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3048 To authorize to the execution of certain agreements with respect to the development of lands on North Broadway in the Town of Tillsonburg (Sobeys)THE CORPORATION OF THE TOWN OF TILLSONBURG BY-LAW 3048 A BY-LAW to authorize to the execution of certain agreements with respect to the development of lands on North Broadway in the Town of Tillsonburg WHEREAS pursuant to Section 8 of the Municipal Act, 2001, S.O.2001, C.25, a municipality has the capacity, rights, powers and privileges of a natural person for the purpose of exercising its authority under this or any other Act, AND WHEREAS 759414 Ontario Ltd. has applied to the Oxford County Land Division Committee under File No. B 6/02 for Consent to Sever certain lands for the purpose of conveying lands to Rock Developments Inc. located on North Broadway in the Town of Tillsonburg for the purpose of developing a Sobeys Grocery Store and other Highway Commercial uses which has been granted conditionally including entering into a Severance Agreement with the Town of Tillsonburg AND WHEREAS Rock Developments has applied to the Town of Tillsonburg for Site Plan Approval for development of the Severed Lands herein which Tillsonburg Council is of the opinion that development of the said lands is not proper and in the public interest unless Rock Developments Inc agree to perform certain covenants as detailed in the Site Plan Agreement attached hereto. AND WHEREAS it is deemed expedient to enter into a Cost Sharing Agreement between The Town of Tillsonburg, Rock Developments and 759414 Ontario Ltd. for the purpose of detailing the Sharing of Costs related to development of the lands hereto. NOW THEREFORE the Council of the Corporation of the Town of Tillsonburg enacts as follows: 1. That the following Agreements attached hereto are hereby approved: Schedule "A" Severance Agreement Schedule "B" Site Plan Agreement Schedule "C" Cost Sharing Agreement 2. That Schedules "A", "B" and "C" hereto attached are declared to be part of this by-law as if written and incorporated herein. 3. That the Treasurer may agree and arrange with any bank, person or the County of Oxford for financing of the Town's Cost herein a temporary basis with payments from time to time of interest only. 4. That the Mayor and Clerk are hereby authorized to execute the agreements attached hereto and such other documents to implement the matters herein. 5. This By -Law shall come into force and effect upon enactment. READ a First, Second and Third Time, Signed, Sealed and Numbered 3048 this 13tH day of February 2003. J Z O LU w U LL 0 0 LL DYE 6 DURHAM Co. SNC.—Form No. 985 Amended NOV. 1992 Province of Document General p Ontario Form 4 —Land Registration Reform Act =(1)Reglmry Land Titles E -j'- (2) Page 1 of pages i12 o....,e•„ ai�rk Prnoertv New Property Identifiers Executions (8) This Document provides as follows: () roper y Identifiers) Additional: 00021 0198 See Schedule ❑ (4) Nature of Document Application to register Notice of an Agreement (Section 71 Land Titles Act) 1(5) Consideration __.__ ONE Dollars $ 1.00 (6). Description Firstly Part Lot 7, Concession 10, Town of Ti.11sonburg (formerly Township of Dereham) , County of Oxford designated as Parts 1, 3, 6, 72 9, 10, 11, 12, Plan 41R 7145, Land Titles Division of the Land Registry Office of Oxford (No. 41) Secondly Part Lot 7, Concession 10, Town of Tillsonburg (formerly Township of Dereham) , County of Oxford Additional: designated as Parts 2, 4, 5, 8, Plan 41R--7145 Schedule ❑ of the Land Registry tr Office of Land TitlesDivision g y Oxford (No. 41) (7) This (a) Redescription (b) Schedule for: Additional: Document New Easement See Contains: Plan/Sketch Additional Schedule ❑ ❑ Description ❑ Parties ❑ Other [] Continued on Schedule ❑ (9) This Document relates to instrument number(s) (10) Party(les) (Set out Status.or Interest) Name(s) Signature(s) Date of Sig Mn 759414 ONTARIO LIMITED ;2003 X02 ............................................................................................ ......... ti... .... .... .. .... ...)..................,. ........j........ Michelle Park .(8�ecr�etary I have authority to bind the , ..................................................................................................... corpora�t;ion................................................... i ........... 4 ........;. ............................................................................................ ................................................................ ............;................. IiI I I 1 S (11) Address for Service 31 Argonne Crescent, Toronto, Ontario M2K 2K2 (12) Party(les) (Set out Status or Interest) Name(s) Signature(s) Date of Sig^naturre I ......................... ..................................................................................... j ............{.........i........ ; ........................................................................... ..... ......... ..................................I............ !............i.........;.........