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HomeMy WebLinkAbout95-63 THE CORPORATION OF THE MUNICIPALITY OF CLARINGTON BY-LAW 95-63 A By-law to amend By-law #94-77, being a By-law to authorize the making of a servicing agreement and implementation of proposed official plan amendment #56 . The Corporation of the Municipality of Clarington hereby enacts as follows: 1 . THAT the Mayor and Clerk are hereby authorized to execute on behalf of the Corporation of the Municipality of Clarington, and seal with the corporate seal, an agreement to amend a servicing agreement between the Municipality of Clarington and Willsonia Industries Limited and Clarington Place Limited. 2 . THAT the agreement attached hereto as Schedule A form part of this By-law. By-law read a first and second time this 8th day of May, 1995 . By-law read a third time and finally passed this 8th day of May, 1995 . Acting M or C 1 e r k DYE a DURHAM Co.INC.—Form No.985 Amended NOV.1992 Province of Document General .. Ontario Form 4—Land Registration Reform Act (1) Registry Land Titles ❑ (2) Page 1 of 154 pages -.� 7 (3) Property Block Property C+ Identifier(s) Additional: See Schedule ❑ <°*j (4)Nature of Document s- LU C17) AGREEMENT (5)Consideration z ® C-> O }, - ) Dollars$ W � W CM (6 )Description W U U_ U_ Part of Lots 15 and 16, Concession 1, Geographic Township of o Darlington, Municipality of Clarington, Regional Municipality of Durham, designated as Parts 2 to 19 inclusive on Plan 40R-16730. New Property Identifiers Additional: See Schedule ❑ Executions (7)This (a) Redescription (b)Schedule for: Additional: Document New Easement I Additional See ❑ Contains: Plan/Sketch ❑ I Description ❑ Parties ❑ Other ❑ Schedule (6)This Document provides as follows: See attached Development Agreement among The Corporation of the Municipality of Clarington, Clarington Place Limited and Willsonia Industries Limited. -- .- - _ --- Continued on Schedule ❑ �(9)This Document relates to instrument number(s) (10) Party(lies)(Set out Status or Interest) Name(s) Signature(s) Date of Signature Y M D THE CORPORATION OF THE MUNICIPALITY ? � 1996 i o` o OF CLARINGTON'(Municipality). . . . . . . . . . . . . . ,. . . b its solicitor Nicholas T. Macos (11)Address I for Service 40 Temperance Street Bowmanville Ontario L1C 3A6 (12) Party(ies) (Set out Status or Interest) Name(s) Signature(s) Dlate of Signature CLA.RINGTON PLACE LEVHTED (Owner) WILLSONIA MUSTRILS.CANED NQ0949(r-) . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . ` . . I . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . I 1 (13)Address for Service (14) Municipal Address of Property (15) Document Prepared by: } Fees and Tax Nicholas T. Macos z Registration Fee Multiple 130 Adelaide Street West Suite 2600 Toronto, Ontario M5H 3P5 Q LL LL O cc 0 Total DN:CLARINC MKI)EV DEVELOPMENT AGREEMENT MADE (in quintuplicate) this 30th. day of April, 1996. BETWEEN: CLARINGTON PLACE LIMITED, hereinafter called the "OWNER" OF THE FIRST PART - and - WILLSONIA INDUSTRIES LIMITED, hereinafter called the "MORTGAGEE" OF THE SECOND PART - and - THE CORPORATION OF THE MUNICIPALITY OF CLARINGTON, hereinafter called the "MUNICIPALITY" OF THE THIRD PART WHEREAS the Council of the Municipality has enacted By-law 90-130 being a by-law designating all lands located within the corporate limits of the Municipality of Clarington as a Site Plan Control Area, a certified copy of which by-law has been registered in the Land Registry Office for the Registry Division of Durham (No. 40) as Instrument No. D405251; AND WHEREAS the Owner proposes to erect two eating establishments with a maximum floorspace of 929 m2 and a 3,085 m2 theatre containing a video arcade with a maximum floorspace of 55 m2 on the said lands and has requested the Municipality to approve the said development pursuant to the provisions of By-law 90-130; AND WHEREAS the Municipality has resolved to approve the said development pursuant to the said By-law 90-130, provided that the Owner enter into this Agreement with the Municipality; AND WHEREAS the lands affected by this Agreement, are described in Schedule"A" hereto and hereinafter referred to as the "said lands"; AND WHEREAS the Owner has represented to the Municipality that the said lands are registered in the name of Clarington Place Limited which is the beneficial Owner of the said lands as stated in the affidavit attached to this Agreement as Schedule "B"; AND WHEREAS the Owner, the Mortgagee and the Municipality have entered into an Agreement dated May 24, 1994 and a First Amending Agreement dated April 30, 1996, copies of which are contained in Schedule "G" hereto and are referred to collectively as the "Servicing Agreement"; AND WHEREAS the Owner warrants that it has entered into an agreement with the Regional Municipality of Durham for the provision of Regional services on or from Highway 2, Clarington Boulevard and Uptown Avenue; L.R.: 28.11.89 2 - AND WHEREAS the Owner warrants that it has entered, or will enter into an Agreement with the Ontario Hydro, for the provision of an electrical distribution system; AND WHEREAS the Agreement is made pursuant to Subsection 41(7) of the Planning Act, R.S.O. 1990, c.P.13, as amended; NOW THEREFORE, in consideration of the mutual agreements and covenants hereinafter contained and the payment of the sum of TWO ($2.00) DOLLARS by each parry to the other parties (the receipt whereof is by each of the parties hereby acknowledged), the parties hereto covenant and agree as follows: 1. SITE PLAN Among other plans and drawings, Schedule"C"annexed hereto contains an approved site plan showing the size, location, elevation and exterior architectural design of the buildings and structures which the Owner proposes to erect on the "said lands". The site plan and any amendments to it which may be made from time to time shall show marked thereon the written approvals of the Municipality's Director of Planning and Development and the Director of Public Works. The site plan and amendments thereto which are approved by the aforesaid Directors are referred to collectively as the "approved site plan". For the avoidance of doubt, the aforesaid approvals of the site plan and amendments thereto shall be obtained by the Owner prior to the issuance of building permits. 2. COMPLIANCE WITH THE SITE PLAN The Owner covenants that no buildings or structures, other than the building shown on Schedule"C" shall be erected on the "said lands" and further, that in the construction of such building, the Owner will comply with the elevations, exterior architectural design, the location of the buildings on the lot and all other matters relating to the building shown on the approved site plan contained in Schedule "C", unless otherwise approved in writing by the Municipality's Director of Planning and Development and the Director of Public Works. Additional elevation drawings for the two eating establishments shall be approved by the Director of Planning and Development. After the approval of the additional elevation drawings by the Director, and prior to the issuance of a building permit for these buildings or structures, the Owner and the Mortgagee hereby authorize the Director to annex the additional elevation drawings as part of Schedule "C" without the necessity of requiring an Amending Agreement. All signs to be located or erected on any portion of the said lands or on the exterior part of any building or structure erected thereon shall be as shown on the approved site plan contained in Schedule "C" before they are located or erected thereon. L.R.: 28.11.89 3 3. PARKING AND LOADING The Owner shall provide and maintain off-street parking and driveway accesses in accordance with Schedule "C" and to do so in accordance with specifications to be approved by the Municipality's Director of Public Works which shall include the surfacing of parking areas with concrete or bituminous asphalt. No parking of vehicles shall be permitted on access or driveway areas as shown on the approved site plan which areas shall be signed and maintained as fire access routes to the satisfaction of the Municipality's Fire Chief. 4. GARBAGE AND WASTE The Owner shall provide and maintain enclosed garbage and waste storage facilities as may be required by the Municipality for the storage of garbage and other waste materials from the buildings on the said lands, in accordance with plans and specifications to be approved by the Municipality's Director of Public Works and the Fire Chief. The Owner further agrees to remove garbage and other waste materials as often as may be required by the Municipality's Director of Public Works and the Fire Chief. 5. SNOW REMOVAL The Owner shall remove all snow from access ramps, driveways, parking areas, loading areas and walkways within twelve (12) hours of the cessation of any fall of snow. 6. GRADING AND DRAINAGE Schedule "C" annexed hereto also contains grading and drainage plans which shall show marked thereon the written approval by the Municipality's Director of Public Works prior to the issuance of building permits (the "Grading and Drainage Plans"). The"Grading and Drainage Plans" comprise plans and specifications of works for the grading of and the disposal of storm, surface and waste water from the "said lands" (the"Grading Works") and from any buildings or structures thereon and forms part of the approved site plan. The Owner shall undertake the grading of and provide for the disposal of storm, surface and waste water from the "said lands" and from any buildings or structures thereon at his cost in accordance with the approved "Grading and Drainage Plans" contained in Schedule"C". 7. ILLUMINATION The Owner shall provide illumination of the "said lands" and building in accordance with plans and specifications which are approved by the Municipality's Director of Public Works, and to refrain from erecting or using any form of illumination which, in the opinion of the Municipality's Director of Public Works, would cause any traffic hazard or would cause a disturbance to residential uses adjacent to the "said lands". - 4 - 5 8. FENCING AND LANDSCAPING The Owner agrees to erect and maintain fences and plant and maintain trees, shrubs or other suitable ground cover in accordance with the approved site plan and the approved landscaping plan also contained in Schedule"C"of this Agreement (the"Landscaping Plan") on the"said lands". The Landscaping Plan and any amendments thereto shall show marked thereon the written approval of the Municipality's Director of Planning and Development and Director of Public Works. The landscaping and fencing required to implement the approved "Landscaping Plan" are referred to as the "Landscaping Works". The Owner further acknowledges and agrees that the Municipality has the right to draw on the Letter of Credit with respect to the Performance Guarantee for the "Landscaping Works" at any time when deemed necessary by the Municipality's Director of Planning and Development. 9. SIDEWALKS AND WALKWAYS The Owner shall reconstruct or repair, to the Municipality's specification, a sidewalk along those portions of Highway No. 2, Clarington Boulevard and Uptown Avenue which abut the "said lands" and any reconstruction or repair of such sidewalks as a result of the construction of the building and structures to be erected on the "said lands". The walkway located on Part 8 of Reference Plan 40R-16730 which is shown on the approved site plan as contained in Schedule"C"shall be constructed in accordance with the approved site plan and shall be maintained as a walkway or means of pedestrian access open to members of the public at all times. 10. ARCHITECTURAL CONTROL The Owner agrees that prior to the issuance of building permits, it will submit to the Municipality's Director of Planning and Development for his consideration and if appropriate, written approval, a coloured schedule delineating the building materials and colours for all buildings and structures. The Owner further covenants and agrees that no mechanical equipment, such as air conditioners or ventilators, shall protrude from the roof or any other portion of the building unless the design and location thereof, including the screening of such equipment from public view, is approved by the Municipality's Director of Planning and Development. 11. APPROVAL OF PLANS AND SPECIFICATIONS The Owner agrees that the issuance of any building permits in respect of the "said lands" shall not be required by it until all plans and specifications which are to be approved pursuant to this Agreement have been approved in writing by the Municipality's Director of Planning and Development and Director of Public Works. 5 12. REGISTRATION AND ENFORCEMENT The Owner consents to the registration of this Agreement or a Notice thereof against the title to the "said lands" and acknowledges that the Municipality may enforce the provisions of this Agreement against the Owner of the "said lands" and subject to the provisions of the Registry Act and the Land Titles Act, as amended, against any and all subsequent Owners of the "said lands". The Owner further agrees to reimburse the Municipality for all reasonable legal fees and deposits associated with undertaking the registration of this Agreement. 13. FUTURE SERVICE CONNECTION - Not Applicable The Owner agrees to connect to sanitary sewer, watermain and storm sewer if and when these services are made available to the subject lands in the future. The Owner further agrees to bear all connection and frontage charges related thereto. 14. APPROVAL OF LANDSCAPING WORKS COST ESTIMATE The Owner agrees that, prior to the issuance of any building permit for a building identified on Schedule "C" hereto, the estimated cost (the "Landscaping Works Cost Estimate")of the construction and installation of the"Landscaping Works"in accordance with the approved "Landscaping Plan" , respectively, shall be prepared by the Owner and presented to the Municipality's Director of Planning and Development and the Director of Public Works for their consideration and, if appropriate, their written approval. After the Landscaping Works Cost Estimate has been approved by the Directors, the Owner and the Mortgagee hereby authorize the Directors to annex the"Landscaping Works Cost Estimate" to this Agreement as Schedule "D". Nevertheless, the approved "Landscaping Works Cost Estimate" shall be deemed to have been included in this Agreement at the date of this original execution, whether or not it was, in fact, so included and whether or not it is, in fact, entered in Schedule "D" hereto. 