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HomeMy WebLinkAboutSD-23-07 - Supplemental - 0600 Spear Street (5)Offer of Dedication 600 S 4-2-23.docx IRREVOCABLE OFFER OF DEDICATION This Irrevocable Offer of Dedication (the "Offer") is dated as of the date the last party signs below. The parties to the Offer are: 600 Spear FJT, LLC and 600 Spear EBT, LLC, tenants-in-common (referred to herein together as "Owners") with offices at and mailing address of c/o F. von Turkovich, One National Life Dr., Montpelier, VT 05604; and the City of South Burlington, Vermont, a Vermont municipality ("City") with offices at and mailing address of 180 Market St., South Burlington, VT 05403. Recitals A. Owners are the owners of that certain parcel of land located at 600 Spear St. in South Burlington, Vermont (identified as Parcel ID No. 1640-00600 on the City of South Burlington, Vermont, Tax Map) (the "Property"). B. Owners acquired the Property by way of a Warranty Deed, dated December 29, 2020, from Robert Couillard, Terrence Couillard and Deborah Sheehan, recorded in Volume 1572 at Page 53 of the Land Records of the City of South Burlington, Vermont. C. By Findings of Fact and Decision dated ________ _____ , 2023, the City approved Owner's Site Plan application No. __________________ (the "Approval") to construct a project consisting of 32 new dwelling units, readaptation of the use if an existing steel building, confirmation of the use and status of an existing residential building and associated site, parking and landscape improvements (the "Project"). The above-described features are depicted on that certain ______________________ dated ___________ (the "Plan"). D. The Approval contains conditions requiring the Owners to execute and deliver to the City an irrevocable offer of dedication and accompanying deed conveying the public street and right- of-way depicted as "Limits of Proposed Offer of Dedication" (the "Future City ROW") as shown on the Plan. E. The Future City ROW is to be dedicated to the City free and clear of all encumbrances, pursuant to the Approval. Terms and Provisions NOW, THEREFORE, in consideration of the Approval and for other good and valuable consideration, it is agreed as follows: Irrevocable Offer of Dedication Page 2 1. Offer The Owners hereby deliver to the City an executed Warranty Deed conveying fee simple title of the Future City ROW to the City, an unexecuted copy of which is attached hereto as Exhibit A, said delivery constituting a formal and irrevocable offer of dedication to the City. The Warranty Deed is to be held by the City until the acceptance or rejection of such irrevocable offer of dedication by the City. 2. Irrevocable Nature The Owners agree that this Offer is irrevocable, and it may be accepted by the City at any time. However, nothing herein or in the Approval obligates the City to accept said Offer or to assume any responsibility or liability as owner, or otherwise, of the Future City ROW described in said Warranty Deed. This Offer is personal to the City and is not assignable without Owner's consent. 3. Satisfaction of Approval City warrants that this Offer satisfies the requirements of the Approval pertaining to the dedication of the Future City ROW. 4. Binding Effect This Offer shall run with the land and shall be binding upon the Owners and their successors and assigns. 5. Notice to Utilities This Offer shall serve as notice to all persons and any and all utility companies that the City has an interest in the Future City ROW, which interest shall be first and superior to interests granted to other person or any easements granted to said utility companies, and all work within the area of the Future City ROW shall be in accordance with the City's public works standards as they may be amended from time to time. IN WITNESS WHEREOF, the parties, as evidenced by the signatures of their Duly Authorized Agents, do hereby execute this Irrevocable Offer of Dedication as of the date the last party signs below. (Execution page follows) Irrevocable Offer of Dedication Page 3 600 SPEAR FJT, LLC and 600 SPEAR EBT, LLC By their Manager, EF MANAGER, LLC By: ________________________ Francis von Turkovich, Manager STATE OF VERMONT CHITTENDEN