� I (13) Address for Service (14) Municipal Address of Property 690 Broadway Con 10 S Pt Lot 7 RP 41R857 Part 1 (15) Document Prepared by: J Z O Vivian Wong Barrister & Solicitor D #401- 5400 Yonge Street 0 North York, Ontario LL M2N SRS O Fees and Tax Registration Fee Total BETWEEN: SEVERANCE AGREEMENT The Corporation of the Town of Tillsonburg ("Tillsonburg") 759414 Ontario Ltd. ("759414") Rock Developments Inc. ("Rock") WHEREAS: A. 759414 applied to the Oxford County Land Division Committee, File No. B-6/02 (the "Severance Application"), for consent to sever the lands described in Schedule "A" (the "Entire Lands") into two (2) parcels, the lands described in Schedule "B" (the "Retained Lands") and the lands described in Schedule "C" (the"Severed Lands"). B. The Severance Application was granted subject to certain conditions, including that the owners of the Entire Lands enter into this Severance Agreement with Tillsonburg. C. 759414, Rock, and Tillsonburg wish to set out the terms of an agreement setting out the respective obligations of 759414 and Rock prior to the severance being effected. D. This Severance Agreement (the "Severance Agreement") is one component of a transaction relating to the Retained Lands and Severed Lands. The salient agreements are contained in this agreement book (the "Agreement Book") as follows: a. Tab A: Severance Agreement; b. Tab B: Cost Sharing Agreement; c. Tab C: Site Plan Agreement; and NOW THERETOFORE, in consideration of 759414, Rock, and Tillsonburg entering into this agreement, and the sum of ONE DOLLAR ($1.00) paid by Tillsonburg to 759414 and the sum of ONE DOLLAR ($1.00) paid by Tillsonburg to Rock, the receipt whereof is hereby acknowledged, and other consideration, the parties hereto covenant and agree as follows: 1. Schedules (a) The following schedules form part of this agreement: (i) Schedule "A": Description of the Entire Lands (ii) Schedule "B": Description of the Retained Lands (iii) Schedule "C": Description of the Severed Lands 2. Site Plan Agreements (a) The Severed Lands shall only be developed in accordance with the Site Plan Agreement attached as Tab "C" to the Agreement Book. (b) The Retained Lands shall only be developed in accordance with site plan control. No structure shall be constructed on the Retained Lands other than in accordance with site plans submitted to and approved in writing by Tillsonburg pursuant to the Tillsonburg Site Plan Control By-law. 3. Easement Agreements (a) Easements shall be granted to Tillsonburg and the County of Oxford to the satisfaction of the Town of Tillsonburg and the County of Oxford acting reasonably over Parts 3, 4, 5, 6, 8, 9, 10, and 11 of Plan 41 R-7145. 4. Dedication of Lands for Municipal Collector Road (a) 759414 shall dedicate to Tillsonburg, without charge and encumbrances, a portion of the Retained Lands for the purpose of constructing a Municipal Collector Road Feb. 13, 2003 7:00 p.m. (the "Collector Road"). This portion of the Retained Lands shall be referred to as the "Collector Road Lands". (b) The Collector Road shall extend from the easterly boundary to the westerly boundary of the Retained Lands. The precise site location of the Collector Road shall be determined by 759414 and Tillsonburg acting reasonably. (c) The Collector Road shall be sixty six (66) feet in width. The Collector Road shall include (but is not limited to) road base, storm drainage, curbs and gutters, sidewalks on both sides, street lighting and provision for necessary utilities to the satisfaction of Tillsonburg acting reasonably. (d) Subject to approval by the Land Division Committee, 759414 and Rock shall enter into an agreement to provide reciprocal access from the Severed Lands across the Retained Lands, including access to the Collector Road. 5. Waiver (a) 759414 and Rock shall not question, directly or indirectly, in law or in equity, before any administrative tribunal or court, the right of Tillsonburg to enter into this agreement and to enforce each and every term, covenant and condition herein contained. This agreement may be placed as an estoppel against 759414 and Rock in any such case. (b) 759414 waives its rights to acquire a building permit under the Building Code Act in respect of the Entire Lands until its obligations under this Severance Agreement are fulfilled. (c) Rock waives its rights to acquire a building permit under the Building Code Act in respect of the Severed Lands until its obligations under this Severance Agreement are fulfilled. 6. Charging Severed Lands and Retained Lands (a) The Retained Lands and Severed Lands are charged with their respective performance of this Severance Agreement. (b) This Severance Agreement will be registered on title to the Retained Lands and Severed Lands. 7. Restrictive Covenants (a) So far as may be, the covenants of 759414 and Rock herein shall be restrictive covenants running with the land for the benefit of the adjoining lands of Tillsonburg or such of them as may be benefited thereby and shall be binding on 759414 and Rock, their heirs, executors, administrators, successors and assigns as owners and occupiers of the said land from time to time. 8. Sight Triangles and Road Widening (a) At the time determined by Tillsonburg, 759414 and Rock shall dedicate to Tillsonburg, free of all costs, charges and encumbrances, to the satisfaction of Tillsonburg: (i) Any sight triangles deemed necessary by Tillsonburg in conjunction with the Collector Road; (ii) Any sight triangles deemed necessary by Tillsonburg in connection with Crown Highway #19 also known as Broadway. (iii) Road widening not exceeding ten (10) feet in connection with Crown Highway #19, also known as Broadway. 9. Archaeological Assessment (a) At the time of any development of any part of the Retained Lands, 759414 shall, at its own expense, conduct and submit to the satisfaction of the Minister of Culture an archaeological assessment of such part of the Retained Lands. -3- (b) At the time of any development of the Severed Lands, Rock shall, at its own expense, conduct and submit to the satisfaction of the Minister of Culture an archaeological assessment of the Severed Lands. 10. Environmental Review (a) At the time of any development of any part of the Retained Lands, 759414 shall, at its own expense and to the satisfaction of Tillsonburg and the County of Oxford, have an environmental review of such part of the Retained Lands conducted and submitted that indicates that there are no underground storage tanks or other buried materials located on the subject property, and, if so, to undertake the remediation thereof. (b) At the time of any development of the Severed Lands, Rock shall, at its own expense and to the satisfaction of Tillsonburg and the County of Oxford, have an environmental review of the Retained Lands conducted and submitted that indicates that there are no underground storage tanks or other buried materials located on the subject property, and, if so, to undertake the remediation thereof. 