15. LANDSCAPING PERFORMANCE GUARANTEE REQUIRED The Owner acknowledges and agrees that notwithstanding any other provision of this Agreement including the Servicing Agreement, in determining permitted reductions in the amount of a Performance Guarantee respecting the Works and Streetscaping Works which has been deposited with the Municipality, the Municipality may retain in the Performance Guarantee an amount equal to the total amount shown on the approved"Landscaping Works Cost Estimate" as the "Landscaping Performance Guarantee". - 6 - 16. USE OF LANDSCAPING PERFORMANCE GUARANTEE The Owner agrees that the Municipality may, at any time, draw upon and use all or any part of the"Landscaping Performance Guarantee" if the Owner (1) fails to pay any costs of the"Landscaping Works", or(2)fails to construct any of the"Landscaping Works"required by this Agreement. If at any time in the opinion of the Director of Planning and Development and the Director of Public Works, both acting reasonably, the "Landscaping Performance Guarantee" is not sufficient to cover the costs of all "Landscaping Works", the Owner shall deposit with the Municipality additional cash or a letter of credit equal to the amount of any such deficiency within 30 days after written demand for payment is given to the Owner by the Directors. Paragraph 15 applies in respect of such additional or amended Letter of Credit if it comprises the additional required security deposited with the Municipality with all changes necessary to it being considered to have been made to give effect to the intent of this paragraph. The"Landscaping Performance Guarantee" or so much of it that has not been drawn upon by the Municipality in accordance with this Agreement will be returned to the Owner upon completion of all "Landscaping Works"to the satisfaction of the Municipality's Director of Planning and Development and the Director of Public Works who shall give the Owner written notice of completion, provided that following the giving of such written notice of completion the Municipality shall retain an amount equal to 20% of the "Landscaping Performance Guarantee"as security for the Owner's guarantee of the"Landscaping Works" for a period of one year following (1) the later of the dates which a separate notice of completion of each of the "Landscape Works" is given to the Owner, and (2) the date on which notice of completion of the"Landscaping Works" is given by the said Directors to the Owner, if notices of completion of the "Landscaping Works" are not given to the Owner simultaneously by the said Director (the "Effective Date of Completion"). The"Landscaping Works"shall be guaranteed by the Owner for a period of one year commencing on the Effective Date of Completion. Forthwith after being given written notice by the Directors requiring it to do so, the Owner at its cost shall correct all deficiencies in the "Landscaping Works" shall replace all trees, plants and vegetation which die and rectify all deficiencies in the "Landscaping Works". If the Owner fails to comply with such written notice, the Municipality may enter on the "said lands", do the work, supply or replace the trees, plants and vegetation or rectify the deficiency or deficiencies on behalf of the Owner, and draw upon the portion of the "Landscaping Performance Guarantee" which has been retained as security as the Owner's guarantee, either to reimburse the Municipality for, or to pay the cost of so doing. 17. PAYMENT TO THE MUNICIPALITY The Owner shall pay to the Municipality of Clarington by cash or certified cheque,the sum of $ 20,417.74 being a fixed payment by the Owner to the Municipality in lieu of parkland dedication for Parts 2, 3, 5, 6, 7, 8, 9, 10, 11, 13, 15, 17 and 18 of Registered Plan 40R-16730. - 7 - 17. PAYMENT TO THE MUNICIPALITY - Continued In addition,the Owner hereby agrees to make payments in lieu of parkland dedication for the remaining lands described as Parts 4, 12, 14, 16 and 19 of Registered Plan 40R- 16730 prior to the issuance of future building permits in accordance with By-law No. 95-104. 18. PERMITS Subject to compliance with the Ontario Building Code Act, upon the Owner complying with the provisions of this Agreement respecting approval of all plans and specifications provided for in it, building permits will be issued in accordance with the plans subject to payment of the usual permit fees and other fees as are payable under By-law currently in force in the Municipality and provided that all building plans comply with such other Municipal by-laws as may be relevant and further provided that the Regional Municipality of Durham has approved the necessary connections to the municipal water and sanitary sewage systems and where any Agreement is required in respect of storm water run-off, that a copy of said agreement has been deposited with the Municipality. 19. LAPSE OF APPROVAL In the event a building permit has not been issued to the Owner within the period of two (2) years from the date of this agreement, the parties agree that the terms and provisions of said agreement shall become null and void. 20. CONSTRUCTION COMMENCEMENT The Owner shall commence construction of any building or buildings for which a permit may be issued under paragraph 18 hereof as soon as is reasonably practicable following the issuance of any such permit. 21. SERVICING AGREEMENT The Parties hereto agree that the Servicing Agreement contained in Schedule "G" annexed hereto, forms part of this Agreement and each warranty and covenant contained in the Servicing Agreement shall be performed and enforceable as if it was a warranty or covenant contained in this Development Agreement. 22. MAINTENANCE OF OILIGRIT SEPARATOR The owner hereby agrees: (a) That the oil/grit separator(s) be inspected by a qualified engineer at appropriate intervals but no less than twice a year during the months of July and November; c p -8- (� 22. MAINTENANCE OF OIL/GRIT SEPARATOR - Continued (b) That the qualified engineer certify and advise the Municipality, the Ministry of Natural Resources, and the Central Lake Ontario Conservation Authority that the oil/grit separator(s) is functioning as outlined in the approved engineering plans; and (c) That if the qualified engineer finds that the oil/grit separator(s) is not functioning and/or requires maintenance, that the owner will be responsible for repairing and/or cleaning of the separator(s). 23. POSTPONEMENT OF MORTGAGE The Mortgagee hereby postpones his mortgage to this Agreement with the intent that this Agreement shall take effect as though dated, executed and registered prior to the mortgage. In the event that (1) the Mortgagee obtains an order of foreclosure against the Owner, (2) the Mortgagee directly or indirectly takes possession of the Lands, or (3) the Lands are sold after default occurs under the Mortgage, the Lands shall not be used or developed by any person otherwise than in conformity with the provisions of this Agreement. In order to give further assurance to the Municipality, the Mortgagee at its cost shall execute a separate Postponement Agreement containing terms satisfactory to the Municipality's Solicitor forthwith after being requested to do so by notice given in writing to the Mortgagee and to deliver the same to the Municipality. 24. INTERPRETATION NOT AFFECTED BY HEADINGS The division of this Agreement into paragraphs and the insertion of headings are for convenience of reference only and shall not in any way affect the interpretation of this Agreement. 25. SCHEDULES The following Schedules which are attached hereto, together with all provisions therein, are hereby made a part of this Agreement as fully and for all purposes as would be the case if they were set out in the text of this Agreement as covenants and agreements: Schedule "A" - "Legal Description of the Lands" Schedule "B" - Not Used Schedule "C" - "Site Plan" Schedule "D" - "Landscaping Works Cost Estimate" Schedule "E" - Not Used Schedule 7' - Not Used Schedule "G" - "Servicing Agreement and First Amending Agreement" 26. AUTHORITY OF MUNICIPALITY The Parties acknowledge and agree that the Municipality has authority to enter into this Agreement, that every provision hereof is authorized by the law and is duly enforceable by the Parties, and that this Agreement is made by the Municipality in reliance on the acknowledgement and agreement of the Parties as aforesaid. 27. NOTICE Any and all notices which may be given hereunder shall be delivered either personally or by facsimile transmission to the parties at the following addresses: (i) if to the Municipality, at: Municipality of Clarington 40 Temperance Street Bowmanville, Ontario L1 C 3A6 Attention: Ms. Patti L. Barrie, Clerk Facsimile: (905) 623-4169 (ii) if to the Owner, at: Clarington Place Limited 140 Bond Street West Oshawa, Ontario L1 H 71-8 Attention: Mr. Glenn Willson, President Facsimile: (905) 576-3213 (iii) if to the Mortgagee, at: Willsonia Industries Limited 140 Bond Street West Oshawa, Ontario Li H 71-8 Attention: Mr. Glenn Willson, President Facsimile: (905) 576-3213 and shall be considered delivered if delivered personally, when received, or if delivered by facsimile transmission before 4:30 p.m. on any business day, on the date of sending, or if delivered by facsimile transmission after 4:30 p.m. on any business day, on the next business day. 28. TIME OF ESSENCE Time shall be of the essence of this Agreement. 29. BINDING EFFECT AND REGISTRATION This Agreement shall ensure to the benefit of and be binding upon the Parties hereto and their respective successors and assigns. The Owner and the Mortgagee consent to the registration of a Notice of this Agreement on the title to the Lands. - 10 - 1 . IN WITNESS WHEREOF the parties hereto have hereunto set their hands and seals the day and year first above written and the parties hereto have hereunto affixed their corporate seals by the hands of their proper officers duly authorized in that behalf. SIGNED, SEALED AND DELIVERED In the presence of: ) THE CORPORATION OF THE MUNICIPALITY OF CLARINGTON MAYOR E7CLERK CIA GTON PLACE LIMITED G5ebA Willson, President WILLSONIA INDUSTRIES LIMITED enn Willson, President ` 12 LIST OF SCHEDULES A - Legal Description of the Lands B - Not Used C - Site Plan including: Key Map Site Plan Phase 1 - Final Grading Plan Phase 1 - Final Site Servicing Plan Phase 1 - Final Building Elevations Concept Site Plan Concept Site Plan Enlargement Construction Details D - Landscaping Works Cost Estimate E - Not Used F - Not Used G - Servicing Agreement and First Amending Agreement THIS IS SCHEDULE "A" to the Agreement which has been authorized and approved , 3 pursuant to By-law No. 90-130 of the Town of Newcastle (now the Municipality of Clarington), enacted and passed the 23rd. day of July, 1990. LEGAL DESCRIPTION OF THE LANDS ALL AND SINGULAR that certain parcel or tract of land and premises situate, lying and being in the Municipality of Clarington, in the Regional Municipality of Durham, and being composed of those Parts of Lots 15 and 16, Concession 1, former Township of Darlington more particularly described as Parts 2 to 19 inclusive, on Registered Plan 40R-16730. L.R.: 02.10.95 THIS IS SCHEDULE "C" to the Agreement which has been authorized and approved pursuant to By-law No. 90-130 of the former Town of Newcastle (now the Municipality of 14 Clarington), enacted and passed the 23rd. day of July, 1990. 'AS PER ATTACHED' L.R.: 02.10.95 6 �. SCHEDULE I REQUIRE THIS PLAN m BE DMOSITED DNDFR THE REGISTRY SITE OF APPROVED — -- LAND SUBJECT TO ROADS FOR PART DESCRIPTION INST.NO, AREA ACT. PLAN 4OR— 6�1 BUILDINGS AND _ FUTURE SITE PLAN FUTURE PART&10. 130454 m ,A�,ARY 29.,9. AND DE�I,ED STRUCTURES =—= APPROVAL DEDICATION 4 5µB. DATE a UAIE TEMPORARY ROADS TO 5;' ;9"""� PARKING LOT I :I BE DEDICATED o PART GP LOT to CONCESSION I t9207b 903 m LAND FOR }z MPRRAY aMSmN THE REGISTRY OF ROAD ALL OIYANCE BETKFEN 00NCESS/0NS` 1 2 All 9 q. "R"T '"``"` ,870.6 m.(N©T 0-tW) _ —._ � _ vY v '�• _ — _— 3095.7 m. A , PP ENT —_--_-____ ____ AS/w,wsr Na NV,-9T _ __—___ - APPROVED SITE PLAN ----------------- PLAN OF SURVEY --------------- _ �.r ---_----- q � OF PART OF LOTS 15 & 16, CONCESSION 1, --_ ' a' x = =-== /v) TOWNSHIP OF DARLINGTON, now in the a - --------------===_==__ —= i _ STREET 'H' _ IN-47F3 ga.n...nE/E.MeanYq Wrr NYYNW i - � — ' — — MKT-- — �_ . '•,, .._.._--___-__-_ L [w wawa 1•wM�M Mgt'w Yrw..Nw a IMM•N•n x M wrY•w[N+Y•r�•q b EawbVEtN Y a•w.aM+Le W I gakYtlMy«wa[,w swan awn•s.w.[ r rows "Yx.-1 1r,',mYln m nAll ` " w :wLNwWn«w ebN.«hMls..1.• i ry 1'•1 i I I p LRN~ NxMe L•m W aw4YNa M binen wM r•n,nLw a W �. •Elw M Iua1r[wa 1r nY nw. I ( 011 9i PUBIIt 610BB ! L Yro 'r�.,•n M 1M harY'q 'Oq.,w�e1 rq�'[•ai'''yM°y r geYgvY�N NNNYn N N M.M wl�wl•wW W b qY W Nw w wl w1 M q�[.MWp ywninL J I as wNya...•a w.ww w W wlwr ww.{w,w•w..auvNr I l wp•Mi u"�'u iN Wns"'1'�'rL�l'M4e M+u w'�iN w,]I Y W E•niN.[�b ]. yr {wYwca nMr••u[,I,Yr,NL .N w W s•nnwpE•N YEE � -.,I � I -__. -- ._• I //�/ 3 W•wacw,Y rb.enNp w N r wnNNrlan wrY { .'--__If_-_ 1." w�1 a W uL1M N.wahrlww•s••1 w,M Ib 4rMeYy -I 1 I \ e. ea aRE[N qY w.MII b raia•ILY,Na W YaYtlEaLYr 1[yLwr .... ^..J� Wwwymwl qr M mlwr•nwMaun6 I ' I n. .�n�M„r•w W w.nx.u.n N W.x.w[W.w . I IL W aEpfpoM e,W n••N N W epuYw�E•a M W EW¢ee,a I I +x LNE,a anY.q.o•.Yr w ww.N w,wvY[. ,.' - : ,e LNa a IIrLYr ba.Yb w sxW N vmN•mr aN aW Nanr[. a'aEb •wn aM wl•inWM1 I EXISTING RECREATIONAL COMPLEX °-°°� ^«ra•rL.- -� •._....... ; I I.•..•. Lb»,w..,�.gwnadn•1,q...waw•Y.MN MN,CnYN Y... I I _ T«,q Fm g4Yi1•wnp•Iw,Eplpaw,,NA LrGENQ I I .i __.