HomeMy WebLinkAbout0232 Autumn Hill Road - Landscaping - 6/5/2015DATE JUNE 5, 2015
ISSUING BANK: NBT BANK, N.A.
LETTER OF CREDIT ADMINISTRATOR
52 SOUTH BROAD STREET
PO BOX 351
NORWICH, NY 13815
PHONE: 607-337-6435 / FAX: 607-336-7538
BENEFICIARY: CITY OF SOUTH BURLINGTON
ATT: RAYMOND BELAIR, ADMINISTRATIVE OFFICER
PLANNING AND ZONING
575 DORSET STREET
SOUTH BURLINGTON, VERMONT 05403
APPLICANT: WEDGEWOOD DEVELOPMENT CORPORATION
41 GAUTHIER DRIVE, SUITE 1
ESSEX JUNCTION, VERMONT 05452
RE: IRREVOCABLE STANDBY LETTER OF CREDIT NO. 5700557652
DEAR SIR OR MADAM:
WE HEREBY ESTABLISH OUR IRREVOCABLE STANDBY LETTER OF CREDIT NO. 5700557652 DATED
JUNE 5, 2015 IN FAVOR OF THE CITY OF SOUTH BURLINGTON AT THE REQUEST OF WEDGEWOOD
DEVELOPMENT CORPORATION IN AN AGGREGATE AMOUNT NOT TO EXCEED TWENTY EIGHT
THOUSAND FIVE HUNDRED AND 00/100 U.S. DOLLARS ($28,500.00), AVAILABLE BY ONE OR MORE
DRAFTS BY BENEFICIARY DRAWN ON NBT BANK, N.A. NORWICH, NY AT SIGHT EFFECTIVE JUNE
5, 2015 AND EXPIRING JUNE 5, 2018 (INITIAL EXPIRATION DATE).
DRAFTS MUST BE ACCOMPANIED BY THE FOLLOWING:
BENEFICIARY'S DRAFT AT SIGHT DRAWN ON NBT BANK, N.A. BEARING ON ITS FACE THE
CLAUSE "DRAWN UNDER NBT BANK, N.A. LETTER OF CREDIT NUMBER 5700557652 DATED
JUNE 5, 2015."
2. BENEFICIARY'S STATEMENT PURPORTEDLY SIGNED BY A DULY AUTHORIZED AGENT OF THE
CITY OF SOUTH BURLINGTON STATING THAT "IN THE JUDGMENT OF THE CITY OF SOUTH
BURLINGTON, WEDGEWOOD DEVELOPMENT CORPORATION IS IN DEFAULT UNDER THE
LANDSCAPING LETTER OF CREDIT AGREEMENT DATED JUNE 5, 2015 WITH THE CITY OF
SOUTH BURLINGTON" AND THAT THE FUNDS TO BE DRAWN PURSUANT TO THE DRAFT ARE
IN PAYMENT FOR, OR IN ANTICIPATION OF PAYMENT FOR MATERIALS, LABOR AND SERVICES
REQUIRED FOR COMPLETION OF THE IMPROVEMENTS, OR THE REPAIR OR REPLACEMENT
THEREOF.
IT IS A CONDITION OF THIS LETTER OF CREDIT THAT FOLLOWING THE INITIAL EXPIRATION DATE
OF JUNE 5, 2018 THIS LETTER OF CREDIT SHALL BE DEEMED AUTOMATICALLY RENEWED FOR
ADDITIONAL ONE (1) YEAR TERMS WITHOUT AMENDMENT UNLESS AT LEAST THIRTY (30) DAYS
PRIOR TO ANY SUCH DATE THE BANK GIVES THE CITY OF SOUTH BURLINGTON WRITTEN NOTICE
OF ITS INTENT TO TERMINATE THE CREDIT. THE CITY OF SOUTH BURLINGTON SHALL HAVE THE
RIGHT TO DRAW UPON THIS LETTER OF CREDIT AT ANY TIME TO AND INCLUDING THE
TERMINATION DATE, UP TO THE AGGREGATE AMOUNT, LESS ANY PRIOR DRAFTS BY THE CITY
OF SOUTH BURLINGTON.
52 South Broad Street, P.O. Box 351, Norwich, New York 13815
Phone: 607.337.2265 • Toll Free: 1.800.NBT.BANK
PAGE 2.
IRREVOCABLE STANDBY LETTER OF CREDIT NO. 5700557652
WE HEREBY ENGAGE WITH YOU THAT DRAFTS DRAWN UNDER AND IN COMPLIANCE WITH THE
TERMS OF THIS CREDIT WILL BE DULY HONORED.
