss.
COUNTY OF GRAND )
"2(a-0?)
Date
lllio Lg
Date
The foregoing agreepaent was executed before me-�(ieta 574-fbeii
by ill/ ° Vac( FJLOatr , this IL day of /UV�PGti4.10el.,-, 20�Witness
my hand and official seal. My commission expires: 07244 94' ,7-0/I
\ RANA STUBEBG
'f , i,Jf.aiy Public
:: e to of Utah
My Commission Expires Apr, 26, 2011
2G0 5 1':',:'.:=, SLC, UT 84102
Notary Public, State of Uta
Address: 65?q() S �3{)°
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