__ �—•� ERwoIIR PIIePLAIY lac '. I [WYR-eE-MAY I I I M•Q t MEMi I ' . G ogwY I (1 m(e) GIOe•W En„raEr 001,1ab1 O[ME L.-- Oma4cl c•TOe•aY Y•a«az rrY ran—max xaa 4 xW.xun san s, swT.x u xwc nbwa lrn.•]s wwrASl I I � - O w' T3 Sb.,m. ]IIrIO,w AHNUE Orn leOD LroarLCroa MOeF1 rn leW ca[MYA'Llr L-------�-�--------------- `' •--4yZP----•= ' sa.50 - ,E raO Cmraq � -.. • �''--•-----•--•--•-- Ju-n [aSlwe oEV•OOR ' .'m2a wx 4 am wa arrm u om x-en S ------- ------'-'•--—----''------ s-E) � -_&_ . .----.- _- _.___.-- ---_.__-- •,OUw o[q•s,s]I a-am N n' Rwaaao -- cUPTOWN AVENUE -�pr— = I rmwwnsomwEa«m L------Les] ...4-- - -z I; _^$ • ale --- �`f J'I umn sr•uoxro -- aA• jr, I K f I L `]'�" :.:._ lun naOUO I s] _ mm,�--!-C- - # j _-- -- a - i. I X m) m,•s u+o norm's ca[cers ucmrm.rrn •Xe _ , wT wu urauY rlcalrm•rm Nn anEa -i--- - l .' -`. � �"�/ i �,i '. i i I PROJECT DATA EEL • -_ _ �- E I > I I I ' I PHASE 1 COMPONENT G.F.A. PARKING I .^I� aom uan. —j �— —1- — I •• I THEATRE (BLDG.E) 3072.5.2(33075 tt2; —� __ . _ I n 6� u LS era w w xw. (BUIIDING - �,[.- I•' I I rroy'w rxa �7EMPORARY PARKING lAT _ -I I LTS(Taal RESTAURANT BLDG.B 492.3. 5300 tit 465+6 H.C.+2 LOADING swxT m ( ) 2( a etas.ewnge a uL6L•aD.ET•nlEe I I PARKING 1152 CARS I 2 2 SPACE -309 CARS•- ' THEATRE / } � +•>.�n sOa+,sOXL. �)-/, I �Y, I RESTAURANT(BLDG.F) 330.6m (3559 N) t Tars mlaaxrs aEwamAw ar/os rw 3072 5 i,• • I R. 1� _ = 1 (t 33075 q]ij.)- I I I icJ,A l — j AREA AND BUILDING COVERAGE nEwsxws Ga w*mrm APPROVED: APPROVED: \� I-T.-_,_Q.' 1 r..7 —•;' _. m ' 1 I ${ �mn(C),L I _ I PHASE t AREA(EXCLUDING ROAD ALIOW&MEs1 COYFRAG 21602.8.2 18.03% N° , I �l 7 } '_°7 I 1Lj`YA ,I°,i e•Mw N owe.n �f — I 1 II,. I wuxc I Ie GEODETIC BENCH MARK No. 439-S(PRE-1978) CORPORATION OF THE MUNICIPALITY OF CIARINGTON —}— m a I saooc s sm cq awox sran a msscaox Eaow.xw L) I - I i p I I 19m S I — j�gg c"`anvcr-leii' a•x.ru w er.EC sr•xo,a�wxos.[o Em um,a osw,tmenE N Passe wenu zunw w EasB°m a o 0�nr E sT rw n Greer Callown Z I -` R TAU T—_ I Y 1 -_ (R1�ILDING Fj` _. Group Inc. l O —*— I _ • g(-_Two W�. I -1" ">" I I 7EMPOReRY BENCH MARK Z -.ae wAq A ' ,.bi:e I — Ix a ax TOe n mYmea o o a swY ra ouaua nEaa w Y Oaei.. w°w"e -r1-' I• — i'- I _ rLE..Mss>e. ow.3«r ,.: ( 1 J L3 — t�330.6 s I Yn w,nLr3r EEO a E.c wro,eaNwc ea]r1eeLY lae. "''°° CLARINGTON PLACE•a sip I ( I . RESTAURANT• . _.. � -, w �.- oL.-nzm•w xa (e492.3 C Q) BOWMANVILLE WEST MAIN t.492:3 �.... CENTRAL AREA 4s.ae.r; I (x 5300 -0 sA„t,) 4.wallo'i4, _L iT I „ _ - HIGH Ay �" ,�'>_,--c - �„"">j•eE' _ a' a a _. INDUSTRIES LTD. WILLSONIA - - _ •,An W Ate- ..m wnc i 4 2 1 - NO ss �`� �—�..a,Y V -,mics•cas awu � II ' I I I1 ; l ' I:rja SITE PLAN PHA n: [wc: S E 1 — FINAL 56.5 J(�I 3�•' �_� 1--�—'n«• ,_ ___ y � A. —q' t:500 wnri[„ i-1_ -. EL Y,rr x 5neulam It [.POOR _ 2[aaa«E PLAN vwxNr KEY N N.T.S. oewwc -- ` PeoX[,•_- 8214FO14 696 MAR 21 �+ \ I ..� a M�iy M t0Y Yb IM w wiry01W W:fM IBrtCwOtf0 XyY:wr � ' \ 1 i ./� ,16 1 MnlwWntl EXEY:BnY:n M w W wl M 1M LYebE N,BYnwt � 1I I , NOTES AirnOYED SIR cull ,- 1.,-` i I J DMEC IA PIARRJN.\ •� q_: I I 1 I I A9.TDR of 9ueLx tnaD: DENCH MARK - I I` ..._ ' . � aX,a v cwacrz ru u sa,rw wwwt XEmeu C I I I Jj TEMPORARY BENCH MARK 300 a9ta./-0•a Pra MO1 Bw01Y6 fWl,mtY UIOE1l ,RM]Y; SASr 6 auEx M,0 i I I r ELLY.-„T.31M0 I °,I I EXISTING RECREATIONAL COMPLEX LEGEND El n.sel.XUn Mce" GTOlBBx I 17 cwc)s G1pf 9X MM>BET COX m 00 E - Q cb.Y404 Growaw Y,1«IBE wM wET CW X0.MNY _ I I 0— fa Ywpa 0-n-1 SW4MY YMf,011 L- 4 -` (\` OSIC ta00 SmNKW1G1 I,ODR nc'm m EQw. r L------ _ EmcW OLVAnor, _UpTOWN'-AVENUE _ ____1Q-tm:oi �4.__ I- -- -- 't' rxonmEO elaaa rwsX rwoX ncv.XaX -� � m ,m., - cr s,wna m wwE m _1 XroX.Xr _ I =p XnvacoXwX. E° mna rrY I:. 0 OEY60r„nA a,0"MRM� BERfaO raY — _. ' �e Xo Ian�IiX ra/m wot —_ ui -{ y.�� °� ,yam XEMnq„0 w,E w «vnWm �(eL�nliic APPROVED: APPROVED: ,•• .-I ,°:a._. .. and ,m.ld(. I ! 3072.5 sq hi O ,m nL _ 33075 aq f)}). Y CORPORATION OF THE MUNICIPALITY OF CLARINGTON 1,ay DepaAment of Public Wax] 0 1 / `- 1..-. cJ L 1_ _ •-__ I m (au Gollowo..Kw.. nniN NF � JJ. I.,_ Group Inc. - _-.L-. I F- __ t.3559 a w.rao overt rE,Emwau+oxr w.u, Z i — .....��•a m ,I.I m -H-H_'-4-._m w10.A w r� CvYLOXAG R(tIW N Gau T aOTw N rluP:LSaAml C a4E l BOWMANVILLE WEST M a BAafI] N RESTAURAT ( 1N:R_ ta CENTRAL AREA WILLSONIA INDUSTRIES LTD. M- , W. lm® GRADING PLAN ° - FINAL 0 No 2 — — ,I\ „000 MNRT "_._ ,16m !E BFNOaEp •:.._----,__„am E .K.PONI o.rt a asue ow.ww . . -_.� _:__ 4,am,..-___.- 1a.a o rJ t P00)EEI xe.;MAY 94 82 1 4FD 1 rJ -x1,600 y't:t'11r -- 93-0-8474 S M w11w,l,M w Y r9arNw.tn4/s rWw row Wiwr,r Who. 1 NMI•,Yr n b N wrwY9 b iw,1,x,n,1 K WM 1 LyW,Irw�—�w.Nbm w,wYyi,�iirwe Yb NggMw1MM �/ Mw�Ieb1Y W wel 6•Ir. *r:49EO Slit RAtI a w wrr,.W,.bw+r w.tc.w wnYwt b esw•toz] :, w i / a .o"y°xxW^ I I F KAII`- f. Ms.YYwwrYw9 FWblo-b ss,M ow. xeiMe x-]0,. 1 }Itf91�1g L V,W-NE N N» wsMw Ww M 9eWwwNti xtlW erct4e p Nelk W99ES ,a EWw9 a.rvb.tsn rM w«,Nrxaxw at slw.mrxurw I I � I I � ,S aiHr ww I+.bE 51,4,a,L 191E IIIXa,la.l a IW M i/w M I o..+ax WY+w x.w w w b9,rJ lE4EdQ Mess CUNAOOx EXISTING RECREATIONAL COMPLEX •— xF"°OpjTM� _ f105aMC PaOPgTMIWE I 1 xMdE,ARCS I I i I o eA wAwx C3 m(e>s cATwaswx wn NET W17NOL I I ) O x e%c)a G C BA9 MAwgE rm eU7 m vT oc m i �• QSTC,mD S,wxCF m Moo¢sm+moat EmIV T rI QMx, sum­x Qw s- aNnu,Y ur»wlE f''r-♦I 10 i anE E]151WO CMTW% . 24 m —S I.•'.G �PN'mi•A�CxUE PP — --.— •',� Ixi1T ZTN10Ma LI —— Jaen]ON sn•1.01{ 't 4' +aN '-`: ---------------- --J// --.— —.— --.--.— — 1—T xOMD wy°„v°:i w T Y f °• women v1e xA,onAW v WTS t t ®®]]!! ♦we nar m. U V:t,a♦S Nx.-hail ♦AD YOtWR9 wAx9CIWFA .0.'J .l------ 2s»W.• .9% UPTOWNF•AVENUE v Ham - ••v 9Ya"lR M.Y Y.aw /0.1,9.M Wwlt..l 'x nm Em,scl. a ,'�' • i xwttaii t�-- — --- r — — — — -------- i _ I , ! IIIIII IIII ili ! Il � il � w ; ;�;; `11ii ! iiliic i 4 i�s ­ 30725 t muauohrt° wu . I •{�I._ . I-. � _ �- — R I '(t'33075, A4J� � ,j !� I I • 1¢-ecru xuclwx.a�,w�w[xEm[A R%/99 nn per wDue.T abum. w� rn I x Tsrrs mwums wmxPOxntm a,•/n Nu p;x k I ! I o mw r s Wm�ea�,re wn ' � /; I �aexs oua v Awauwo t C - — - a n I ff / I��ItI I I I — APPROVED: APPROVED: ElE � r was _ -- I 9 f, �o-Haas _�w,iT war_ ,WE a J I / l / •,AS Wwn,.E] i N w %.rlr owwax.x L W m I CORPORATION OF THE MUNICIPAUTY s CLARINGTON —_�-- _ DePOnn,aT of PuMk We11w he 4—�— I I I I �Q Creer Galloway - ! __.. L• s, U — _ — RESTAUfl oup Inc. _ __-. - _..•--- .s 9,""v.-iia4a� _ _.—I._._- -__ I �; ,,. - —_— '� __ _ (gGIIDIN 1 fAYUfxT - �.I_ _ _-I_-. _.-. I i •. -... +m•ooMfsm,xK - t 330.6' 9 I ca waro exrt x�a Ilst arm) Is u, • J- ]eo.sn - . 1- . .. .... ee t aw, - .. tainaw: lwsl,u s,n rw: (wa),a nn i i I u u j I ', - a ) `fi,,, j CLARINGTON PLACE # ja» snal.p% I ewxx.eEAeO n C/.x miaweML,E• _ N,,-,,".,=�nGb y�a T_I '�,±iiia I , I ,I, -- I i i •. .. ab . . c�~wY 0-na+0 BOWMANVILLE WEST MAIN RSTauRANT ING 3}(BUgLD m CENTRAL AREA t s91 ) J naA]oo.% wa: I WILLSONIA INDUSTRIES LTD. r,iaLx ea•xa RE E/M' °.`= .� < MwAAx!r55CYiY _..-__ 1 M,a0•SAN M.0% — ,%AIY% s `— p'' SITE SERVICING PLAN PHASE I FINAL HIGH - - ._ '- _-e• ------ yygY F i(tx.l ,muwx rvo. em]a n 1 _ J eEl6xro m. 1. < /�� rn- a9• N,wv a as '_+wn W"S..w�RAUUx���WY3l N��1 a]]•Sn 60arvn SW• EL ' "%M 1 509�`� W 6E A0101f➢ a0i• CCT M),ae,txn an 0.a% ]OfMnnt K AIFAYAW SAIB ¢F¢ i mxxfCT»PaOF AMIIXa un s ,'•..: T-^-1 FOR MMx9mwlpl OETfi0PMf11T 'fir ii I EX Wv.ilaxi]o (eY uAASeoaalcx>,taro x wwna.x l I ) ' Mro.1110•WPE xwni»i m-w10xA2 _ .. -c _._. ,,. a swu saAWxe AFPACi < Ig WAY 94 a PE Ww ,curl* "^*! 8214f016 i wsT4lJntw%Wn uaaAwuTCx a xw.a --wrorMOfEeteM,,tsr♦wNT PAULA .. wA . -._. RAM _ ..vA{�_ 9w3-0-8214 ,nM Wun�r 1. t i , sr.ww...n _ .- IT T IT we tw V r rd ••�+P,••,+ _.�_____._�.._. ... b ¢ I rr M+r. ' r j7 P+1a1.1"�.xm..-_ I A__T=�__..�'. rwm!ra wnM�u�_ ux„x.,.v I ...•.. -- -�. _ _ - � 1�,._ r ._i- -� --„..yi,.,rr,,.� t -77 «,...wI. R; •� tmu.,aN]n w �I g9 -- - -(-. � ._ �._ t Lt �..,9x.1 I 1,LA 1"I L A- g: 1 e��YAA �t 2 SOUTH ELEVATION ,:,au /� ••,+.c. roM,� ..w,•'i1ieo•on,• = ” mn.w.0«c•w W W bw Naa p—4,4 x J C D a. n.__ i .wrtC i i G 0•PPM.•�1 wl'IP[+xi �, Mme^ ( I �' - —___ _— y9•[9 pF ryt ,.�-` t - �' -_ ❑I a I t \^= _ t i I--. g - '- - .rwmPUw n »/nV9e nc . t -" Qt _ __ II �r axwn,.c j y r.a.P[wz,un an�wn t ' _/ � I �_ � _ _ � ❑ a ❑ I' � pay/^ 9 r P L L n Gay , i i �I _ _.-_-, -=+.rx9__..— _ __.{ _ _ � �LllE��=.'� U-:��! I�q�I Ld. ��_:"'• ron Kwm — - - ri n9n r 1 CDN91A Iqr, ! ! ! ! KSOfO feq RND(P DCC[eMCR T).199e PCRWI KA.1 fOP aMAx[PW ro+4w.Mfa a ELM 1I ON 9n wl scx[u.w.rz. r04iw'0rous wwr s[wo n Iwl:'+cxaa. I 'w'w i+6n wn +iawxR r9x ! iuxinw+a ex.w., t I �_.__.__,!>l�____�_—.-x_1!3. __—___.,.__—_______9]1+___._.-._—..__.____._-..-wR _.-__-_.._ .r....._.-.._ ..ENV-.__.._.-._.___-_.�. _...____._!!M_-..—.-_.____,..._. .___._._..__. ... -_._.___ 'tll+ g••� R�M] t too CINEPLEX ODEON w., CLAMIOTON PLACE o_o. -ae '�....a'tn.e.ua -e vn.e.+c ,n.." ; �._ i:. -- __:1. _ _i .,_., .. ,. . I 80»9MMi.80KVJq T— i J L v¢� �_- � ELEVATIONS .-- --- -- . _. ', ,: -_ - _,..., 'xl abur+Smith _ Architects W Kxo]9ood A—Il ToroNO,OM+rq MEC R7 TM(418)630-5)51 F9[,NMI 050-00M C EAST ELEVAnQ as 05/07 .�� /96 De+xx cNfa]o A9/ I:100 Nf.M OKM *aKIT w 9546-A3 FPA sT�TI=Tats PLANT LIST j K AMr€TO EwOIOR„<+PwoKn Lwm6.P{ KMx K xwlK+nM M I I4K4t uNnn TO"`a1II{A'4IN'{ AREA: I2°e7.99+' KE BOTANICAL NAME COMMON NAME NUM SIZE CONO REMARKS N�lxf MPIW 4 f(lf°�E[il['� YIIxW�iILK[t+)Ox R!1`!LuOV+a{. {i),G44 M'1 IIM[xtl[KYn �4Gt tl NWIT;{ M/Iw.4G!O.l AREA: IIIEATRE: 3072.87{, SNGlR NAfN.0 6 >Sxx Cvl 50 MtKA{IK N+a t wx44 //� -ate A —.1 SAfCN fVJN 1 LIi 960 LL�MN fCRN 01LL/IM+avR t0 YOJ A COPY V M'ta[LY+f{CNK{ilY,KtllitaTltlY G(.. RESTAURANT: yJ].IMa C011111[aK /{W M IiNOOC+/{Aa0R1[61. AIOKtW€>LW%M{ 1 ., IGMIfR L pENS16 Ip fi 6 L 6tl ---_ RESTAURANT: axY KTtt1M tv M LM4aG+PF 0.+K KLL K Ylxiftt0 10 iK OpMIxOYf a MA,t d LNO[GV4[AYnll4G1 A , RANxIK[K oeYG1.Oa,YEN!Kra rt")�'v0tiNYMIlY+MMYYmL OlKla NO Of.•OnG wf4 LUINO AREA: 3°w.704Y p `€IS J t VMINIOK P t L _�PIMIR l flU tRl [RAtl PPLE_12 ISx Gpx[K{xtK K 1K xOM4 KTIC!T4 M E PR4M4 Y--- A 'N 111 xISERI tC F rtRRV 21 fi0 C L nL0 , 1Y+ullOPII€N4 NNIC1P+Lit'Y.Itt x,MORti1n+WN14 KR'a Ca.v4 mt K x1LL K Kava,alh T 1 xix(Yw OK IYI Kp YPITY9, REA: 51.03s T- 0 fR.Uy R}NlW f SI IGIaI! VT R)ION.E 1114,OAx[ON ro Nrt [NO AREA: 2333.1]4` G I1L 1+[ORU 1 MO Cpl p Mltitx[i'JLL"I[�r M{+Nil INL"' 1 iOTKAIi[v Yixii MMNHf)aOM qlV ttx'l!K T�K[fxli KYUttIOttltY bYUk+[M Al KPANtl IxFPW0 4Y He.p31 - _ RyyOy€€>yr M 414Na KP[OY al G, Mx. KI1 UC€RIY[10 iR+LIT MIS t0 fYH�I� IK€>tM'NNa[+K CM1NRIIW N xfPNIA V f A PLENIFICR IdpL fLOxE0.I?JAPANE3F N€MS? Z6 0 f Ni Ptif 1E0'- K IPY IK wO, RIPLLt1V 41Y W,4€ OvmvfiP K M a.UV aYNa. RMe lWGIION M M PRO+6tT TO M Pux.C Wna t0 Al faTIVAClItlI IA RG6A RupRIG @.IA Nklkk h NG - •�„� K /IG t10N CM IPI IF!LNO{GN(+Otl,tttGl -�Gq LiL+N€W NEB X10 60cx Ni-W[IEO SPINAE+0 xvl Sa (NII.�iLAxE MNE K Overt {[ M[O O,IER i RYNaa I4 M WLICIK vR1 K K>x4N14K 10 YGO»K IK KGYa{MY+MRVVW gMaWI,TxG I xOKa OfiwiKwil"1q i0 IKO WI++lA+1tM 0 M Ii,OaGIPtMipMKa Y,IKIG IGpu N4{YARp. i1 1 _Nu urrlrr - i '� Y/I�nwN itt`IMY`M'1'Ni[['iuw,Ii,w1x pE0E5TR[AN CPO55Tw--'--- UPTOWN AVENUE P'"ERRED CONCRETE ANGLED CONTROL JOINT9 _ C --Iml(5EE OETAILI 12 u t. t• i IT U • �a- T EOP RAR P:ECTM O----------i u ¢ A u CIRD C — -- -- I 7• THEATRE _- _ 1 z m 1 u. RI f] (7 i] •u ' R X. K � Y+ WICK PAYC�Iw�AND URBYE [0 I(I�l hill/1 OEPAND Cu 19 jj u (SEE DETAIL) iIA V I u Og ld �' �' n •u ILH6IN:AM MONM:[R✓otf 0LI7•T V P9 I INMOL(.NpplplAA8.9 WP ��71T{ ® pAlmGCtPE A3a1IP7•'19 4.04 N79H I:OMNETN:IAL .:•;!v ' '. e_ CNA WEENK PENCE RESTAURANT )SEE O@TAILI � ! U30091 t'1 B"we oP ALL RESTAURANT {Lma* 1 AilEA9 TO w e000E9 (Iw001 t'I CLARINGTON PLACE I. ,u SOWMANVILLE WEST MAIN CENTRAL AREA 'WILLSONIA INDUSTRIES . C `• - , �\, PATIO ® I 4 IW.\4LWx CONCEPT$%IS PLAN 1 d v� -`xr�ag..3.� ��..,�,T,.R•�•'t3� ti Kt tlw•1 wa IR�``be^r'�jr¢"R..?.;:� �: �,• �. �h`rx-=-T. 94-OOE. OA.{. N4tL 1[ HIGHWAY N0.2 - 6(CP 3 • 8 30 UPTOWN AVENUE pg aj z•+n I' KO[O,OIU� i ' rt vTf,Wt0 cWCntlt / I I I __ I wnFO CW,YZ,tli i - 1.1 C( a e i uwato coY +rt+ I I 1 Ir�M101al -�— x- 1r btN RritcYl-- /�``•. �t rt,.nl • . __ �l 1 330]]/pt�l is y e I Y.YY ''� rw cemts(tW-_ . :.._._. :. '<:: at • G] C7 Cl IJ ° _ � �"„'„Gp':` �•::.'. � tlwa ua ewwxt�. M witiW rvw Yu u'iw ll �. -+1 :•Itr::'.:•. -_.. ... � • -..._ OY�u[tle to anrl[+caYl•[tla.aatltNi,a ^ __ - � "wl'oxM•ram M M1aOT Il0tlilU[` ___ �w.�•:•'''' 000 _ __ _ ' T YHR MYT.IY[0 it. —•- ,� _... 2 ntt ceun� (�� 3 _ v .:� _ ., )d1 __.1"• I LNY,•ir,nY10— ... OW O[fOM1!r a�WTM i •. � ® OuvY01S.MYt.tYgn't ttrrfotvrt CrflrAYti0w 1 ��,•?;•Iti•:at.' El �• ❑. N•• .❑•' KFw 10 OtTt nrcmmt i t rOr1Y[t•1W pYrYtw0 � < rwtrtKb Or wtw ' .:I r �OMtr 11NO� ! pESTAURANT RESTAURANT" • 1 - E ��.^C�=+'*"+ j (160001 t') 3 i wNir3.4O'tlRl}NYAOrX3ATS9l3L N.� I •U IANtA4t+4']ANC1UffY.T3 I • I I �� i .i '•• ` .rr j • IVWM 0 Y j -...wIR tcawr./ b YIW CrrlrltlLL ..._ I t •` - Kt rrxlw �O1' i ai:Yce _- rmt tYIW arbetw— C < � r rin�o lrn,czolixie ♦ t0t rrrrm CLARINBTDN PLACE tirotrxi nt�cetant I PAita I _ ; J a BOWMANVILLE NEST WAIN w:"�;'t, 4 •m ,•:X 1.— I r. :?}• a CENTRAL AREA S NILLSONIA INDUSTRIES t"7st f` +i?y�t r `{'.ril'.z�''�.rnyr -�.r,U•, 7�' <'t rl�` ,/— `% ( w 2aNE#AAFSly"W KAN ❑ fO.; 17(v I�1 cer' Iw 84-002 at J \ to Yu Yw, r•r.r.lwO HIBMWAY No.2 .0 Yrt –� NAW.LL M1TAE -BRlCA:BM 1MSLOLN PA,M K SELECTED COL OR TO 8E B BY OWNER SANG FILLED.19D.JS FENCE TO BE 'SILVER OP EVE M/ ------ _°...—PRECAST CONCRETE COPING OIHEGRBS ALONG TN€TOP EVENT - 'SNAP BOND PLASTIC EDGE Rto BE CE OTMEq PICKET TAY IKON€Affil€ -------------.---CONVENTION 9TBRI FACING OR ANAWTA BMMAA DISTFlIRDTE9 BY OECRA{pC, ID BE RACED INOUSTAI E9 ON 15H TO EQUIVALENT CONVENTIONAL BgiLN MA$pNgy r ALONG WALK FIN ALL EDGE%ANUTIENG SGO OR lGOLDDN OF FINiSN TD BE BLACNI AT OWNERS DI9tlYETION BIWA SOFT MATERIALS.EGGING f0 WE {SUBMIT SAMPLE TO LANDSCAPE ' %P IXED W J 990MM LONG SPINES- RAG,.PPIOR TB tN,STAUtITAMI --..PYq yIb CAP _- •q�y,C -ice, q�v, C, .1 - -... ` w .) IOIAMbNG11CNE49� 0 So—POST EA1 COMA C+EB I`: 15WARE) 11 Be!S.P,D. 20a X5MM HARL5 _1..._.. -...1-Y 150VARE1 -----cGwACT£G sUBGgJ1De BRICK PAVING I ' SOIIARE CONCRETE BASE 1 ( 11200 OEEP7 COLUMN FOUNDATION TO BE PEOESTR IAN I 1 CF AT IF TED OY PTOFE95IbNAl -PATTER,EA CGIKIRE IE w/ I 1 ENGINE{A IRE: SOILS AEPGAI) ANGLED CONIAOL,N7INT% CROSSING �.