COUNTY, SS On this. ______day of _____________ 2022 personally appeared Francis von Turkovich, being the Duly Authorized Agent of EF Manager, LLC, Manager of 600 Spear FJT, LLC and 600 Spear EBT, LLC, to me known to be the person who executed the foregoing instrument, and he acknowledged this instrument, by him signed, to be his free act and deed and the free act and deed of EF Manager, LLC, 600 Spear FJT, LLC and 600 Spear EBT, LLC. ______________________________ Before me Notary Public Commission No. _________ My Commission Expires: ________________ Irrevocable Offer of Dedication Page 4 CITY OF SOUTH BURLINGTON By: ________________________ _____________________, Its ______________ and Duly Authorized Agent STATE OF VERMONT CHITTENDEN COUNTY, SS On this. ______day of _____________ 2022 personally appeared ______________, being the __________________ and Duly Authorized Agent of the City of South Burlington, Vermont, to me known to be the person who executed the foregoing instrument, and she/he acknowledged this instrument, by her/him signed, to be her/his free act and deed and the free act and deed of City of South Burlington, Vermont. ______________________________ Before me Notary Public Commission No. _________ My Commission Expires: ________________ Irrevocable Offer of Dedication Page 5 EXHIBIT A WARRANTY DEED KNOW ALL PERSONS BY THESE PRESENTS that 600 Spear FJT, LLC and 600 Spear EBT, LLC, each a Vermont limited liability company having a place of business in the City of Montpelier, County of Washington and State of Vermont (the "Grantor"), in consideration of TEN AND MORE DOLLARS paid to its full satisfaction by the City of South Burlington, a Vermont municipality situated in the County of Chittenden and State of Vermont (the "Grantee"), do freely GIVE, GRANT, SELL, CONVEY AND CONFIRM unto the Grantee, and its successors and assigns, forever, certain lands and premises located in the City of South Burlington, County of Chittenden and State of Vermont, described as follows, viz: Being a portion of the lands and premises conveyed to 600 SPEAR FJT, LLC and 600 SPEAR EBT, LLC pursuant to a Warranty Deed, dated December 29, 2020 from Robert Couillard, Terrence Couillard and Deborah Sheehan, recorded in Volume 1572 at Page 53 of the Land Records of the City of South Burlington, Vermont. Being the lands and premises located on the Property and identified as "Limits of Proposed Offer of Dedication" (the "Future City ROW") as shown and depicted on the plan entitled "_________________________", dated __________, prepared by __________________, recorded in Map Slide at Page _____ of the Land Records of the City of South Burlington (the "Plan"). The future public street and sidewalks generally follow the alignment of the strip of land labeled "Proposed Future City Street" on the Plan within the Future City ROW. This Warranty Deed shall act as a bill of sale and does hereby convey all improvements located on, over and under the Future City ROW, including but not limited to all roadway improvements, sidewalks, sewer and water mains and appurtenances, and stormwater pipes, catch basins, and appurtenances. Grantee acknowledges that it has accepted the above-mentioned improvements in their "as is - where is" condition. This conveyance is made subject to and with the benefit of utility easements, spring rights, easements for ingress and egress, and rights incident to each as may more particularly appear of record, provided, however, that this shall not reinstate any interest or encumbrance previously extinguished by the Marketable Record Title Act (27 V.S.A.§601, et seq.) and amendments thereto. TO HAVE AND TO HOLD the Future City ROW, with all the privileges and appurtenances thereto, to the Grantee, City of South Burlington, and its successors and assigns, to its and their own use and behoof forever; and Granter, for itself and its successors and Irrevocable Offer of Dedication Page 6 assigns, does covenant with the Grantee, and its successors and assigns, that until the ensealing of these presents Grantor is the authorized agent of the sole owners of the Future City ROW, and has good right and title to convey the same in the manner aforesaid, that the Future City ROW is FREE FROM EVERY ENCUMBRANCE except as aforementioned; and the Grantor hereby engages to WARRANT AND DEFEND the same against all lawful claims whatsoever, except as aforementioned. IN WITNESS WHEREOF, 600 SPEAR FJT, LLC and 600 SPEAR EBT, LLC do hereby execute this Warranty Deed as of this _______ day of _______________ 2022. 