THIS LETTER OF CREDIT IS SUBJECT TO AND GOVERNED BY THE LAWS OF THE STATE OF NEW
YORK AND THE 2007 REVISION OF THE UNIFORM CUSTOMS AND PRACTICES FOR DOCUMENTARY
CREDITS OF THE INTERNATIONAL CHAMBER OF COMMERCE, PUBLICATION NO. 600.
N T BANK, N.A.,
JE ETTE O'MALLEY
ASSISTANT VICE PRESIDENT
SITE PLAN
LANDSCAPING LETTER OF CREDIT AGREEMENT
THIS AGREEMENT, executed in triplicate between Wedgewood Dev Corp , hereinafter
referred to as "DEVELOPER", NBT Bank , hereinafter referred to as "BANK", and
the City of South Burlington, herein after referred to as "MUNICIPALITY".
WITNESSETH:
WHEREAS, DEVELOPER has received final plat approval No. SD-14-17 dated 6/18/14
from the MUNICIPALITY's Development Review Board for the development of a subdivision consisting of
14 units lots with related improvements, in a development to be known as " Highland Crossing
as depicted on and in accordance with the specifications as set forth on the final plat entitled
Jeffrey and Elizabeth Goldberg dated 4/14/14 , last revised N/A
prepared by eary Burke , and recorded at Map Slide of the Land
Records of the City of South Burlington (the "Final Plat" herein) and as depicted on and in accordance with
the specifications as set forth on a site plan entitled,, Highland Crossing ", dated
4/30/15 , last revised N/A , prepared by O'leary Burke (the "Site
Plan" herein);
WHEREAS DEVELOPER is required by said approvals, at its own expense, to complete the construction
of the development site in accordance with the plans approved by the Development Review Board;
WHEREAS the parties to the Agreement wish to establish a mechanism to secure the obligations of the
DEVELOPER for the work as set forth below; and
WHEREAS the BANK executes this Agreement solely in the capacity of issuer of a Letter of Credit
hereinafter specified.
NOW, THEREFORE, the parties hereby covenant and agree as follows:
DEVELOPER will, at its own expense, complete the following installation as depicted and
in accordance with the specifications set forth in the Site Plan and related documents:
a Site Landscaping
10
DEVELOPER shall replace or repair any defective or improper work or materials which
may be identified as such by the MUNICIPALITY within three (3) years after completion of
the improvements set forth in Paragraph 1 by the MUNICIPALITY (hereinafter the
"Warranty Period"). For the purpose of this Agreement "completion" shall be deemed to
have occurred when the Municipality has inspected and approved the installation of the
Improvements and issued written notice to the Developer that the installation thereof is
complete.
Upon "completion," the CITY shall provide DEVELOPER and BANK written notice of
completion.
4. For the guarantee of DEVELOPER's performance of all requirements hereunder set forth,
DEVELOPER has caused the BANK to issue its Irrevocable Letter of Credit in favor of the
MUNICIPALITY, the original of which is attached to the MUNICIPALITY's copy of this
Agreement, and a copy of which is attached to the DEVELOPER's copy of this
Agreement. During the term of this Agreement, DEVELOPER shall cause the attached
Letter of Credit to be renewed at least thirty (30) days before the maturity date thereof.
Failure of the DEVELOPER to deliver evidence of such renewal to MUNICIPALITY thirty
(30) days prior to the date of expiration of said Letter of Credit shall constitute a default of
the terms of this Agreement.
Said Irrevocable Letter of Credit provides that the drafts drawn under said Letter of Credit
must be accompanied by a written statement signed by a duly authorized agent of the
MUNICIPALITY, stating that in the judgment of the MUNICIPALITY, the DEVELOPER is
in default under the terms of this Agreement, and that the funds to be drawn pursuant to
the draft are in payment for, or in anticipation of payment for materials, labor and services
required for completion of the Improvements, or the repair or replacement thereof.
Payment of each draft will be made at sight when presented to the BANK by the
MUNICIPALITY, the payment limited only by the aggregate amounts presented in
relationship to the maximum amount of the Letter of Credit.