__ TO BE Co."ETEA DURING 1;SG -� -� L-�"' PREPARATION OF CONSTRUCTTGN X-154 RERAR5---_.._._ MORNING DMNINGS AND TENDER DOCUMENTS CONCRETE ED'No MASONRY COLUMN/0£COAATIVE FENCE BOTH SIDS OF CB 1:80 Ossim IrYPI-----_.-. f r ' G i Mr 31>i ArbY B •ogbY.r MX 90.0 PIPE PAIL *' F:'s ENEO i+�sBEa D. _-200 OR TO ASPHALT APPROVED -GRAROLAR'A'COMPACTED w•`JBB:G D:O.EHp.^: i�^:ti�•i:•: 40.3 0.0.LINE POST " '*+ii,Ux'wiM S.T.AlDE To 989 S.P.D. '::i14•f.G!3!lEA;2MX:•:`:•:•::,;•;•;•'•:•.:"•;.:. ,':h't.,,� wU + ' LL 6RAMA.AR'0'COW+ACTED t0 9BN S.P.O. •::• ,•••.•,• :•`• :•:`':ti•:: ':•\;:; '?'AEiiw " pEPR1 FNGM APPPGYED RACE to .::rAEET'�3TRFiT11FJE•BMi;• ,,•l;.•` ___ _ BDTTdR OF OgAMA,Afl'A' :•:•.SKIy,MiN,';. :.:;:•: •; �:^.'.::: �_ - $A,LEVELLIMO COURSE 9 .. ....dn ,, •'•.•, .^' i^--FASTENERS B]99 O.C, *""`;'h':W:4 P:Q;:�Y+;^4C•:::•�i:•:•::•: •: CO BIDE MESH - +,;',;•'uy?u;:•�}YAPidQ11:BA'NO9;11'Apd•:d:C::::::ti•:.:._^'. :,; NO.9oAUGE ____-'-„-� SEETLt.IA10.MIW:•:•:•. ''i:^: KIM"LEO BOTTOM EDGE i ACON 9+ItH BIN y�•�{ Nr „+N"- �( ^,0-/On CLEAAANCE - T, i'�Y11 1 .0GRO LINE _ v 1�` � ./� TOP OF FOOTiN9 10 Be SLOPED 1:10 S —z-nr,•u..+w,v. IAITE9: --- w.nww.ra__ -k a U { 1.LENGTH BETWEEN POSTS E ]� +�.....Is..aA r ENO.CORNEA AM STRAINING POSTS OOWO i fOR iB29 NIGH FENCES ! Jci llifE PDSr 2098 FGO IB29 NIWi FENC£ t P+ M 2.FASTENERS. 8 0A 11-1 M OR NEAYIER 4,n'y,",itii,`A,n ALL POSTS ANR PIPE AAELS TO BE GAL,. !.ALL DIMENSIONS AqE IIN MGLLIRETGEI O at 1 -e `---"1 ,,,/—O"ra.w..'O^�""'^"'"°i 1° 0.SEE PLAM FOR fENt III-' w CHAIN LINK FENCE (6'-0') Pont 91 a _.� 1 R._-- °'"' 3_._I_„� <� P' .BALLED 11M ( .Inv.y.avm 1:20 L ANN r.4`'✓ti �E[_I {'y. M+R BUILAPPED 'lhi,A 1`S.; t..._w... xG +1u"a G'se wmu M MN 1 ,n+uinw u` ru L=� 111 BALV.COUPLING OVER TOP MIL XINT3 - mNwuATN]NMNe11nT MNw;6AM SHRUBS SECTION L VECI0UOUS TREE SECTION ALUNIMUN CAPS I9MMn DAY:PIT+B-T0P'MIL •. Moo TIES A 4BD1 D.C. 'il+A'w' J'rr �% 9Ek'YABf�OOEG F Rd,C': INNRBLLD'BDENAABSatulFRCTTI 6�96sBBd99U9�9BnGn0608889���0900o-° Vu {, ,iVy� C,,\\�gQ��QifO U�llU��� _ � l�r li *.�'yk,S},•`CS �1�•yr �y�� � { LANWit'.APR APrJtntaiG cs .��.r�((��nn p®., * 1 .4 ”"'W �i• CLA RINOTON PLACE '-eOMMEAGIAi MADE $ 1 BOWMANVILLE WEST MAIN CNATM.iNN FAaAIG t of CENTRAL AREA- v 1 � �on'In NILLSONIA INDUSTRIES papoagoap��O 25 WO CONC.FOOTINGS 1l199U9�6V6896699 @60699 9 @99109U1.0 �a FII ALL-15 i r„• ---� ) ,..�. --1 ! 6 { 20 MPA EW F00TTN09 - I p • FOA LINE POSTE - 1 CDN9TMICTIW BETA[Le TREE ORATE BOLLARD )TASTE CONTAINER PLANTER I' NOBEL R-8768 100' SpUABE NOBEL^NEHBURYPORT MODEL TFIIDO NOBEL TFA230 BENCH dki...�, COMPACT SUBSOIL By NEENAH MODEL TF5O65 BY TERRA-FOAM UMEA FOOTINGS BV TRYSTAN BY YEARA-PORN BY TERRA-FORK !'-°”-I 9c1,.e NIWBM F.i- ' -SITE FURNITURE CHAIN LINK FENCE 14'-x'1 M.I.S, THIS IS SCHEDULE "D" to the Agreement which has been authorized and approved pursuant to By-law No. 90-130 of the former Town of Newcastle (now the Municipality of Clarington), enacted and passed the 23rd. day of July, 1990. LANDSCAPING WORKS COST ESTIMATE Landscaping Item Costs Brick Paving $ 15,570.00 Concrete Paving $ 13,640.00 Concrete Paving - Infill (Plain Finish) $ 7,334.00 Chainlink Fence (1.8 m height) $ 3,720.00 Chainlink Fence (1.2 m height) $ 3,840.00 Decorative Metal Fence $ 7,250.00 Masonry Columns $ 26,400.00 Tree Grates $ 6,600.00 Concrete Site Furnishings Benches $ 9,500.00 Bollards $ 3,750.00 Planters $ 2,600.00 Sodding $ 3,742.00 Plant Material $ 9,165.00 Total Landscaping Works Costs $113,111.00 L.R.: 02.10.95 THIS IS SCHEDULE "G" to the Agreement which has been authorized and approved pursuant to By-law No. 90-130 of the former Town of Newcastle (now the Municipality of Clarington), enacted and passed the 23rd. day of July, 1990. SERVICING AGREEMENT AND FIRST AMENDING AGREEMENT L.R.: 02.10.95 THIS AGREEMENT made in quintuplicate as of this 24th day of May, 1994. BETWEEN: THE CORPORATION OF THE MUNICIPALITY OF CLARINGTON - and - WILLSONIA INDUSTRIES LIMITED - and - CLARINGTON PLACE LIMITED SERVICING AGREEMENT r 26 TABLE OF CONTENTS ARTICLE 1 - INTERPRETATION AND SCHEDULES . . . . . . . . . . . . . . . . . . . . . 3 1.1 Definitions . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 3 1.2 Schedules . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 10 ARTICLE 2 - GENERAL . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 11 2.1 Recitals in Operative Part of Agreement . . . . . . . . . . . . . . . . . . . . . . 11 2.2 Certification of Ownership . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 11 2.3 Not used . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 12 2.4 Transfer of Easements . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 12 2.5 Transfer of Lands . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 13 2.6 Registration of Transfers . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 13 2.7 Not Used . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 13 2.8 Charge on Lands . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 13 2.9 Registration of Agreement . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 13 2.10 Renegotiation and Amendment of Agreement . . . . . . . . . . . . . . . . . . 14 2.11 Municipality to Act Promptly . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 14 2.12 Assignment of Agreement . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 14 2.13 Not Used . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 14 2.14 Notification of Owner . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 15 2.15 Postponement of Mortgage . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 15 2.16 Successors . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 15 ARTICLE 3 - FINANCIAL . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 16 3.1 Payment of Taxes . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 16 3.2 Payment of Local Improvement Charges . . . . . . . . . . . . . . . . . . . . . . 16 3.3 Payment of Drainage Charges . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 16 3.4 Highway No. 2 Street Lighting and Sidewalk Contribution . . . . . . . . . 16 3.5 Not used . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 17 3.6 Performance Guarantee Required . . . . . . . . . . . . . . . . . . . . . . . . . . . 18 3.7 Use of Performance Guarantee . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 20 3.8 Indemnification of Municipality . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 21 3.9 Insurance . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 21 3.10 Maintenance Guarantee Required . . . . . . . . . . . . . . . . . . . . . . . . . . . 21 3.11 Use of Maintenance Guarantee . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 22 3.12 Reduction and Release of Performance Guarantee . . . . . . . . . . . . . . 22 3.13 Reduction and Release of Maintenance Guarantee . . . . . . . . . . . . . . 24 3.14 Payment of Municipality's Costs . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 24 3.15 Unpaid Monies . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 25 3.16 Not used . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 25 i ^' 27 11 ARTICLE 4 - PLANNING . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 25 4.1 Not Used . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 25 4.2 Landscaping Plan and Landscaping Requirements . . . . . . . . . . . . . . . 25 4.3 Use of Lands . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 26 4.4 Not used . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 27 4.5 Lands Requiring Site Plan . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 27 4.6 Requirements for Building Permits . . . . . . . . . . . . . . . . . . . . . . . . . . 27 4.7 Not used . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 29 4.8 Not used . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 29 4.9 Requirements for Sale of Lands . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 29 4.10 Not used . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 30 4.11 Not used . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 30 4.12 Special Conditions . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 30 ARTICLE 5 - PUBLIC WORKS . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 31 5.1 Municipality Works Required . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 31 5.2 Utilities and Services Required . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 31 5.3 Owner's Engineer . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 32 5.4 Design of Works . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 33 5.5 Engineering Drawings . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 33 5.6 Approval of Grading and Drainage Plan 35 5.7 Staging of Construction . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 35 5.8 Approval of Schedule of Works . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 36 5.9 Approval of Works Cost Estimates and Stage Cost Estimates . . . . . . . 36 5.10 Requirements for Authorization to Commence Works . . . . . . . . . . . . 36 5.11 Requirements for Commencement of Subsequent Stages of Works . . . 39 5.12 Inspection and Stop Work . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 39 5.13 Construction in Accordance with Engineering Drawings . . . . . . . . . . . 40 5.14 Sequence of Construction of Works . . . . . . . . . . . . . . . . . . . . . . . . . . 40 5.15 Completion Time for Construction of Works . . . . . . . . . . . . . . . . . . . 40 5.16 Additional Work . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 41 5.17 Incomplete or Faulty Works and Liens . . . . . . . . . . . . . . . . . . . . . . . 41 5.18 Acknowledgement Respecting Emergency etc. Repairs . . . . . . . . . . . . 43 5.19 Damage to Existing Services . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 43 5.20 Not Used . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 44 5.21 Use of Works by Municipality . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 44 5.22 Maintenance of Roads after Completion . . . . . . . . . . . . . . . . . . . . . . 44 5.23 Requirements for Certificate of Completion . . . . . . . . . . . . . . . . . . . . 45 5.24 Requirements for Certificate of Acceptance . . . . . . . . . . . . . . . . . . . . 45 5.25 Ownership of Works by Municipality . . . . . . . . . . . . . . . . . . . . . . . . . 46 28 5.26 Requirements for Certificate of Release . . . . . . . . . . . . . . . . . . . . . . 46 5.27 Not Used . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 47 5.28 Cost of Works Referred to in Schedule "G" . . . . . . . . . . . . . . . . . . . . 47 ARTICLE 6 - COMPLIANCE WITH REGULATIONS . . . . . . . . . . . . . . . . . . . . 47 ARTICLE 7 - REPLICATION IN SUBDIVISION AGREEMENTS . . . . . . . . . . 47 ARTICLE 8 - NOT USED . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 47 ARTICLE 9 - EFFECTIVE DATE AND UNWINDING . . . . . . . . . . . . . . . . . . . 48 9.1 Effective Date and Date of Final Approval . . . . . . . . . . . . . . . . . . . . 48 9.2 Permitted Amendments to the Amending By-law . . . . . . . . . . . . . . . . 51 9.3 Unwinding of this Agreement . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 52 ARTICLE 10 - DEVELOPMENT OF THE LANDS SUBSEQUENT TO PHASEI . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 54 10.1 Subsequent Phases . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 54 ARTICLE 11 - ASSUMPTION OF OBLIGATIONS . . . . . . . . . . . . . . . .. . . . . . . . 55 ARTICLE 12 - TIME OF ESSENCE . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 56 ARTICLE 13 - AUTHORITY TO MAKE AGREEMENT . . . . . . . . . . . . . . . . . 56 SCHEDULES TO AGREEMENT Schedule "A" - "Legal Description of the Lands" Schedule "B" - "Preliminary Site Plan" Schedule "C" - "Charges Against the Lands" Schedule "D" - Not used Schedule "E" - "Transfer of Easements" Schedule "F" - "Lands to be Transferred to Municipality and/or Cash to be Paid in Lieu Thereof' Schedule "G" - "Works Required" Schedule "G-1" - "Streetscaping Works" Schedule "H" - "Utilities and Services Required" Schedule "I" - "Duties of Owner's Engineer" Schedule "J" - "Works Cost Estimates" Schedule "J-1" - "Starting Estimated Costs" 29 iv Schedule W' - "Insurance Required" Schedule 'V - "Regulations for Construction" Schedule "M" - Not used Schedule "N" - Not used Schedule "O" - Not used Schedule "P" - Not used Schedule "Q" - Not used Schedule "R" - "Engineering and Inspection Fees" Schedule "S" - Not used Schedule "T"' - Not used Schedule "U" - Not used Schedule W" - Not used Schedule "W" - Not used Schedule "X" - "Permitted Encumbrances" 30 Servicing Agreement Page 2 THIS AGREEMENT made in quintuplicate as of this 24th day of May, 1994. BETWEEN: THE CORPORATION OF THE MUNICIPALITY OF CLARINGTON (hereinafter called the "Municipality") OF THE FIRST PART - and - WILLSONIA INDUSTRIES LIMITED (hereinafter called the "M o r t g n q e e" ) OF THE SECOND PART - and - CLARINGTON PLACE LIMITED (hereinafter called the "Owner" ) OF THE THIRD PART WHEREAS: A. The lands owned by the Owner which are affected by this Agreement are described in Schedule "A" hereto, and are hereinafter called the "Lands'; B. The Owner represents and warrants that subject to Recital C it is the registered Owner of the Lands in fee simple absolute subject to the permitted encumbrances set out in Schedule "Y" hereto; C. The Owner represents and warrants that the Mortgagee is the only mortgagee or chargee of the Lands; D. The Owner represents and warrants that it has or will enter into an Agreement with the appropriate Public Utilities Commission or other authority or company having jurisdiction in the area of the said Lands for the design and installation of the utilities and services referred to in Schedule "H" and hereinafter called the "Utilities and Services'; Servicing Agreement Page 3 E. The Municipality and the Owner hereby recognize and agree that the purpose of this Agreement is to state the covenants of both parties with respect to the design and construction of roadways, storm sewers and associated works within the Lands; and F. This Agreement is authorized by By-law No. 94-77 passed on May 24, 1994. NOW THEREFORE WITNESSETH THAT in consideration of the premises and the covenants hereinafter expressed, and the sum of two ($2.00) dollars of lawful money of Canada, now paid by each Party to the others (the receipt whereof by each Party is hereby acknowledged), the Parties hereto covenant and agree to and with each other as follows: ARTICLE 1 - INTERPRETATION AND SCHEDULES 1.1 Definitions (1) In this Agreement the term: (a) "Adjusted Starting Estimated Cost" has the meaning assigned to it in paragraph 3.6(3) of this Agreement. (b) "Adjustment Date" has the meaning assigned to it in paragraph 3.6(3) of this Agreement. (c) "Amending By-law"means the provisions of OPA No. 56 which are required to come into force before By-law No. 94-16 which has received first and second reading by Council on January 24, 1994 being an amendment to the Municipality's Zoning By-law (By-law No. 84-63 as amended) to permit the construction of commercial development on the Lands or a portion thereof comes into force under the Planning Act and By-law No. 94-16. (d) "Applicant" means an individual, an association, a partnership or corporation who applies for the necessary building permits for the lots or blocks covered by this Agreement. (e) "Application to Court"has the meaning assigned to it in paragraph 9.1(b)(i) of this Agreement. 