11. Hydrant Maintenance (a) The respective property owners agree to enter into a hydrant maintenance agreement with the County of Oxford. The initial cost of maintenance (fixing, painting, frost checks, etc.) will be $100.00 + G.S.T. per year per hydrant. The rate will vary with County policy. The maintenance may be undertaken by the Town of Tillsonburg as the water distribution service provider for Tillsonburg. The property owner will pay any cost for upgrades, parts or replacements in the future as required. 12. Water Flow/Pressure (a) The respective property owners acknowledge that the water flows/pressures in this area are not to full municipal standards at this time. The respective property owners agree to inform any future purchasers or tenants of this fact. The respective property owners agree that the County may implement external water use restrictions for the property if the current water pressure zone is negatively impacted by water use from the property. The respective property owners also acknowledge that they may have to install on site works for fire flows. The respective property owners agree to hold harmless the County of Oxford and the Town of Tillsonburg for any future litigation regarding water flows/pressures until full municipal standards are in place. (b) The respective property owners agree that they, or any future owner of this property, will pay their fair share of costs for a future higher water pressure zone in this area. The future costs would be based on a fair and equitable basis using flow and area calculations. The respective property owners, or any future owner, agree to notify any purchaser of this property of this clause. 13. Costs (a) All outstanding costs incurred by the County of Oxford relating to the processing and review of the Severance Application and related studies, including but not limited to all peer reviews, be paid to the satisfaction of the County Office of Community and Strategic Planning. 14. Default (a) Upon failure of 759414 to do any act in accordance with this Severance Agreement, on thirty (30) days written notice, Tillsonburg, in addition and without restriction to any other remedy it may have, may collect its costs in a like manner as municipal taxes and the costs shall form a special lien on the Retained Lands, in priority to every claim, privilege, lien or encumbrance of every person except the Crown. (b) Upon failure of Rock to do any act in accordance with this Severance Agreement, on thirty (30) days written notice, Tillsonburg, in addition and without restriction to any other remedy it may have, may collect its costs in a like manner as municipal taxes and the costs shall form a special lien on the Severed Lands, in priority to every claim, privilege, lien or encumbrance of every person except the Crown. 15. Conditional on Other Agreements (a) This Severance Agreement is conditional upon the execution of the Cost Sharing Agreement, and Site Plan Agreement. 16. Interpretation (a) All covenants herein contained shall be construed to be several as well as joint and wherever the singular and the masculine are used in this agreement the same shall be construed as meaning the plural or the feminine or neuter where the context of the parties hereto so require. 17. Binding on successors, executors, administrators and assigns (a) This agreement shall extend to, be binding on and enure to the benefit of Tillsonburg, Rock, and 759414 and their respective successors, executors, administrators and assigns. 18. The parties agree that this agreement may be registered on title to the severed lands and retained lands. -5 - THIS AGREMENT shall enure to the benefit and be binding upon the parties hereto, their respective heirs, executors, administrators, successors and assigns. In witness whereof the said parties hereto, have hereunto set their hands and seals and the Corporations have hereunto caused to be fixed their Corporate Seals under the hands of their duly authorized officers in that behalf of this 14th day of February 2003. SIGNED, SEALED and DELIVERED in the presence of (759414 ONTARIO INC. ( Per: Michelle Par ,Secretary (I have the authority to bind the corporation. ( Per: Rocco Tullio, President (I have the authority to bind the corporation. (THE CORPORATION OF THE (TOWN OF TILLSONBURG (Mayo IRV (CAO/Clerk (DAVID C. MORRIS J z 0 W w U LL LL 0 0 LL Province of Na Ontario New Property Identifiers Executions (8) This Document provides as follows: DYE & DUAHAM CO. INC. --Form No. 985 Amended NOV. 1992 Document General D Form 4 —Land Registration Reform Act (1) Registry � Land Titles �Y(2) Page 1 of pages (3) Property Block Property Identifier(s) Additional: 00021 0198 See Schedule (4) Nature of Document SITE PLAN APPLICATION (5) Consideration ------ One --------_ 1.00 Dollars $ (6) Description Part Lot 7, Concession 10, Town of Tillsonburg (formerly Township Dereham) , County of Oxford designated as Parts 1, 31 6, 71 9, 10, 11, 12, Plan 41R-7145, Land Titles Division of the Land Registery Office of Additional: Oxford (N0. 41) See ❑Schedule (7) This (a) Redescription (b) Schedule for: Additional: Document New EasementSee Additional Schedule ❑ Contains: Plan/Sketch ❑ Description ❑ Parties ❑ Other ❑) See Attached Schedule Continued on Schedule ❑ j (9) This Document relates to instrument number(s) (10) Party(les) (Set out Status or Interest) Name(s) Signatur s) Date of Signature Y M D TH.E...CORPORATION..OF...THE'...T.OG�N.............!