If DEVELOPER shall be in default of this Agreement for seven (7) days because of its
failure to provide evidence of renewal of the Letter of Credit, required in paragraph 4
above, MUNICIPALITY may notify BANK of such default and request payment of the
remaining balance available on said Letter of Credit. Such notice shall be provided in
accordance with Paragraph 5, above, with the exception that the MUNICIPALITY shall be
under no obligation to provide a statement that the funds to be drawn are in payment for,
or in anticipation of payment for materials, labor and services required for completion of
the Improvements, or the repair or replacement thereof. All funds drawn pursuant to this
paragraph shall be held in escrow by the MUNICIPALITY for the remaining duration of this
agreement. At the termination of this Agreement, the MUNICIPALITY shall refund all
remaining amounts held in escrow, less any funds retained in payment for, or in
anticipation of payment for materials, labor and services required for completion of the
Improvements, or the repair or replacement thereof. In the event any funds are withheld
by MUNICIPALITY, it shall provide DEVELOPER with a written statement stating that the
retained funds were retained in payment for, or in anticipation of payment for materials,
labor and services required for completion of the Improvements, or the repair or
replacement thereof.
7. The DEVELOPER and MUNICIPALITY hereby agree that the sum of
twenty-eight thousand five hundred dollars ($ 28,500.00 ) shall be
sufficient to secure DEVELOPER'S obligations under this Agreement but shall not relieve
DEVELOPER from the obligation to pay any additional costs, if actual costs exceed the
above -stated cost. Nothing herein shall relieve the DEVELOPER from the obligation to
pay any additional costs, if actual costs exceed the amount secured by the Irrevocable
Letter of Credit, after the time of completion.
8. The MUNICIPALITY will promptly submit to the DEVELOPER a copy of any draft it
submits to the BANK. The consent of the DEVELOPER to payment of said draft by BANK
to the MUNICIPALITY under said Letter of Credit shall not be required.
9. The MUNICIPALITY shall not file with the BANK a statement of default until ten (10) days
after notice has been sent by it to the DEVELOPER by certified mail, return receipt
requested, setting forth its intention to do so.
10. All funds drawn on the BANK by the MUNICIPALITY pursuant to the Letter of Credit shall
be used solely by the MUNICIPALITY for the purpose of completing construction of the
Improvements or the repair or replacement thereof. Any work contracted for by the
MUNICIPALITY pursuant hereto shall be let on a contractual basis, or on a time and
material basis, or shall be performed by the MUNICIPALITY's own work force and
equipment, or shall be accomplished in such other manner as in the judgment of the
MUNICIPALITY shall accomplish the work more expeditiously and economically,
consistent with good construction practices.
11. If payments are made by the BANK to the MUNICIPALITY pursuant to said Letter of
Credit, and it later develops that a portion of the monies drawn are in excess of the
MUNICIPALITY's needs, any such excess amount shall be refunded by the
MUNICIPALITY to the BANK, to be credited by said BANK to the Letter of Credit.
12. This Agreement and said Letter of Credit shall terminate and shall be of no force and
effect upon completion of the Warranty Period described in Paragraph 2, above. If the
MUNICIPALITY has not delivered any written notice to the DEVELOPER of any defective
or improper work or materials related to the Improvements within the Warranty Period, or
if notice has been given and the defective work or materials have been corrected by the
DEVELOPER to the reasonable satisfaction of the MUNICIPALITY, the MUNICIPALITY
shall forthwith notify the BANK in writing that the Letter of Credit may be cancelled, and
shall return the original Letter of Credit to the BANK, and the DEVELOPER shall be
released from all obligations hereunder.
13. The BANK may not modify the Letter of Credit without first receiving written consent to the
modification by the MUNICIPALITY.
14. DEVELOPER hereby agrees to indemnify and hold BANK harmless from all claims,
causes of action or liability of any kind arising out of this Agreement or the issuance by
BANK of this Letter of Credit, including attorney's fees, as long as BANK follows the terms
and conditions outlined in said Letter of Credit.
15, This agreement shall be binding on all parties hereto and their respective heirs, executers,
administrators, successors, and assigns.
DATED at South Burlington
IN THE PRESENCE OF:
By:
Witness
Vermont, this 6-Aday of 20 J-47
Duly Authorized Agent
IN HE PRESENCE OF: 1V 5T Ban k M� A
ililfl�e(f-
�J roll ) a By: ��irvc.�� � � �C G
MAWS Duly Authorized Agent
IN T PRESENC O CITY OF SOUTH BURLINGTON
By: ">< 1
fitness my Authorized Agent
SON10-022 5-14-10 FORM LANDSCAPING LOC AGR 5/14/10
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IRWIN
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southby' di g o
PLANNING & ZONING
MEMORANDUM
TO: Tom Hubbard, City Treasurer
FROM: Raymond J. Belair, Administrative Officer
DATE: June 5, 2015
SUBJECT: Establishment of Letter of Credit Account for Project # SD-14-17
Pursuant to the above -listed approval by the city's Development Review Board (DRB), the
applicant has established a Letter of Credit account. The documents have been prepared
using legal documents prepared by the City Attorney.