32 Servicing Agreement Page 4 (f) "Appropriate Authority" means the Municipality, the Region, a Ministry of the Crown in right of Ontario or other authority or agency considered to be appropriate for the purpose by the Director. (g) "Authorization to Commence Works" has the meaning assigned to it in paragraph 5.10 of this Agreement. (h) "Board" means the Ontario Municipal Board. (i) "Building Code Act" means the Building Code Act R.S.O. 1990 c. B. 13, as it may be amended or replaced from time to time. (j) "Certificate of Acceptance"has the meaning assigned to it in paragraph 5.24 of this Agreement. (k) "Certificate of Completion"has the meaning assigned to it in paragraph 5.23 of this Agreement. (1) "Certificate of Release" has the meaning assigned to in it paragraph 5.26 of this Agreement. (m) "Commissioner" means the Commissioner of Planning of the Regional Municipality of Durham. (n) "Completion Date" has the meaning assigned to it in paragraph 8.1(1) of this agreement. (o) "Construction Lien Act" means The Construction Lien Act, R.S.O. 1990 c. C.30 as it may be amended or replaced from time to time. (p) "Council" means the Council of The Corporation of the Municipality of Clarington. (c) "Court" means the Ontario Court (General Division). (r) "Damaged Services"has the meaning assigned to it in paragraph 5.19 of this Agreement. 33 Servicing Agreement Page 5 (s) "Date of Final Approval of the Amending By-law" has the meaning assigned to it in paragraph 9.1 of this Agreement. (t) "Development Charge" has the same meaning as is assigned to the term in the Development Charges Act R.S.O. 1990, c. D.9. (u) "Development Charge By-law"means Municipality By-law 92- 105 as it may be amended or replaced from time to time, and the term includes a successor by-law to By-Law No. 92-105 which is passed under subsection 3(1) of the Development Charges Act. (v) "Development Charges Act" means the Development Charges Act, R.S.O. 1990 c. D.9, as it"may be amended or replaced from time to time. (w) "Director" means the Director of Public Works of the Municipality of Clarington or his designated representative. (x) "Director of Community Services" means the Director of Community Services or his designated representative. (y) "Director of Planning" means the Director of Planning and Development of the Municipality of Clarington or his designated representative. (z) "Drainage Act" means the Drainage Act R.S.O. 1990, c. D. 17 as it may be amended or replaced from time to time. (aa) "Effective Date" has the meaning assigned to it in paragraph 9.1 of this Agreement. (bb) "Engineering Drawings" has the meaning assigned to it in paragraph 5.5 of this Agreement. (cc) "Final Disposition" has the meaning assigned to it in paragraph 9.1(b)(ii) of this Agreement. (dd) "Final Works" has the meaning assigned to it in Schedule "G" of this Agreement. 34 Servicing Agreement Page 6 (ee) "Grading and Drainage Plan" has the meaning assigned to it in paragraph 5.6 of this Agreement. (ff) "Highway No. 2 Contribution" has the meaning assigned to it in paragraph 3.4(1) of this Agreement. (gg) "Highway No.2 Security"has the meaning assigned to it in paragraph 3.4(1) of this Agreement. (hh) "Initial Security" has the meaning assigned to it in paragraph 3.6(1) of this Agreement. (ii) "Initial Works" has the meaning assigned to it in Schedule "G" of this Agreement. "Land Registry Office" has the meaning assigned to it in Schedule "A" of this Agreement. (kk) "Lands" has the meaning assigned to it in Recital A of this Agreement. (11) "Landscaping Plan" has the meaning assigned to it in paragraph 4.2(2) of this Agreement. (mm) "Maintenance Guarantee" has the meaning assigned to it in paragraph 3.10(1) of this Agreement. (nn) "Master Drainage Plan" has the meaning assigned to it in Schedule "G" of this Agreement. (oo) "Minister" means the Minister of Municipal Affairs, Ontario. (pp) "Municipality"means The Corporation of the Municipality of Clarington or any official, designated by Council to administer the terms of this Agreement. (qq) "Notice of Termination" has the meaning assigned to it in paragraph 9.3 of this Agreement. Servicing Agreement Page 7 (rr) "Occupational Health and Safety Act" means the Occupational Health and Safety Act R.S.O. 1990 c. 0.1 as it may be amended or replaced from time to time. (ss) "OMB Hearing" means the Ontario Municipal Board Hearing scheduled to commence on January 31, 1994 to consider referrals of the OPAs. (tt) "OPA No. 40" means proposed Official Plan Amendment No. 40 to the Official Plan of the Municipality. (uu) "OPA No. 255" means proposed Official Plan Amendment No. 255 to the Official Plan of the Region. (w) "OPA No. 56" means proposed Official Plan Amendment No. 56 to the Official Plan of the Municipality. (ww) "OPA No. 290" means proposed Official Plan Amendment No. 290 to the Official Plan of the Region. (arc) "OPAs" mean collectively OPA No. 56 (Schedule 'D" of which is attached as Schedule 'B"), OPA No. 255 and OPA No. 290 and the provisions of the proposed Official Plan of the Region which were referred to the OMB by the Minister of Municipal Affairs which are joined to and consolidated with the hearing by the OMB of the applications to approve OPA No. 56, OPA No. 255 and OPA No. 290. (yy) "Owner" means the Party of the Second Part to this Agreement, its successors and assigns and when used to refer to a successor or assignee of such Party, or to another person, an owner includes an individual, an association, a partnership or a corporation. (zz) "Owner's Engineer" means a consulting civil engineer experienced in performing the duties set out in Schedule "I" of this Agreement who or which is a partnership, association of persons or a corporation that holds a certificate of authorization, in their or its own name to practice professional civil engineering and is a licensed to do so under the Professional Engineers Act R.S.O. 1990 c. P.28 as it may be amended from time to time provided that the Owner's Engineer shall not be the Owner, or an officer, director, shareholder or employee of the Owner. 36 Servicing Agreement Page 8 (aaa) "Permitted Amendments" has the meaning assigned to it paragraph 9.2(a) of this Agreement. (bbb) "Performance Guarantee" has the meaning assigned to it in paragraph 3.6 of this Agreement. (ccc) "Permitted Amendments" has the meaning assigned to it in paragraph 9.02 of this Agreement. (ddd) "Permitted Encumbrances" means those interests in the Lands which have been registered in the Land Registry Office contained in Schedule "Y" hereto. (eee) "Phase I of the Development of the Lands"means the development of those portions of the Lands identified as"Phase I Buildings" as shown on the plan contained in Schedule 'B" hereto. (fff) "Phase II of the Development of the Lands" means the development of those portions of the Lands identified as "Phase II Buildings" as shown on the plan contained in Schedule 'B" hereto. (ggg) "Planning Act" means the Planning Act R.S.O. 1990 c. P. 13 as it may be amended or replaced from time to time. (hhh) "Reapproved Engineering Drawings" has the meaning assigned to it in paragraph 5.5 of this Agreement. (iii) "Reapproved Grading and Drainage Plan" has the meaning assigned to it in paragraph 5.6 of this Agreement. "Region"means The Corporation of the Regional Municipality of Durham. (kkk) "Related Works" has the meaning assigned to it in Schedule "G" of this Agreement. (111) "Retail Shopping Mall Lands" has the meaning assigned to it in paragraph 8.1(3) of this Agreement. 37 Servicing Agreement Page 9 (mmm) "Road System" has the meaning assigned to it in Schedule "G" of this Agreement. (nnn) "Schedule of Works" has the meaning assigned to it in paragraph 5.8 of this Agreement. (000) "Security for the Maintenance Guarantee" has the meaning assigned to it in paragraph 3.12(1) of this Agreement. (ppp) "Solicitor" means the Solicitor for the Municipality. (qqq) "Stage Cost Estimates" has the meaning assigned to it in paragraph 5.9 of this Agreement. (rrr) "Staging Plan" means the staging plan for the Lands approved by the Director of Public Works pursuant to paragraph 5.11 of this Agreement. (sss) "Starting Estimated Cost" has the meaning assigned to it in paragraph 3.6(3) of this Agreement. (ttt) "Stormwater Management System" has the meaning assigned to it in Schedule "G" of this Agreement. (uuu) "Storm Sewer System" has the meaning assigned to it in Schedule "G" of this Agreement. (vvv) "Street Lighting System" has the meaning assigned to it in Schedule "G" of this Agreement. (www) "Streetscaping Works" has the meaning assigned to it in Schedule "G-1" of this Agreement. (mac) "Tile Drainage Act" means the Tile Drainage Act R.S.O. 1990, c. T.8 as it may be amended or replaced from time to time. (yyy) "Transferred Roads" has the meaning assigned to it in Schedule "F" of this Agreement. 38 Servicing Agreement Page 10 (zzz) "Treasurer" means the Treasurer of the Municipality or his designated representative. (aaaa) "Unwinding Date"has the meaning assigned to it in paragraph 93(a) of this Agreement. (bbbb) "Upgrade Costs" has the meaning assigned to it in paragraph 3.6(3)(a) of this Agreement. (cccc) "Utilities and Services" means the utilities and services referred to in Schedule "H" of this Agreement. (dddd) "Works" has the meaning assigned to it in paragraph 5.1 of this Agreement. (eeee) "Workers' Compensation Act" means the Workers' Compensation Act R.S.O. 1990, c. W.11 as it may be amended or replaced from time to time. (ffff) "Works Cost Estimates" has the meaning assigned to it in paragraph 5.9 of this Agreement. (2) Whether or not it so provides explicitly, every provision of this Agreement by which the Owner is required to undertake any action shall be deemed to include the words "at the cost of the Owner". (3) Unless the context otherwise requires when used in this Agreement, the singular includes the plural and the masculine includes the feminine. (4) The covenants and obligations of the Owner as set out in this Agreement shall be the joint and several covenant and obligation of each party identified as an Owner. 1.2 Schedules The following Schedules which are attached hereto, together with all provisions therein, are hereby made a part of this Agreement as fully and for all purposes as would be the case if they were set out in the text of this Agreement as covenants and agreements: Schedule "A" - "Legal Description of the Lands" Schedule "B" - "Preliminary Site Plan" Schedule "C" - "Charges Against the Lands" 39 Servicing Agreement Page 11 Schedule "D" - Not used Schedule "E" - "Transfer of Easements" Schedule "F" - "Lands to be Transferred to Municipality and/or Cash to be Paid in Lieu Thereof' Schedule "G" - "Works Required" Schedule "G-1" - "Streetscaping Works" Schedule "H" - "Utilities and Services Required" Schedule "I" - "Duties of Owner's Engineer" Schedule "J" - "Works Cost Estimates" Schedule "J-1" - "Starting Estimated Costs" Schedule 'V - "Insurance Required" Schedule "L" - "Regulations for Construction" Schedule "M" - Not used Schedule "N" - Not used Schedule "O" - Not used Schedule "P" - Not used Schedule "Q" - Not used Schedule "R" - "Engineering and Inspection Fees" Schedule "S" - Not used Schedule 'T' - Not used Schedule "U" - Not used Schedule "V" - Not used Schedule "W" - Not used Schedule "X" - "Permitted Encumbrances" ARTICLE 2 - GENERAL 2.1 Recitals in Operative Part of Agreement The Owner represents and warrants to the Municipality that each of Recitals A to F of this Agreement is correct. 2.2 Certification of OwnershiD (1) On the execution of this Agreement, the Owner shall provide the Municipality with a letter signed by an Ontario Solicitor and addressed to the Municipality certifying as to the title of the said Lands and setting out the names of all persons having interests in the said Lands and the nature of their interests. 40 Servicing Agreement Page 12 (2) On the execution of this Agreement, the Owner shall provide the Municipality with a letter signed by an Ontario Solicitor and addressed to the Municipality certifying as to the title of any land outside the limits of the said Lands, which is to be conveyed to the Municipality or in which easements are to be transferred to the Municipality pursuant to the terms of this Agreement. 