�-".........................,............... ................... .... . Mayor- Iry Horton 2003 1 m2 `1.4 OF TILLSONBURG ..................................................................................... .. ....... ....... , ....................... ;.......... ............;......... ..................................................................................................... ............i................. CAO Clerk Dave Morris ; 2003 02 `14 ; (11) Address 200 Broadway, 2nd Floor, Tillsonburg, ON N4G 5A7 for Service (12) Party(les) (Set out Status or Interest) Name(s) i nature(s) Date of Signature J Y M D ROCK DEVELOPMENTS INC. .......................................................................................... .... Rocco Tullio, President 2003 :02114 ...................................................................................................... ..I........... have....the...authorl.ty...t�........... , ............,.........i........ bind the Corporation. ................................................................................................................................................................ , . (13) Address 13275 Tecumseh Rd -E. Tecumseh, ON N8N 3T4 for Service 1111 (14) Municipal Address of Property (15) Document Prepared by: �. Fees and Tax J Z Registration Fee 690 Broadway 0LIJ viv ong Con. 10 S P t . Lot 7Barrist Solicitor #401 540 onge StreetLU No yock, ario �- M N SRS o 0 Total BETWEEN: SITE PLAN AGREEMENT The Corporation of the Town of Tillsonburg ("Tillsonburg") and Rock Developments Inc., an Ontario Corporation ("Rock") WHEREAS: A. 759414 Ontario Ltd. ("759414") owns and has agreed to sell to Rock the lands described in Schedule "A" (the "Severed Lands"); B. This Site Plan Agreement (the "Site Plan Agreement") is one component of a transaction relating to the Severed Lands. The salient agreements are contained in this agreement book (the "Agreement Book") as follows: a. Tab A: Severance Agreement; b. Tab B: Cost Sharing Agreement; c. Tab C: Site Plan Agreement; and C. Pursuant to section 41 of the Planning Act, R.S.O. 1990, c. P.13 (the "Planning Act"), Tillsonburg enacted By-law 2932, a by-law to establish Site Plan control. D. Rock Developments Inc. applied to Tillsonburg for site plan approval (Application No. TSCP 7-92 of Rock's proposed development of the Severed Lands. E. Tillsonburg Council is of the opinion that development of the Severed Lands is not proper and in the public interest unless Rock agrees to perform the covenants herein set forth. F. Tillsonburg and Rock enter into this agreement as a condition to the approval pursuant to section 41 of the Planning Act. NOW THERETOFORE, in consideration of Rock, and Tillsonburg entering into this agreement, and the sum of ONE DOLLAR ($1.00) paid by Tillsonburg to Rock, the receipt whereof is hereby acknowledged, and other consideration, the parties hereto covenant and agree as follows: 1. Schedules (a) The following schedules form part of this agreement: (i) Schedule "A": Description of the Severed Lands; (ii) Schedule "B": Site Plans (iii) Schedule "C": Conditions 2. Plans (a) Rock shall develop the Severed Lands in accordance with the site plans attached as Schedule "B", subject only to such changes as Tillsonburg may or may not agree to in writing in advance. Such development shall be to the satisfaction of Tillsonburg. (b) No building permit shall issue and no structure shall be erected with respect to the Severed Lands except in accordance with Site Plans and Elevation Plans approved by Tillsonburg. (c) Tillsonburg may treat any breach of this Site Plan Agreement as a breach of Tillsonburg's building by-law, and upon twenty-four (24) hours notice to Rock, stop work until the breach is rectified. (d) The Site Plans and Elevation Plans shall be in such detail as outlined in Tillsonburg Site Plan Control By-law number 2932, as passed on February 14, 2000. 3. Conditions (a) Rock agrees to satisfy, to the satisfaction of Tillsonburg, the conditions of development of the Severed Lands as set out in Schedule "C". 4. Maintenance Provision (a) Rock shall cause to be provided, constructed and maintain, as the case may be, at its expense, all of the facilities and works required by this Site Plan Agreement (the "Facilities and Works"). 5. Time for Completion of Works (a) Rock shall complete the Facilities and Works within nine months from date of signing. (b) If the Facilities and Works have not been completed then Tillsonburg in its sole discretion may revoke its approval of the plans and drawings and may terminate this Site Plan Agreement by giving notice in writing and by registering a notice that the approval is revoked and this Site Plan Agreement is terminated. 6. Security for Performance (a) Rock agrees to provide to Tillsonburg cash, an irrevocable Letter of Credit from a Canadian Chartered Bank in favour of Tillsonburg, or other security in a form satisfactory to Tillsonburg (the "Security") in the amount of S 100,000 as security to ensure due performance of all matters required by this Site Plan Agreement. If the Security is provided by way of a Letter of Credit, the Letter of Credit shall be renewable automatically and shall contain a term to the effect that such Letter of Credit shall not be cancelled except upon at least 30 days notice to Tillsonburg. In addition a 100% Performance Bond shall be provided. (b) The Security shall be held by Tillsonburg as a security deposit for the performance of Rock's obligations under this Site Plan Agreement. The Security shall not be deemed to limit the liability of Rock as aforesaid. Tillsonburg shall provide 10 (ten) days written notice to Rock of any alleged deficiency of Rock's obligations under this agreement. In the event that Rock has not cured the default within 10 days of receipt of the notice, or commence the work in the event that the nature of the default is incapable of being cured within 10 days, Tillsonburg may deduct from the Security any amount payable to Tillsonburg pursuant to this Site Plan Agreement which deduction shall not operate as