The amount included in this Letter of Credit account has been verified and meet the
requirements of the DRB decision.
The amount of the surety is: $ 28,500
The surety is required to be maintained until released by the City.
Please complete and sign the enclosed three -party agreement authorizing the
establishment of this Letter of Credit account.
575 Dorset Street South Burlington, VT 05403 tel 802.846.4106 fax 802.846.4101 www.sburl.com
SITE PLAN
LANDSCAPING LETTER OF CREDIT AGREEMENT
THIS AGREEMENT, executed in triplicate between Wedgewood Dev Corp , hereinafter
referred to as "DEVELOPER', NBT Bank , hereinafter referred to as "BANK", and
the City of South Burlington, herein after referred to as "MUNICIPALITY".
WITNESSETH:
WHEREAS, DEVELOPER has received final plat approval No. SD-14-17 dated 6/18/14
from the MUNICIPALITY's Development Review Board for the development of a subdivision consisting of
14 units lots with related improvements, in a development to be known as'- Highland Crossing
as depicted on and in accordance with the specifications as set forth on the final plat entitled
" Jeffrey and Elizabeth Goldberg dated 4/14/14 , last revised N/A
prepared by eary BurKe , and recorded at Map Slide of the Land
Records of the City of South Burlington (the "Final Plat" herein) and as depicted on and in accordance with
the specifications as set forth on a site plan entitled,, Highland Crossing ", dated
4/30/15 last revised N/A prepared by O'leary Burke (the "Site
Plan" herein);
WHEREAS DEVELOPER is required by said approvals, at its own expense, to complete the construction
of the development site in accordance with the plans approved by the Development Review Board;
WHEREAS the parties to the Agreement wish to establish a mechanism to secure the obligations of the
DEVELOPER for the work as set forth below; and
WHEREAS the BANK executes this Agreement solely in the capacity of issuer of a Letter of Credit
hereinafter specified.
NOW, THEREFORE, the parties hereby covenant and agree as follows:
1. DEVELOPER will, at its own expense, complete the following installation as depicted and
in accordance with the specifications set forth in the Site Plan and related documents:
a Site Landscaping
b.
2. DEVELOPER shall replace or repair any defective or improper work or materials which
may be identified as such by the MUNICIPALITY within three (3) years after completion of
the improvements set forth in Paragraph 1 by the MUNICIPALITY (hereinafter the
"Warranty Period"). For the purpose of this Agreement "completion" shall be deemed to
have occurred when the Municipality has inspected and approved the installation of the
Improvements and issued written notice to the Developer that the installation thereof is
complete.
3. Upon "completion," the CITY shall provide DEVELOPER and BANK written notice of
completion.
4. For the guarantee of DEVELOPER's performance of all requirements hereunder set forth,
DEVELOPER has caused the BANK to issue its Irrevocable Letter of Credit in favor of the
MUNICIPALITY, the original of which is attached to the MUNICIPALITY's copy of this
Agreement, and a copy of which is attached to the DEVELOPER's copy of this
Agreement. During the term of this Agreement, DEVELOPER shall cause the attached
Letter of Credit to be renewed at least thirty (30) days before the maturity date thereof.
Failure of the DEVELOPER to deliver evidence of such renewal to MUNICIPALITY thirty
(30) days prior to the date of expiration of said Letter of Credit shall constitute a default of
the terms of this Agreement.
Said Irrevocable Letter of Credit provides that the drafts drawn under said Letter of Credit
must be accompanied by a written statement signed by a duly authorized agent of the
MUNICIPALITY, stating that in thejudgment of theiAk*4?CIPALITY, the DEVELOPER is
in default under the terms of this Agreement, and that the funds to be drawn pursuant to
the draft are in payment for, or in anticipation of payment for materials, labor and services
required for completion of the Improvements, or the repair or replacement thereof.
Payment of each draft will be made at sight when presented to the BANK by the
MUNICIPALITY, the payment limited only by the aggregate amounts presented in
relationship to the maximum amount of the Letter of Credit.
