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AGREEMENT
TO MAINTAIN EASEMENT
THIS AGEtEEMENT is made and entered into as of the a)-1-" day of Ra'{ ,2004,
by and between Navarre Corporation,a Minnesota corporation("Developer")and tile City of New
Hope,a Minnesota municipal corporation("City").
WI[TNESSET]HI:
WHET EAS, the Developer owns certain real property located in the City of New Hope,
County of Hennepin, State of Minnesota,legally described as:
Lot 1,Block 1,Paulson's Prairie,according to the recorded plat thereof(the"Property");and
WHEREAS, as shown in the Northwest corner of the recorded plat of the Property, the
Developer has agreed to allocate a portion of the Property for drainage and utility easements,which
area is legally described as:
Over,under, across and through the west 90.00 feet of the north 165.00 feet of the
property described above
(collectively,the"Easements");and
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WHEREAS, the Shingle Creek Watershed has approved the final plat for the Property,
thereby indicating that the Property is suitable for the requirements of that entity and that the
Property is suitable for making permanent provisions for handling of storm runoff, including
provisions for operation and maintenance of all stormwater runoff facilities and ponds; and
WHEREAS,the City and the Developer agree that permanent provisions are required on the
Property for the handling of storm runoff and that such provisions are to be set forth in an agreement
to be recorded in the real estate records; and
WHEREAS, the City has given approval to the Easements subject to compliance by the
Developer with certain conditions,including entering into an easement maintenance agreement with
the City;
NOW,TH EICEIFOI E,in consideration of mutual covenants of the parties set forth herein
and other valuable consideration,the receipt and sufficiency of which are hereby acknowledged,the
parties agree as follows:
1. Maintenance of the Pond. The Developer and its successors or assigns as fee owner of 1
the Property shall be responsible for maintaining the Easements and observing all drainage laws
governing the operation and maintenance of the Easements. The Developer shall annually,during
the months of September or October,inspect the Easements,including,without limitation,the outlet
control structure. The Developer shall make all such scheduled inspections, keep record of all
) inspections and maintenance activities,and submit such records annually to the City. The cost of all
inspections and maintenance, including skimming and cleaning of the Easements, shall be the
obligation of the Developer and its successors or assigns as the fee owner of the Property.
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2. City's Maintenance JBiRhts. The City may maintain the Easements,as provided in this
paragraph,if the City reasonably believes that the Developer or its successors or assigns have failed
to maintain the Easements in accordance with applicable drainage laws, and such failure shall
continue for thirty(30)days after the City shall give the Developer written notice of such failure.
The City's notice shall specifically state which maintenance tasks are to be performed. If the
Developer shall not complete the maintenance tasks within thirty(30)days after such notice is given
by the City,the City shall have the right to enter upon the areas covered by the Easements to perform
such maintenance tasks. In such case,the City shall send an invoice of its reasonable maintenance
costs to the Developer or its successors or assigns,who shall pay said costs within thirty(30)days of
receipt of said invoice. Notwithstanding the foregoing,in the event of an emergency,as determined
by the City Engineer,the thirty(30)-day notice requirement to the Developer for failure to perform
maintenance tasks shall be and hereby is waived in its entirety by the Developer and its successors or
assigns,and the Developer or its successors or assigns shall reimburse the City for any reasonable
expense so incurred by the City in the same manner as if written notice as described above has been
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given.
3. Hold fIar•miess. The Developer and its successors or assigns agree to indemnify and •
hold harmless the City and its agents and employees against any and all claims, demands,losses,
damages, and expenses (including reasonable attorneys' fees) arising out of or resulting from the
Developer's or the Developer's agents or employee's negligent or intentional acts,or any violation ;
by the Developer or the Developer's agents or employees of any safety law,regulation or code in the
performance ofthis Agreement,without regard to any inspection or review made or not made by the
City,its agents or employees or failure by the City,its agents or employees to take any other prudent
precautions. In the event the City,upon the failure of the Developer to comply with any conditions
of this Agreement, performs said conditions pursuant to its authority in this Agreement, the
Developer shall indemnify and hold harmless the City,its employees,agents and representatives for
its/their own negligent acts in the performance of the Developer's required work under this
Agreement,but this indemnification shall not extend to intentional or grossly negligent acts. • •
4. Costs of Enforcement. The Developer agrees to reimburse the City for all reasonable
costs incurred by the City in the enforcement of this Agreement, or any portion thereof,including
court costs and reasonable attorneys' fees. '
5. Notice. All notices required under this Agreement shall either be personally delivered or
be sent by certified or registered mail and addressed as follows:
To the Developer: The Navarre Corporation
Attn:Jim Gilbertson, CFO
7400 49th Avenue North
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New Hope,MN 55428 }
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To the City: City Manager
City of New Hope
4401 Xylon Avenue North
New Hope,MN 55428
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All notices given hereunder shall be deemed given when personally delivered or two(2)business
days after being placed in the mail properly addressed as provided herein. Any party or any
successor or assign to a party may change its address for the service of notice by giving written
notice of such change to the party in the manner specified above.
6. Successors. All duties and obligations of the Developer under this Agreement shall also
be duties and obligations of the Developer's successors and assigns.
7. Effective Date. This Agreement shall be binding and effective as of the date hereof.
8. Agreement to be Governed by P➢at. The rights, duties and obligations of this
Agreement are intended to remain in full effect for as long as the plat of the Property known as
Paulson's Prairie,as the same may be amended from time to time,remains of record. In the event
said plat is replaced of record by a plat providing alternate provisions for drainage,utilities,storm
water runoff and ponding,then the City shall proceed to vacate the easements which are subject to •
this Agreement and the parties shall execute,in recordable form,a termination of this Agreement.
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NAVARRE CORPORATION, a
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Minneso..
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By: .
Its: mammy• .
CITY OF NEW HOPE, a Minnesota
municipal co .. o
16011111174-,e.1
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By:
Its City Manager
STATE OF MINNESOTA )
)ss.
COUNTY OF icl,fr,..g-sAKP/43)
The foregoing foregoing instrument was acknowledged before me this 0 7 day of
2004, by la UP—at Rt_aft,,1:?._ , the SP_ .VI c. ... 9i1VE.s-coro-r of Navarre
Corporation,a Minnesota corporation,on behalf of said • .oration.
• 0 N., ,__A• , 111 . ....,. /_-:,'
Notary Public .
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(Notary Public Seal) •
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t• PAULA HENDRICNCSON •
, = Notify Pubic ..
carressoLAtarannartil,2005
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STATE OF MINNESOTA )
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COUNTY OF HENNEPIN )
The foregoing instrument was acknowledged before me this o?71t day of ,
2004,by Don Collier and Daniel Donahue,the Mayor and City Manager,respectively,of the City of
New Hope,a Minnesota municipal corporation,on behalf of said municipal corporation.
Notary Public
° PAMELA R.SYLVESTER
•�.L y:=n� NOTARY PU8LIC-MINNESOTA �
My Commission Expires Jan.31,201)5
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