2.3 Not used 2.4 Transfer of Easements (1) Within forty-five (45) days of the Effective Date, the Owner, at its cost, shall deliver to the Municipality the executed transfers of easements which are set out in Schedule "E" together with a certificate signed by an Ontario Solicitor and addressed to the Municipality certifying as to the title to such land being transferred and shall pay to the Municipality in cash or by certified cheque the amount which is equal to any tax, fee or cost payable at the time of or in respect of the registration of such transfers against the title to the lands to which they apply. Such transfers shall be free and clear of all encumbrances and restrictions, shall be made for a nominal consideration, shall contain provisions satisfactory to the Municipality's Solicitor, and shall be in registerable form. (2) If, subsequent to the Effective Date,but prior to the issuance of a building permit(s) for building(s) proposed to be constructed on the Lands or a portion(s) thereof, in the opinion of the Director further easements in the Lands or such portion(s) thereof are required to be transferred to the Municipality, the Region of Durham, the Clarington Hydro-Electric Commission or other appropriate authority or company for Municipality purposes, Region of Durham purposes or for Utilities and Services, as the case may be, or for drainage purposes, the Owner agrees to transfer to the Municipality, the Region of Durham, the Clarington Hydro-Electric Commission or other appropriate authority or company, as the case may be, such further easement(s) forthwith after a written request to do so is given to it by the Director. If further easements are requested to be transferred to the Municipality, the Region of Durham, the Clarington Hydro-Electric Commission, or other appropriate authority or company, as the case may be, the provisions of paragraph 2.4(1) shall apply with all necessary changes to it being considered to have been made to give effect to the intent of this paragraph 2.4(2) 41 Servicing Agreement Page 13 2.5 Transfer of Lands Within forty-five (45) days of the Effective Date, the Owner shall deliver to the Municipality executed transfers, sufficient to vest in the Municipality title in fee simple absolute free and clear of all encumbrances and restrictions, of the lands set out in Schedule T" hereto together with a certificate signed by an Ontario Solicitor and addressed to the Municipality certifying as to the title to such lands being transferred and shall pay to the Municipality in cash or by certified cheque an amount of money which is equal to any tax, fee, or cost payable at the time of or in respect of the registration of such transfers against the title to the lands to which they apply. All transfers referred to in this paragraph 2.5 shall contain provisions to the satisfaction of the Municipality's Solicitor, shall be made for a nominal consideration, and shall be in a registerable form. 2.6 Registration of Transfers The transfers of easements and lands referred to in paragraphs 2.4 and 2.5 shall be prepared by the Owner and if registered, shall be registered at the Owner's expense. Acceptance and registration of any or all of such transfers shall be at the option of the Municipality. 2.7 Not Used 2.8 Charge on Lands The Owner hereby charges all its interest in the Lands with the obligations set out in this Agreement. 2.9 Registration of Agreement The Owner hereby consents to the registration of this Agreement or a notice thereof against the title to the Lands. On or after the delivery to the Municipality of the transfers required pursuant to paragraphs 2.4 and 2.5, the Owner will not register, permit or suffer any person to register any instrument after the registration of this Agreement or notice thereof against the title to the Lands unless this Agreement and any transfers or other documents required to be furnished hereunder have first been registered against the title to the Lands or the appropriate portion(s) thereof, as the case may be or a postponement of any such instrument in an effective and registerable form is concurrently delivered to the Municipality. The Municipality shall proceed expeditiously to register the said transfers following receipt of same. Without derogating from the foregoing, the Owner also hereby 42 Servicing Agreement Page 14 consents to the registration of a Caution(s) against the title to the Lands or the relevant portion(s) thereof as the case may be, in order to give further effect to the foregoing and acknowledge that the Municipality has reasonable cause to register a Caution(s). 2.10 Renegotiation and Amendment of Agreement (1) From time to time by mutual agreement, the Parties hereto may amend the terms of this Agreement and any of the Schedules, but an amendment shall only be effective if in writing and executed under the seals and hands of the proper officers of each Party. (2) If the Owner makes application to the Region for a Plan of Subdivision or to the Committee of Adjustment of the Municipality for a consent to sever (including but not limited to the Severance Application) in respect of the Lands or a portion(s) thereof then the Owner hereby irrevocably consents to a condition of approval of such application(s), from time to time, that the Owner enters into a Subdivision Agreement with the Municipality pursuant to the provisions of Section 51 or 53 of the Planning Act as the case may be which agreement(s) shall give further effect to the provisions of this Agreement. 2.11 Municipality to Act Promptly Wherever the Municipality, the Municipality's Solicitor, the Municipality's Treasurer or any Municipality Director is required to take action pursuant to this Agreement, or is required to make a decision or render an opinion, or give confirmation or give authorization, permission or approval, then such action, decision, confirmation, authorization, permission or approval shall be made promptly in all respects and the Municipality and its officials shall act reasonably. 2.12 Assignment of Agreement The Owner shall not assign this Agreement without prior written consent of the Municipality. For greater certainty, any assignment which is made contrary to this paragraph 2.12 does not relieve a subsequent Owner of the Lands of any of his obligations under this Agreement. 2.13 Not Used 43 Servicing Agreement Page 15 2.14 Notification of Owner If any notice or other document is required to be or may be given by the Municipality or by any official of the Municipality to the Owner under this Agreement, such notice shall be mailed by first class prepaid post or delivered to: The Owner: Clarington Place Limited 104 Bond Street West Oshawa, Ontario UG 1A7 or such other address of which the Owner has notified the Municipality in writing. Any such notice so mailed or delivered shall be deemed good and sufficient notice under the terms of this Agreement and shall be effective from the date which it is so mailed or delivered. 2.15 Postponement of Mortgage The Mortgagee hereby postpones its mortgage to this Agreement with the intent that this Agreement shall take effect as though dated, executed and registered prior to the mortgage(s). In the event that (1) the Mortgagee obtains an order of foreclosure against the Owner, (2) the Mortgagee directly or indirectly takes possession of the Lands, or(3) the Lands are sold after default occurs under the mortgage(s), the Lands shall not be used or developed by any person otherwise than in conformity with the provisions of this Agreement. In order to give further assurance to the Municipality, the Mortgagee at its cost shall execute a separate Postponement Agreement containing terms satisfactory to the Municipality's Solicitor forthwith after being requested to do so by notice given in writing to the Mortgagee and to deliver the same to the Municipality. 2.16 Successors This Agreement shall enure to the benefit of and be binding on the Parties hereto, and their respective successors and assigns. The parties acknowledge and agree that the terms, conditions, covenants and obligations contained in the Existing Servicing Agreement shall continue in full force and effect and the provisions of this Agreement shall not derogate therefrom. 44 Servicing Agreement Page 16 ARTICLE 3 - FINANCIAL 3.1 PaMgnt of Taxes Prior to the date of execution of this Agreement, the Owner shall pay all municipal taxes outstanding against the Lands, as set out in Schedule "C" hereto. In addition, the Owner shall pay any municipal taxes which may become due in respect of the whole or any one or more portions of the Lands after the date of execution of this Agreement in accordance with the law. 3.2 Payment of Local Improvement Charges Prior to the date of execution of this Agreement, the Owner shall pay all charges with respect to local improvements assessed against the said Lands as set out in Schedule "C" hereto. Such charges shall include the Municipality's share of any local improvements which serve the said Lands and shall include the commuted value of such charges including charges falling due after the date of the execution of this Agreement. 3.3 Payment of Drainage Charges Prior to the date of the execution of this Agreement, the Owner shall pay all drainage charges assessed under the Drainage Act and the Tile Drainage Act against the Lands, as set out in Schedule "C" hereto, including the commuted value of such charges falling due after the date of execution of this Agreement. 3.4 Highway No. 2 Street Lighting and Sidewalk Contribution (1) The Owner agrees to pay to the Municipality upon written demand therefor the Owner's contribution as determined by the Director towards the reconstruction of and installation of the Street Lighting System and Sidewalks on Highway No. 2 (the "Highway No. 2 Contribution"). The Highway No. 2 Contribution is currently estimated to be six thousand three hundred and seventy-eight dollars ($6,378.00) the calculation thereof is more particularly set out in Schedule U-1" hereto. No later than submitting an application for a building permit (the "Building Permit Application") for construction on the Lands or a portion thereof the Owner shall deposit with the Municipality, cash or an irrevocable and unconditional letter of credit issued by a Bank listed in Schedules "I" or "II" of the Bank Act, acceptable to the Municipality's Treasurer and containing terms satisfactory to the Municipality's Treasurer (the "Highway No. 2 Security") in an amount equal to the Owner's 45 Servicing Agreement Page 17 Highway No. 2 Contribution unless the Owner has already paid the Highway No. 2 Contribution pursuant to written demand therefor. If from time to time the Director is of the opinion that the amount of the Owner's Green Road contribution should be increased to reflect a revised estimate of the costs of the reconstruction and installation of the Street Lighting System and Sidewalks in Highway No. 2 or the Owner's Contribution thereto in accordance with the existing scope of work,forthwith after the Director gives written notice to the Owner requiring an increase in the amount of the Highway No. 2 Security, the Owner shall deposit with the Municipality cash or an unconditional and irrevocable letter of credit in such amount issued by a bank listed in Schedule "I" or 11" of the Bank Act that is acceptable to the Municipality's Treasurer and containing terms satisfactory to the Municipality's Treasurer. In the event that the Owner does not increase the amount of the Highway No. 2 Security for a period of thirty (30) days following the giving of written notice by the Director to the Owner requiring an increase in the amount of the Highway No. 2 Security, (1) all authorizations to commence work that have been issued shall terminate, and (2) the Owner shall not apply for or require the issuance of any permit for the construction of buildings on any part of the Lands pursuant to the Building Code Act. Without derogating from the other provisions of this Agreement, the parties acknowledge that if the Owner deposits a letter of credit with the Municipality's Treasurer as the whole or part of the Highway No. 2 Security or an increase thereof required by this Agreement, the Municipality's Treasurer, acting reasonably may at any time draw on such letter of credit and deposit the cash proceeds thereof in an account to the credit of the Municipality for disbursement towards the reconstruction and installation of the Street Lighting System and Sidewalks on Highway No. 2. (2) The parties acknowledge and agree that none of the provisions of this Agreement including but not limited to this paragraph 3.4 are intended nor shall they be considered to have the effect of exempting the Owner in whole or in part, or making inapplicable to the Owner, or making inapplicable in respect of the development of the Lands, a Development Charge that may be imposed by Development Charge By- law which may be passed by the Municipality and none of them shall be used as an justification for the basis of granting the owner a credit of any amount in determining the Development Charge payable by the Owner under such By-law under the Development Charges Act. 3.5 Not used 46 Servicing Agreement Page 18 3.6 Performance Guarantee Required (1) Prior to submitting a Building Permit Application, the Owner shall deposit with the Municipality cash or an irrevocable and unconditional letter of credit issued by a bank listed in Schedules "I" or II" of the Bank Act, acceptable to the Municipality's Treasurer, which contains terms satisfactory to the Municipality's Treasurer in the amount of the "Starting Estimated Costs" (as hereafter defined) (the "Initial Security"). Until the approval by the Director of the "Works Costs Estimate" (as hereafter defined) and the replacement by the Director of Schedule "J" hereto as provided for in paragraph 5.9 of this Agreement, the amount of the Initial Security shall be adjusted on each "Adjustment Date" (as hereafter defined) in accordance with paragraph 3.6(3) of this Agreement. If an adjustment is made in the Initial Security on an Adjustment Date with the result that the amount of the required Initial Security is increased, forthwith thereafter the Owner shall deposit with the Municipality cash or an irrevocable and unconditional letter of credit issued by a bank listed in Schedules "I" or "II" of the Bank Act, acceptable to the Municipality's Treasurer, which contains terms satisfactory to the Municipality's Treasurer in the amount of such required increase. If an adjustment is made in the Initial Security on an Adjustment Date with the result that the Initial Security is to be reduced, forthwith thereafter the Municipality shall return to the Owner a portion of the Initial Security which is equal to the amount of such reduction. Forthwith after the approval by the Director of the Works Cost Estimate and the replacement by the Director of Schedule "J" hereto as is provided for in paragraph 5.9, the Owner shall deposit with the Municipality cash or an irrevocable and unconditional letter of credit issued by a bank listed in Schedule "I" or "II" of the Bank Act acceptable to the Municipality's Treasurer and containing terms satisfactory to the Municipality's Treasurer in an amount equal to the amount of the Performance Guarantee, provided that the Owner shall be given credit for the amount of the Initial Security then on deposit with the Municipality in the determination of the amount of cash or the amount of the unconditional and irrevocable letter of credit which the Owner is required to deposit with the Municipality as the Performance Guarantee. On the replacement by the Director of Schedule "J" hereto as provided for in paragraph 5.9 of this Agreement the Initial Security or as much of it as is equal to the amount of the Performance Guarantee which is required to be deposited with the Municipality by this Agreement shall be deemed to be deposited by the Owner with the Municipality on account of the Performance Guarantee. 