6. If DEVELOPER shall be in default of this Agreement for seven (7) days because of its
failure to provide evidence of renewal of the Letter of Credit, required in paragraph 4
above, MUNICIPALITY may notify BANK of such default and request payment of the
remaining balance available on said Letter of Credit. Such notice shall be provided in
accordance with Paragraph 5, above, with the exception that the MUNICIPALITY shall be
under no obligation to provide a statement that the funds to be drawn are in payment for,
or in anticipation of payment for materials, labor and services required for completion of
the Improvements, or the repair or replacement thereof. All funds drawn pursuant to this
paragraph shall be held in escrow by the MUNICIPALITY for the remaining duration of this
agreement. At the termination of this Agreement, the MUNICIPALITY shall refund all
remaining amounts held in escrow, less any funds retained in payment for, or in
anticipation of payment for materials, labor and services required for completion of the
Improvements, or the repair or replacement thereof. In the event any funds are withheld
by MUNICIPALITY, it shall provide DEVELOPER with a written statement stating that the
retained funds were retained in payment for, or in anticipation of payment for materials,
labor and services required for completion of the Improvements, or the repair or
replacement thereof.
7. The DEVELOPER and MUNICIPALITY hereby agree that the sum of
twenty-eight thousand five hundred dollars ($ 28,500.00 ) shall be
sufficient to secure DEVELOPER'S obligations under this Agreement but shall not relieve
DEVELOPER from the obligation to pay any additional costs, if actual costs exceed the
above -stated cost. Nothing herein shall relieve the DEVELOPER from the obligation to
pay any additional costs, if actual costs exceed the amount secured by the Irrevocable
Letter of Credit, after the time of completion.
8. The MUNICIPALITY will promptly submit to the DEVELOPER a copy of any draft it
submits to the BANK. The consent of the DEVELOPER to payment of said draft by BANK
to the MUNICIPALITY under said Letter of Credit shall not be required.
9. The MUNICIPALITY shall not file with the BANK a statement of default until ten (10) days
after notice has been sent by it to the DEVELOPER by certified mail, return receipt
requested, setting forth its intention to do so.
10. All funds drawn on the BANK by the MUNICIPALITY pursuant to the Letter of Credit shall
be used solely by the MUNICIPALITY for the purpose of completing construction of the
Improvements or the repair or replacement thereof. Any work contracted for by the
MUNICIPALITY pursuant hereto shall be let on a contractual basis, or on a time and
material basis, or shall be performed by the MUNICIPALITY's own work force and
equipment, or shall be accomplished in such other manner as in the judgment of the
MUNICIPALITY shall accomplish the work more expeditiously and economically,
consistent with good construction practices.
11. If payments are made by the BANK to the MUNICIPALITY pursuant to said Letter of
Credit, and it later develops that a portion of the monies drawn are in excess of the
MUNICIPALITY's needs, any such excess amount shall be refunded by the
MUNICIPALITY to the BANK, to be credited by said BANK to the Letter of Credit.
12. This Agreement and said Letter of Credit shall terminate and shall be of no force and
effect upon completion of the Warranty Period described in Paragraph 2, above. If the
MUNICIPALITY has not delivered any written notice to the DEVELOPER of any defective
or improper work or materials related to the Improvements within the Warranty Period, or
if notice has been given and the defective work or materials have been corrected by the
DEVELOPER to the reasonable satisfaction of the MUNICIPALITY, the MUNICIPALITY
shall forthwith notify the BANK in writing that the Letter of Credit may be cancelled, and
shall return the original Letter of Credit to the BANK, and the DEVELOPER shall be
released from all obligations hereunder.
.13. The BANK may not modify the Letter of Credit without first receiving written consent to the
modification by the MUNICIPALITY.
14. DEVELOPER hereby agrees to indemnify and hold BANK harmless from all claims,
causes of action or liability of any kind arising out of this Agreement or the issuance by
BANK of this Letter of Credit, including attorney's fees, as long as BANK follows the terms
and conditions outlined in said Letter of Credit.
1.5. This agreement shall be binding on all parties hereto and their respective heirs, executers,
administrators, successors, and assigns.
DATED at South Burlington Vermont, this 5 day of 20
IN THE PRESENCE OF:
4i ! Gf /
Witness
IN THE PRESENCE OF:
1V Llz�
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to ss
i� TP�tfood �1e9ldyB'1to+ 6(-Fcf'lha()
By:
D4 Authorized Agent
N 6T Ban k M, A .
By: lt�
Duly Authorized Agent
IN T PRESEN OF: CITY OF SOUTH BURLINGTON
/ 14 2 ilyk By: ?94 .
it ess Duly Authorized Agent
SON10-022 5-14-10 FORM LANDSCAPING LOG AGR 5/14/10