a waiver of any of Rock's obligations under this agreement. Draws on the Letter of Credit may be made on written certification of Tillsonburg given to the financial institution issuing the Letter of Credit stating that monies are payable to Tillsonburg pursuant to the terms of this Site Plan Agreement and setting out the amount so payable. (c) The Security shall be returned to Rock upon completion of Rock's obligations under this Site Plan Agreement. (d) Rock agrees that if the costs of obtaining compliance with the terms of this Site Plan Agreement exceed the value of the Security, Tillsonburg is authorized by Rock to add such excess to the tax collector's roll against the Severed Land, to be recovered in a like manner as municipal taxes and the costs shall forth a special lien on the Severed Land, in priority to every claim, privilege, lien or encumbrance of every person except the Crown. 7. Expenses of Dedication (a) Rock shall have an Ontario Land Surveyor prepare and deposit on title a reference plan describing the lands being dedicated and conveyed to Tillsonburg for road widening, municipal services and utility easements or any other purpose under this agreement. Rock shall bear all expenses for the preparation, deposit registration of the reference plan, if required, and the deed or transfer or grant of easement to Tillsonburg. 8. Municipality's Right to Enter (a) Tillsonburg or any of its officers, servants or agents may from time to time, at all reasonable times and upon producing proper identification, enter upon the Severed Lands for the purpose of inspecting the facilities and works to be provided and maintained under this agreement and for the purpose of providing or maintaining at Rock's expense the facilities and works in default of Rock providing or maintaining the same where such default has continued for seven (7) days or more. Tillsonburg, its officers, servants and agents shall not be liable to Rock or any occupant of the Severed Lands for any losses or damages of any kind whatsoever arising in any way from entry for such purposes. (b) Nothing in this agreement shall impose upon Tillsonburg any duty or obligation to inspect or examine the Severed Lands for compliance or non-compliance or to provide any opinion or view respecting any condition of development or to request or require compliance with the conditions of this agreement. 9. Preparation and Registration of Site Plan Agreement (a) Tillsonburg shall prepare and Rock shall register this agreement against the Severed Lands. Registration fees shall be at the sole expense of Rock. Upon registration, Rock shall, at his, her or its expense, provide to Tillsonburg a certificate of title prepared by an Ontario solicitor in good standing and addressed to Tillsonburg certifying that Rock is the Owner of the Severed Lands. 10. Waiver (a) Rock shall not question, directly or indirectly, in law or in equity, before any administrative tribunal or court, the right of Tillsonburg to enter into this agreement and to enforce each and every term, covenant and condition herein contained. This agreement may be placed as an estoppel against Rock in any such case. (b) Rock waives its rights to acquire a building permit under the Building Code Act in respect of the Severed Lands until its obligations under this Severance Agreement are fulfilled. 11. Charging Severed Lands (a) The Severed Lands are charged with performance of this Site Plan Agreement. (b) This Site Plan Agreement will be registered on title to the Severed Lands. 12. Restrictive Covenants (a) So far as may be, the covenants of Rock herein shall be restrictive covenants running with the land for the benefit of the adjoining lands of Tillsonburg or such of them as may be benefited thereby and shall be binding on Rock, its heirs, executors, administrators, successors and assigns as owners and occupiers of the said land from time to time. 13. Remedies (a) In addition to any remedy authorized or permitted by this agreement or by law, Tillsonburg may, in default of any matter or thing required to be done by Rock under this agreement, do such matter or thing at its expense, and Tillsonburg may recover the expense incurred in doing it by action, by the Security or by recovery in like manner as municipal taxes and shall form a special lien on the Severed Lands, in priority to every claim, privilege, lien or encumbrance of every person except the Crown. (b) No proceeding by Tillsonburg under this clause and no waiver under any provision of this agreement shall prejudice the rights of Tillsonburg in respect of any subsequent default or any matter or thing required to be done by Rock under this agreement. The rights of Tillsonburg may be enforced by any remedy authorized or permitted by this agreement or by law, and no such remedy shall be exclusive of or dependent on any other remedy. 14. Indemnity (a) Rock agrees to indemnify and hold harmless Tillsonburg from and against all liability, claims, demands, actions, causes of action costs, including legal costs, charges, damages, interest, expenses, occasioned wholly or in part which Tillsonburg may at any time incur, be liable for, sustain or be put into for any reason or by reason of or in consequence of Tillsonburg entering into this agreement. 15. By-laws (a) Notwithstanding any of the provisions of this agreement, Rock shall be subject to all by-laws of Tillsonburg. In any event of conflict between the provisions of this agreement and the provisions of any by-law of Tillsonburg, the provisions of the by- law shall prevail. 16. Conditional on Other Agreements (a) This Site Plan Agreement is conditional upon the execution of the Severance Agreement, and Cost Sharing Agreement. 