47 Servicing Agreement Page 19 If the amount of the Performance Guarantee required to be deposited with the Municipality is less than the amount of the Initial Security then on deposit with the Municipality on the replacement by the Director of Schedule "J" as aforesaid, forthwith after such replacement the amount which is equal to the portion of the Initial Security which is not required to be deposited with the Municipality as the Performance Guarantee shall be refunded by the Municipality to the Owner. (2) The deposit required as the Performance Guarantee pursuant to paragraph 3.6(1) shall be in the amount determined by the Director to be the amount required to secure to the Municipality the performance by the Owner of its covenants contained in this Agreement to construct and install the Works and the performance of the Owner's obligations under paragraph 5.13(2). Without limiting the generality of the foregoing, in making his determination, the Director may have regard for the"Works Cost Estimate" or the "Revised Work Cost Estimate" (both terms as hereafter defined) whichever is applicable, for the construction and installation of the Works which either are the subject of an Authorization to Commence Works or for the issuance of which an Authorization to Commence Works application has been made by the Owner. If from time to time following the issuance of any Authorization to Commence Works the Director is of the opinion that the amount of the Performance Guarantee should be increased in order to protect the Municipality's interests under this Agreement, forthwith after the Director gives written notice to the Owner requiring an increase in the amount of the Performance Guarantee, the Owner shall deposit with the Municipality cash or an unconditional and irrevocable letter of credit in such amount issued by a bank listed in Schedule "I" or "II" of the Bank Act that is acceptable to the Municipality's Treasurer and containing terms satisfactory to the Municipality's Treasurer. (The cash deposit(s) or letter(s) of credit which is (are) to be deposited by the Owner pursuant to this paragraph 3.6 and other provisions of this Agreement are called the "Performance Guarantee".) In the event that the Owner does not increase the amount of the Performance Guarantee for a period of thirty (30) days following the giving of written notice by the Director to the Owner requiring an increase in the amount of the Performance Guarantee, (1) all Authorizations to Commence Work that have been issued shall terminate, and (2) the Owner shall not apply for or require the issuance of any permit for the construction of buildings on any part of the Lands pursuant to the Building Code Act. Without derogating from the other provisions of this Agreement, the Parties acknowledge that if the Owner deposits a letter of credit with the Municipality's Treasurer as the whole or part of the Performance Guarantee or an increase thereof required by this Agreement, the Municipality's Treasurer, acting reasonably, may at any time draw on such letter of credit and deposit the cash proceeds thereof in an 48 Servicing Agreement Page 20 account to the credit of Municipality for disbursement in accordance with this Agreement. (3) Until submission by the Owner to and approval by the Director of the Works Costs Estimate the parties acknowledge and agree that the estimated cost of construction and installation of the Works (the "Starting Estimated Cost") is two hundred and ninety-five thousand, four hundred and forty-eight dollars ($295,448.00). The basis of the calculation of the Starting Estimated Cost is set out in Schedule U-1". The Starting Estimated Cost shall be adjusted on the dates (the "Adjustment Date") specified in accordance with the Engineering News Record Building Cost Index (Ontario Series)". (The Starting Estimated Cost as so adjusted from time to time is called in this Agreement, the "Adjusted Starting Estimated Cost"). The first Adjustment Date which the Adjusted Starting Estimated Cost shall be determined is the Adjustment Date which immediately follows the day as of which this Agreement is made. (4) Notwithstanding the other provisions of this paragraph 3.6, if the Owner enters into a subdivision agreement(s) with the Municipality pursuant to the provisions of Sections 51 or 53 of the Planning Act, as the case may be, which agreement contain the provisions of this Agreement in respect of the deposit of the Performance Guarantee and the Maintenance Guarantee satisfactory to the Municipality's Solicitor, then upon registration of such subdivision agreement(s) against title to the Lands in priority to all other interests except for the Permitted Encumbrances, then the Municipality's Treasurer shall return to the Owner the Initial Security as it may be adjusted from time to time pursuant to paragraph 3.6(3) less the amount of the sum of the Highway No. 2 Contribution, provided that nothing contained in this paragraph 3.6(4) shall derogate from the provisions of paragraph 4.6 of this Agreement. 3.7 Use of Performance Guarantee From time to time the Municipality may appropriate the whole or any one or more portions of the Performance Guarantee up to an amount(s) determined by the Director, which in aggregate shall not exceed the amount(s) which in the opinion of the Director are required to remedy the Owner's breach(es) or default(s) of or under the provisions of this Agreement. Forthwith after making each such appropriation, the Director shall give the Owner written notice thereof and the Owner shall forthwith reinstate the Performance Guarantee to the full amount(s) required by this Agreement. 49 Servicing Agreement Page 21 3.8 Indemnification of Municipality (1) The Owner shall defend, indemnify and save the Municipality harmless from and against all actions, claims, liabilities, losses, damages and expenses including reasonable legal fees which arise by reason of or are caused in whole or in part by the making and/or the implementation of this Agreement, or the design, construction and installation, supervision of construction and installation, inspection, and/or maintenance of the Works by the Owner, its employees, contractors, suppliers of services or materials, the Owner's Engineer, the Owner's Engineer's employees, and the Owner's licensees. (2) For greater certainty, the making of this Agreement is not intended to and shall not have the effect of requiring the Municipality to do or refrain from doing any act or making any recommendation necessary for the Owner to achieve approval of the final Plan of Subdivision of the Lands and its registration against the title to the Lands. 3.9 Insurance The Owner shall obtain and maintain the insurance and deposit the proof thereof as required by Schedule "K" of this Agreement in accordance with Schedule "K" of this Agreement. 3.10 Maintenance Guarantee Required (1) From the date of issuance of an Authorization to Commence Works until the date of issuance of a Certificate of Acceptance of the Works or particular component(s) of the Works, the Owner agrees with the Municipality to promptly correct, remedy, repair or replace any portion or component of the Works in question that the Director determines to be defective or deficient having regard to the provisions of this Agreement at the Owner's cost (the "Maintenance Guarantee"). The amount of the Maintenance Guarantee shall be determined in accordance with paragraph 3.12(1) of this Agreement. The Owner shall be given written notice of any such deficiency or defect by the Director forthwith after he identifies the same. (2) The Maintenance Guarantee expires on the date of issuance of the Certificate of Acceptance of the Works referred to in paragraph 3.10(1)which shall not be earlier than the date of expiry of the relevant period of the Maintenance Guarantee for the following Works as set out below: . 50 Servicing Agreement Page 22 (a) "Initial Works" (as hereafter defined.): the later of (1) the date of expiry of the period of two (2) years which commences on the date of issuance of the Certificate of Completion for the Initial Works, and (2) the date of issuance of a Certificate of Completion for the "Final Works" (as hereafter defined); (b) "Final Works": the date of expiry of the period of one (1) year that commences on the date on which the maintenance period for the Initial Works specified in paragraph 3.10(2)(a) expires; (c) "Street Lighting System" (as hereafter defined): the date of expiry of the period of two (2) years which commences on the date of issuance of the Certificate of Completion of the Street Lighting System; and (d) "Stormwater Management System" as hereafter defined the date of expiry of the period of two (2) years which commences on the date of the issuance of the Certificate of Completion of the Stormwater Management System provided that such Certificate of Completion for the Stormwater Management System shall not be issued prior to the issuance of the Certificate of Completion for the Final Works. 3.11 Use of Maintenance Guarantee From time to time, the Municipality may appropriate the whole or any part of the Security for the Maintenance Guarantee if the Owner fails to pay any cost(s) payable by the Owner to the Municipality under this Agreement. The amount(s) of such appropriation shall not exceed the amount(s)which in the opinion of the Director are required to remedy the Owner's breach(es) or default(s) as determined by the Director of correcting or remedying a deficiency(s) or defect(s) in the Works or a portion or component thereof, which is covered by the Maintenance Guarantee and is in question. Forthwith after the Municipality makes any such appropriation, the Director shall give the Owner written notice thereof. Forthwith, after the giving of such notice, the Owner shall restore the Security for the Maintenance Guarantee to the full amount required by this Agreement. 3.12 Reduction and Release of Performance Guarantee (1) Prior to the release of the Performance Guarantee, in the discretion of the Director, the amount of the Performance Guarantee may be reduced, from time to time, to reflect the progress of completion of the Works and other facilities and improvements which are required to be constructed and installed by the Owner after 51 Servicing Agreement Page 23 taking into account any outstanding claims the satisfaction of which is provided for in this Agreement. The maximum reduction that may be permitted to be made by the Director is such that will leave on deposit with the Municipality's Treasurer as the Performance Guarantee an amount equal to the sum of (1) the value of the uncompleted Works and the other facilities and improvements as determined by the Director having regard for the Works Cost Estimates then in force plus any amount determined by the Director but not to exceed twenty (20%) percent of such value as a completion allowance payable to the Municipality, and (2) as the Maintenance Guarantee fifteen (15%) percent of the value of the completed Works, facilities and services, also determined by the Director (the "Security for the Maintenance Guarantee") after considering the material, if any, submitted to the Director by the Owner's Engineer in support of an application for reduction of the Performance Guarantee in respect of the Works that have been completed by the Owner as well as the contract documents, sub-contracts and supply contracts pertaining to the Works and the provisions of the Construction Lien Act. (2) The Owner will not require the Municipality to release to the Owner any unused portion of the Performance Guarantee until each of the following conditions is satisfied: (a) A Certificate of Completion has been issued for the Works for which the Performance Guarantee was initially required to be deposited with the Municipality. (b) The Owner has deposited or has left on deposit with the Municipality the Maintenance Guarantee applying to the Works for which the Performance Guarantee initially was required to be deposited with the Municipality. (c) The Director is satisfied that in respect of the construction and installation of the Works for which such Performance Guarantee was initially required to be deposited with the Municipality, there are no outstanding claims relating to such Works. (d) The Municipality is satisfied that there are no outstanding claims relating to the Works which the Municipality is required or may be permitted to pay either under the provisions of the Construction Lien Act or otherwise. (e) The Municipality is satisfied that the Owner is not in breach of any of its covenants contained in this Agreement. 