600 SPEAR FJT, LLC and 600 SPEAR EBT, LLC By their Manager, EF MANAGER, LLC By: ________________________ Francis von Turkovich, Manager STATE OF VERMONT CHITTENDEN COUNTY, SS On this. ______day of _____________ 2022 personally appeared Francis von Turkovich, being the Duly Authorized Agent of EF Manager, LLC, Manager of 600 Spear FJT, LLC and 600 Spear EBT, LLC, to me known to be the person who executed the foregoing instrument, and he acknowledged this instrument, by him signed, to be his free act and deed and the free act and deed of EF Manager, LLC, 600 Spear FJT, LLC and 600 Spear EBT, LLC. ______________________________ Before me Notary Public Commission No. _________ My Commission Expires: ________________ DECLARATION REGARDING INFRASTRUCTURE NOW COME 600 SPEAR EBT, LLC and 600 SPEAR FJT, LLC, both Vermont limited liability companies (referred to herein together as "600 SPEAR") and state as follows concerning certain streets and sidewalks that are part of a land development known as "600 Spear Housing" located at 600 Spear St. in South Burlington, Vermont, and being more particularly described as follows: Land and premises conveyed to 600 SPEAR EBT, LLC and 600 SPEAR FJT, LLC by warranty deed of Robert Couillard, Terrence Couillard and Deborah Sheehan dated December 29, 2020, and recorded in Book 1572 at Page 53 of the City of South Burlington Land Records (the "Property"). RECITALS A. 600 Spear has received permission from the City of South Burlington Development Review Board ("City") to construct on the Property a development consisting of 36 dwelling units in 8 new buildings and pre-existing house structure together with the redevelopment of an existing steel building containing certain non-residential uses (the "Development"). B. In connection with the Development, City has required 600 Spear to execute and deliver a certain Offer of Dedication under which 600 Spear has granted City the right to take ownership of the designated right of way areas including the streets, sidewalks and other public infrastructure contained therein (the "Infrastructure"). NOW, THEREFORE, in order to provide for the orderly development and management of the Development and to clarify the rights and responsibilities of the City and 600 Spear in connection with the ownership and maintenance of the infrastructure, 600 Spear hereby states as follows: 1. Ownership of the Infrastructure. Unless and until the City elects to exercise its rights under the Offer of Dedication, 600 Spear or any successor owner of the Property shall be the sole owner of the Infrastructure. 2. Maintenance Responsibility. Unless and until the City elects to exercise its rights under the Offer of Dedication, 600 Spear or any successor owner of the Property shall be solely responsible for the operation and maintenance of the Infrastructure. 3. Obligations Running with the Land. The burdens and benefits contained in this declaration shall run with land and shall be binding on all future owners of the Property. (Signature page follows) Notice Regarding Infrastructure Execution Page 1 IN WITNESS WHEREOF, the undersigned set his hand as of the _____ day of __________ 2023. 600 SPEAR EBT, LLC, 600 SPEAR FJT, LLC, and SPEAR STREET SOLAR, LLC By EF Manager, LLC, Manager ___________________________ FJ von Turkovich Duly Authorized Representative STATE OF VERMONT _______________ COUNTY, SS At _______________ , in said county and state, on this ____ day of _______ 2023 personally appeared Francis J. von Turkovich, known to me, and acknowledged that he executed the foregoing instrument as his free act and deed and the free act and deed of EF MANAGER, LLC, Manager of 600 SPEAR EBT, LLC, 600 SPEAR FJT, LLC, and SPEAR STREET SOLAR, LLC. Before me, __________________________ Notary Public Commission #: _______________________ My commission expires: ______________ Declaration Regarding Infrastruture.docx