17. Notice (a) Any notice given under this agreement may be delivered, faxed or sent by registered mail as follows: To Rock: 13275 Tecumseh Road East Tecumseh, ON N8N 3T4 Attention: Rocco Tullio To Tillsonburg: Town of Tillsonburg 200 Broadway, 2"d Floor Tillsonburg, ON N4G 5A7 Notice made or given by personal delivery shall be conclusively deemed to have been given on the day of actual delivery thereof and, if made or given by registered mail, on the 6t" business day following deposit in the mail, or if made by fax before 5:00 p.m. on a business day on the date of transmission and otherwise on the next business day following the date of transmission. 18. Interpretation (a) All covenants herein contained shall be construed to be several as well as joint and wherever the singular and the masculine are used in this agreement the same shall be construed as meaning the plural or the feminine or neuter where the context of the parties hereto so require. 19. Binding on successors, executors, administrators and assigns (a) This agreement shall extend to, be binding on and enure to the benefit of Tillsonburg and Rock and their respective successors, executors, administrators and assigns. This agreement shall ensure to the benefit of and be binding upon the parties hereto, their heirs, executors, administrators, successors and assigns. In witness whereof the said parties hereto, have hereunto set their hands and seals and the Corporations have hereunto caused to be fixed their Corporate Seals under the hands of their duly authorized officers in that behalf of this 14th day of February 2003. SIGNED, SEALED and DELIVERED in the presence of (ROCK DEVELOPMENTS INC. ( Per: Rocco Tullio, President (I have the authority to bind the corporation. (THE CORPORATION OF THE (TOWN OF TILLSONBURG (Mao (112 IO ON (ItAORNe'rk (DAVID C. MORRIS SCHEDULE "A" Lepal Description: Firstly Part Lot 7, Concession 10, Town of Tillsonburg (formerly Township of Dereham), County of Oxford, designated as Parts 1, 3, 6, 7, 9, 10, 11, 12, Plan 41R-7145, Land Titles Division of the Land Registry Office of Oxford (No. 41). Secondly Part Lot 7, Concession 10, Town of Tillsonburg (formerly Township of Dereharn), County of Oxford, designated as Parts 2, 4, 5, 8, Plan 41R-7145, Land Titles Division of the Land Registry Office of Oxford (No. 41). SCHEDULE "B" (Approved Site and Elevation Drawings) Site Plan Drawings prepared by Stantec Consulting Ltd., Windsor, Ontario, dated February 13, 2003, including: 1. SP -1 Site Plan 2. 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N 1 • • 11 (�� • • O N V 1 P I 0 A I e 809 U)�• I I " z 3 V 1 7 1Lj 4] \ V jr 1 o A • 1 31N 0i 1 • • 1,1 00 >L* 0 I 6E 0 M V)> o it, 1g. -r� O 1 zsa 7r z a 200mm 3' 373mm min 500mm max rn f"/7 />Z > > q-� z O 33 z for 9 �Z Z 1 b Q +� GZj \ 900mm min X x 1 3 M Qy O •D 40 A 1 °i • O 1 q� 1 I ij N I a cp � O " 0 I 6E 0 M y mm u� Dual Schedule B 1. Final grades and elevations shall be established to the satisfaction of Tillsonburg in accordance with the attached site plans. 2. All surface and roof drainage shall be controlled on site and taken to an outlet approved by Tillsonburg and Long Point Regional Conservation Authority. 3. All necessary provisions for service connections on site shall be made to the satisfaction of the Tillsonburg, as the case may be. 4. Construction work shall be carried forward expeditiously in a good and workmanlike manner, in accordance with good trade practice and so as to cause a minimum of nuisance. All necessary precautions to avoid dust, noise and other nuisances and to provide for the public safety will, so far as possible, be taken and which comply with the Construction Safety Act. 5. All necessary care will be taken to see that mud and soil is not tracked or spilled onto any public highway. 6. All parking lots if ever required will be paved with hot mix asphalt or concrete to the satisfaction of Tillsonburg and have poured in place permanent bumper curbing along all parking areas. 7. Driveways shall be constructed using good engineering practices to the satisfaction of Tillsonburg. 8. Rock covenants and agrees to indemnify and save harmless Tillsonburg from any loss whatsoever arising out of or pursuant to the execution of this Agreement and the issuing of a building permit for any construction on the subject land. This indemnification shall apply to all claims, demands, costs and expenses in respect to the development of the subject lands as set out in this Agreement. 9. Rock shall provide Tillsonburg and the County of Oxford with digital versions of all plans and drawings in AutoCAD drawing files (.DWG) and shape files (.SHP) with attached database information, or in a current AutoCAD format approved by Tillsonburg and the County of Oxford. 10. Building elevation and cross -Section Drawings shall be submitted as part of the final site plan approval drawings, to the satisfaction of Tillsonburg. 11. A revised landscape plan shall be submitted to include the specific location, type and size of plantings in the landscape area in front of the proposed retail "A" building and the location, type and size of required planting strips along the southerly and easterly lot lines, to the satisfaction of Tillsonburg. In the event that trucks are deemed to be a nuisance, the Owner shall provide a provision of a 4 m (13.1 ft) high planting strip to visually screen the residential properties from truck traffic adjacent to the loading dock area and truck loading access route to the rear of the building. 12. The location of the planting strip and other landscaping on the site plan and landscaping plan shall be revised so that the two plans correspond. 13. The minimum 1.2 m (3.9 ft.) high planting strip shall be installed along the northerly lot line of the subject property, in accordance with the Tillsonburg's Zoning By -Law, unless a minor variance is obtained to vary this requirement. 14. A "hold hannless" agreement shall be entered into protecting the Town from any potential liability from stray balls originating from the driving range to the north, to the satisfaction of the Town. 15. A cross access agreement shall be entered into and filed with the Tillsonburg between Rock and 759414 Ontario Ltd., providing for a shared internal service road across the adjacent property to the north for primary truck access, at such time as the collector road off of Broadway is constructed. Any grading, paving, curbing, etc., necessary to connect the site to the future shared internal service road will be constructed to the satisfaction of the Town at the Owner's expense. 16. A storm drainage plan shall be approved and implemented to the satisfaction of Tillsonburg's Engineer. 17. Rock shall dedicate lands for a road allowance extension of Bobolink Drive to Tillsonburg at no cost as shown on the Site Plan to the satisfaction of the Town. The required planting strip along the westerly edge of this road allowance extension shall be located in its entirety on the subject property. 18. Rock shall provide internal sanitary and storm sewers, watennains and grading to the satisfaction of Tillsonburg. 19. Rock shall: (a) to contribute $2,500 annually for a period of 20 years to the Board of Management of the Tillsonburg Business Improvement Area (the "B.I.A.:) to be used towards beautification, maintenance and promotion for the Improvement Area. (b) if desired by the B.I.A., contribute its time and efforts to assist the B.I.A. in organizing an annual event to promote the downtown. (c) participate and have due regard to recommendations of an Advisory Board consisting of representatives of the Tillsonburg BIA, Chamber of Commerce, Economic Development Advisory Committee and Town Council which shall have the following functions: (i) Review of uses proposed for the subject property other than the grocery store. 20. All signs are to comply with the Tillsonburg Sign By-laws. 21. Rock shall provide clearly marked directional signs to be installed for all one-way lanes. 22. All deliveries to the grocery store on the site (Sobeys) shall be restricted to the hours between 7:00 a.m. and 7:00 p.m. 23. All lighting shall be installed on the subject property be in accordance with I.E.S. Standards to the satisfaction of Tillsonburg. 24. All necessary easements shall be granted to Tillsonburg and/or the County of Oxford free of all costs and encumbrances. 25. Sidewalks shall be constructed along Broadway at such time in the future and at the cost of Rock. 26. A sidewalk connecting the existing concrete pad in front of proposed Retail "A" to the proposed sidewalk along the east side of Broadway shall be constructed at Rock's expense, to the satisfaction of the Town, at such time as the sidewalks are constructed along Broadway. 27. It shall be the responsibility of Rock to maintain the existing and proposed planting strips along the southerly and easterly lot lines in a condition satisfactory to the Town. 28. Truck lanes and required fire routes are to be clearly marked with appropriate signage. 29. The garbage enclosure to the rear of retail pad `A' should be a minimum of 2 m (6.6 ft) in height and be constructed of a low maintenance durable material e.g. brick or block, in accordance with the Town's Site Plan Guidelines. 30. The Owner shall remove the existing the fire hydrant on Bobolink Drive and install a new fire hydrant at a location to be determined which will have a 4 inch storz connection plus four bollards if required. 31. The Owner shall revise the swale along the northerly edge of the property to carry a 100 - year pre -development flow from the property to the north if required by existing municipal policy or standard engineering practice. 32. The Owner shall provide a signed copy of the elevation plan from Traugott Construction (Kitchener) Ltd. 33. Whenever the words "to the satisfaction of Tillsonburg" are used they shall be deemed to include "acting reasonably, in accordance with the attached site plans or other plans to be filed as provided herein. COST SHARING AGREEMENT BETWEEN: The Corporation of the Town of Tillsonburg ("Tillsonburg") 759414 Ontario Ltd. ("759414") Rock Developments Inc. ("Rock") WHEREAS: A. 759414 is the registered owner of the lands described in Schedule "A" (the "Retained Lands"); B. 759414 has agreed to sell to Rock the lands described in Schedule "B" (the "Severed Lands"); C. This Cost Sharing Agreement (the "Cost Sharing Agreement") is one component of a transaction relating to the Retained Lands and Severed Lands. The salient agreements are contained in this agreement book (the "Agreement Book") as follows: a. Tab A: Severance Agreement; b. Tab B: Cost Sharing Agreement; c. Tab C: Site Plan Agreement; and D. This Cost Sharing Agreement relates to the provision of services (the "Services") to the Retained Lands and the Severed Lands. In general terms, the costs of the Services include but are not limited to the provision of a watermain, sanitary sewers, storm sewers, road work (including curbs, gutters, sidewalk and traffic signal), hydro service, land and survey costs, and engineering costs. NOW THERETOFORE, in consideration of 759414, Rock, and Tillsonburg entering into this agreement, and the sum of ONE DOLLAR ($1.00) paid by Tillsonburg to 759414 and the sum of ONE DOLLAR ($1.00) paid by Tillsonburg to Rock, the receipt whereof is hereby acknowledged, and other consideration, the parties hereto covenant and agree as follows: 1. Schedules (a) The following schedules form part of this agreement: (i) Schedule "A": Description of the Retained Lands; (ii) Schedule "B": Description of the Severed Lands; (iii) Schedule "C": Services to be Provided. 2. Services to be Provided (a) The Services being provided by Tillsonburg to the Retained Land and the Severed Land are set out in Schedule "C". Tillsonburg shall use its best efforts to have construction commenced by March 15, 2003, and to be completed no later than May 31, 2003. 3. Cost Sharing (a) Tillsonburg, 759414, and Rock shall contribute to the cost of the Services as follows: (i) Rock shall pay to Tillsonburg not later than February 14, 2003: (a) The sum of Three Hundred and Fifty Thousand ($350,000.00) Dollars less the the sum of Seventy-five Thousand ($75,000.00) in consideration of Rock completing a grade elevation change on the -2 - Severed Lands in accordance with the Site Plan Agreement less the sum of Thirty Thousand ($30,000.00) Dollars previously paid to Tillsonburg by Rock as a deposit toward off-site infrastructure improvements to be undertaken by Tillsonburg (the "Off -Site Services Contribution") (b) the sum of Ten Thousand ($10,000.00) Dollars as a contribution to the legal fees incurred by the Town in relation to the severance and zoning applications and all associated appeals related Retained and Severed Lands and the preparation of the agreements contemplated in this agreement (the "Rock Legal Contribution"); (c) A deposit in the amount of One Hundred Thousand ($100,000.00) Dollars as a security deposit for the performance of the obligations of Rock under the Site Plan Agreement (the Site Plan Security Deposit") The Site Plan Security Deposit shall be refundable to Rock in accordance with section 4 of this agreement. (d) Tillsonburg agrees that Rock's total contribution (the "Rock Constribution") is the net amount of Three Hundred and Fifty Five Thousand ($355,000.00) being the sum of the Off Site Services Contribution plus the Rock Legal Contribution plus the Site Plan Security Deposit. 759414 shall pay to Tillsonburg: (a) At the time of the development of the Retained Lands the sum of Two Hundred and Seventy Thousand ($270,000.00) Dollars (the "759414 Contribution"). (b) On February 14, 2003 the sum of Ten Thousand ($10,000.00) Dollars as a contribution to the legal fees incurred by the Town and in satisfaction of all claims for legal and engineering fees in relation to the severance and zoning applications and all associated appeals related to the Entire Lands to the date hereof (the 759414 Legal Contribution"). (c) At the time of the development of the Retained Lands 759414 agrees that a contribution to Tillsonburg to the extension of the hydro line north on Broadway shall be negotiated between 759414 and Tillsonburg. (d) Except as 759414 and Tillsonburg may otherwise agree, the 759414 Contribution shall be payable prior to the issuance of a building permit in relation to the Retained Lands. (A) If 759414 and Tillsonburg fail to come to such a further agreement then the 759414 Contribution shall be payable in full prior to the issuance of a building pen -nit in relation to the Retained Lands. (B) Rock has no rights in relation to both the 759414 Contribution and any such further agreement between Tillsonburg and 759414. 4, Cash Deposit and Performance Bonds by Rock (a) To secure its obligations under this Agreement, Rock shall deposit with Tillsonburg, prior to the issuance of a building permit in relation to the Severed Lands, the following: (i) the Off -Site Services Contribution; (ii) the Site Plan Security Deposit; and (111) evidence of a Performance Bond from the contractor retained by Rock equal to 100% of the cost of the site services to be contructed on the Severed Lands. (b) Upon Tillsonburg's receipt of progress certificates or invoices as certified for payment under awarded contracts for the Services, Tillsonburg shall deliver a copy thereof to Rock. The amount secured by Site Plan Deposit shall be refunded -3 w to Rock by Tillsonburg upon completion of the obligations of Rock contained in the Site Plan Agreement. (c) The amount secured by cash shall not, at any reasonable time, be less than such amount as Tillsonburg shall reasonably consider necessary to secure the remainder of Rock's obligations for the cost of the Services. 5. Conditional on Other Agreements (a) This Cost Sharing agreement is conditional upon the execution of the Severance Agreement, and Site Plan Agreement. 6. Interpretation (a) All covenants herein contained shall be construed to be several as well as joint and wherever the singular and the masculine are used in this agreement the same shall be construed as meaning the plural or the feminine or neuter where the context of the parties hereto so require. 7. Binding on successors, executors, administrators and assigns (a) This agreement shall extend to, be binding on and enure to the benefit of Tillsonburg, Rock, and 759414 and their respective successors, executors, administrators and assigns. 8. Contributions to the Town by Others (i) As between Rock, 759414, and Tillsonburg, Tillsonburg shall pay for the remaining costs of the Servicing. (a) Tillsonburg may obtain contribution towards the cost of the Services from individuals and corporations other than Rock and 759414. Such contribution shall be to the sole benefit of Tillsonburg. (b) Except as otherwise agreed by Tillsonburg, any contribution by any individual or corporation to the cost of the Services shall be to the sole benefit of Tillsonburg and shall not benefit 759414 or Rock. IN WITNESS WHEREOF the Parties have duly executed this Agreement as of the date and year first above written. SIGNED, SEALED AND DELIVERED in the presence of ) 759414 ONTARIO INC. Ole Per: Michelle Park, cretary I have authority to Rhd the corporation. ROCK DEVELOPMENTS INC. f Per: Rocco Tullio, President I have authority to bind the corporation. THE CORPORATION OF THE TOWN OF )TILLSONBURG (Ma�c(�-t CIO, TO (CAO/Clerk (DAVID C. MORRIS -5 - SCHEDULE "A" LEGAL DESCRIPTION OF THE RETAINED LANDS Part of Lot 7, Concession 10, Town of Tillsonburg, County of Oxford more particularly described as Parts 2, 43 5 and 8 on Plan 41 R-7145 SCHEDULE "B" LEGAL DESCRIPTION OF THE SEVERED LANDS Part of Lot 7, Concession 10, Town of Tillsonburg, County of Oxford more particularly described as Parts 1, 3, 6, 7, 9, 10, 11 and 12 on Plan 41 R-7145 _7_ SCHEDULE "C" SERVICES TO BE PROVIDED