52 Servicing Agreement Page 24 3.13 Reduction and Release of Maintenance Guarantee The Owner agrees that the Municipality shall not be required to release to the Owner the Security for the Maintenance Guarantee until each of the following conditions are satisfied: (a) A Certificate of Acceptance has been issued for the Works for which such Maintenance Guarantee is required under this Agreement. (b) The Municipality is satisfied that there are no outstanding claims relating to such Works which the Municipality is required or may be permitted to pay either under the provisions of the Construction Lien Act or otherwise. (c) The Municipality is satisfied that the Owner is not in breach of any of its covenants contained in this Agreement. (d) Not used (e) The Director has received the as-constructed drawings for such Works from the Owner as well as the computer disks, if any have been prepared by the Owner's Engineer. 3.14 Payment of Municipality's Costs (1) The Owner shall reimburse the Municipality for all reasonable legal, planning, engineering and other technical advice, and administrative expenses actually incurred for the preparation and registration of this Agreement and the reasonable cost of all legal services contemplated by the terms of this Agreement,which include the review of the Performance Guarantee, the review of the Security for the Maintenance Guarantee and the preparation of a Certificate(s) of Release, provided that services have actually been performed for the Municipality. (2) The Owner shall pay to the Municipality Engineering and Inspection fees in accordance with the provisions of Schedule "R". (3) After giving reasonable notice to the Municipality, the Owner may inspect, during regular business hours, such accounts, invoices, time records and other documents and calculations of charges for which the Municipality is requiring reimbursement pursuant to paragraph 3.14(1). 53 Servicing Agreement Page 25 3.15 Unpaid Monies Except as otherwise provided in this Agreement, the due date of any money payable under it, unless a different due date is specified in this Agreement, shall be thirty (30) days after the date of the giving of the written invoice to the Owner. Interest shall be calculated and be paid by the Owner to the Municipality on all sums of money of which the Owner is in default at the same rate, and in the same manner, and at the same time as is the case with Municipality taxes which are in arrears at the date on which the default in question commences. 3.16 Not used ARTICLE 4 - PLANNING 4.1 Not Used 4.2 Landscaping Plan and Landscaping Requirements (1) Prior to the issuance of any Authorization to Commence Works, the Owner shall obtain the written approval of the Director of Planning and the Director of Public Works of the "Landscaping Plan" (as hereafter defined). (2) Prior to submitting an application for a building permit for the Phase I Development of the Lands or a portion thereof shown on the plan contained in Schedule "B" hereto, the Owner shall retain a qualified landscape architect acceptable to the Director of Planning and the Director of Public Works. The landscape architect shall prepare a draft landscaping plan showing, amongst other things required by each of the Director of Community Services, the Director of Planning and Development, and the Director of Public Works, boulevard road areas and vegetation, trees to be planted thereon and fencing and screen planting as required by paragraph 4.2(4). The draft landscaping plan shall conform with and implement the Municipality's landscaping design criteria, as amended from time to time,the approved Engineering Drawings and the other provisions of this Agreement. When the draft landscaping plan has been settled to the satisfaction of the aforesaid Directors and approved by them, it is the "Landscaping Plan" for the purposes of this Agreement. (3) Not used (4) The Owner agrees at its cost to satisfy the following requirements: 54 Servicing Agreement Page 26 (a) all lots in Urban Areas are to be sodded and all lots in Rural Areas are to be sodded or seeded, as may be required by the Director of Planning, within one (1) year of occupancy of the building; (b) Not used. (c) all trees shall be a minimum of three point five (3.5) m in height and six (6) cm in calliper, staked and bagged; (d) screen planting and fencing shall be provided between residential uses and other uses in accordance with the Municipality's landscaping design criteria and the relevant Landscaping Plan; (e) fencing shall have a minimum height of one point eight (1.8) metres. Chain- link fencing is not permitted except in areas abutting walkways, schools and parks and then only in accordance with the Municipality's landscaping design criteria and the relevant Landscaping Plan; and (f) where wood fencing is proposed, it must be constructed either of pressure treated wood or wood of equivalent longevity in the opinion of the Director of Planning. (5) The Owner agrees, at its expense, to provide and install trees,vegetation and fencing and to satisfy the other requirements of the Landscaping Plan expeditiously during the construction on the Lands. Any default by the Owner in satisfying any of the requirements of paragraph 4.2 may be remedied or corrected by the Municipality at the Owner's cost. Without limiting the Municipality's rights under any other provision of this Agreement, the Owner acknowledges and agrees with the Municipality that the Municipality may appropriate a portion of the Performance Guarantee to indemnify the Municipality in respect of the cost of remedying or correcting any such default of the Owner at any time when deemed necessary by the Director of Planning. On each occasion, forthwith, after the Director of Planning gives the Owner written notice of the amount so appropriated, the Owner shall restore the Performance Guarantee to the amount required by this Agreement. 4.3 Use of Lands The Lands shall not be used for any purpose other than the purposes permitted by the Municipality's By-law 84-63, as amended from time to time. `.t Servicing Agreement Page 27 4.4 Not used 4.5 Lands Requiring Site Plan The Owner shall not make or cause or suffer any person(s) to make an application for a building permit in respect of the Lands or any portion thereof until the Owner has entered into a Site Plan Agreement with the Municipality respecting the development of such lot(s) or block(s) under Section 41 of the Planning Act, provided that any application for a building permit shall comply in all respects with the terms of the said Site Plan Agreement and all applicable laws. 4.6 Requirements for Building Permits The execution of this Agreement by the Municipality and the issuance of any Certificate of Acceptance of Works, do not constitute a representation or covenant by the Municipality to any person, nor shall be taken to give any assurance to the Owner or to any other person that building permits for buildings proposed to be constructed on any portion of the Lands when applied for, will be issued. Without limiting the generality of the foregoing, the Owner will not apply for or cause or permit an application to be made by any person for a building permit for a building proposed to be constructed on any of the Lands, made until the following requirements are satisfied: (a) all easements required to be transferred by this Agreement to the Municipality, the Region of Durham or the Clarington Hydra-Electric Commission, and all easements required to be transferred for the purpose of Utilities and Services referred to in Schedule "H", and all easements required to be transferred or reserved for the purpose of drainage or access to the lot(s) or block(s) in respect of which an application for a building permit(s) is made, have been transferred to or reserved by the appropriate person as required by this Agreement; (b) all the roads which are required to be constructed to provide access to the proposed building in accordance with this Agreement, have been constructed at least to the completed base course of asphalt, and the Director has given the Owner his written approval of them as being sufficient to provide in his opinion adequate access to the proposed building(s) or a Performance Guarantee for such roads has been deposited with the Director, satisfactory to the Director; (c) all of the Works required to be constructed and installed under road(s) referred to in paragraph 4.6(b) have been constructed and installed to the satisfaction of the 5 Servicing Agreement Page 28 Director or a Performance Guarantee for such works has been deposited with the Director, satisfactory to the Director; (d) all of the Utilities and Services required to be constructed and installed pursuant to Schedule "H" have been constructed and installed and have been accepted by the Clarington Hydro-Electric Commission and/or the authority or company having jurisdiction over such Utilities and Services. Alternatively, the Municipality has received written confirmation from such Commission, authority or company, as the case may be, that sufficient financial security(s) have been received by it (them) on which it or they may draw to pay or to reimburse itself(themselves) in respect of the costs of the design, construction and installation of such Utilities and Services if the Owner fails to construct and install them; (e) Not used (f) Not used (g) Not used (h) Not used (i) the Owner has entered into a Site Plan Agreement under Section 41 of the Planning Act with respect to the development of such lot(s) or block(s) in accordance with paragraph 4.5 of this Agreement; (j) the Performance Guarantee or the Security for the Maintenance Guarantee provided for in this Agreement as applicable have been deposited with the Municipality and are in good standing and all sums of money required to the Municipality by the Owner pursuant to this Agreement have been paid; (k) the applicant has submitted a Site Plan satisfactory to the Director and certified as being correct by the Owner's Engineer which demonstrates to the satisfaction of the Director that the final grades of the lot(s) or block(s) in respect of which the application for a building permit(s) is made are appropriate for the building(s) proposed to be constructed thereon, the grading of the lot(s) or block(s) in question and the proposed access thereto conforms with the Grading and Drainage Plan approved by the Director for the particular lot(s) or block(s) as well as with the Municipality's Design Criteria and Standard Detail Drawings; 76 Servicing Agreement Page 29 (1) Not used (m) (i) the Owner has constructed access routes to the Lands in satisfaction of the requirements of the Ontario Building Code; (ii) the Owner has agreed with the Municipality that during construction of the building pursuant to the building permits which have been applied for fire access routes will be maintained continuously as required by the Ontario Fire Code, storage of combustible waste will be maintained in accordance with the Ontario Fire Code, and open burning will not occur contrary to the Ontario Fire Code; and (iii) the Owner has agreed with the Municipality to comply with the Ontario Fire Code with respect to Combustible Waste and Open Burning; (iv) Not used (n) Not used (o) the Owner has satisfied the requirement of paragraphs 2.4, 2.5 and 4.12 of this Agreement. 4.7 Not used 4.8 Not use 4.9 Requirements for Sale of Lands Without derogating from any other provision of this Agreement the Owner shall not sell the Lands or any one (1) or more portions of the Lands until each of the following conditions is satisfied: (a) the transfers of easements and transfers of lands referred to in paragraphs 2.4 and 2.5 have been registered in accordance with paragraph 2.6; (b) where a building permit has not been issued in respect of the Lands or a portion(s) thereof which is proposed to be sold, the Owner has obtained from the prospective purchaser an enforceable covenant made directly with the Municipality by which such purchaser agrees with the Municipality, that prior to the issuance of a building permit Servicing Agreement Page 30 for a building on the land in question, he will deliver to the Municipality, the Clarington Hydro-Electric Commission, other authority and/or company, as the case may be, any transfers of easements as in the Lands or such portion(s) thereof which are required for Municipality, Region of Durham and Utilities and Services or drainage purposes, as determined by the Director, forthwith after written request by the Director therefor is given to the Owner; (c) the Owner has obtained from such prospective purchaser of the Lands or a portion(s) thereof, a licence to permit the Owner and/or Municipality, to enter the Lands or a portion(s) thereof in question in order to perform the Owner's obligations under this Agreement and to permit the Municipality to exercise its rights under this Agreement to correct or remedy a default of the Owner in such performance; (d) the Performance Guarantee, the Security for the Maintenance Guarantee and all cash deposits or letters of credits required by this Agreement have been deposited with the Municipality and all letters of credit deposited with the Municipality are in good standing; and (e) the Owner has included in the Agreement to purchase the Lands or portion(s) thereof which is entered into by the prospective purchaser(s) as the case may be, a notice that the Lands are subject to the covenants and obligations set forth in this Agreement, and without limiting the generality of the foregoing, are subject to the provisions of Article 7 in respect of the obligations of subsequent owners. 4.10 Not used 4.11 Not used 4.12 Special Conditions (1) During construction on the Lands the Owner shall maintain fire access routes to the satisfaction of the Municipality's Fire Chief. (2) In cases in which an Appropriate Authority determines that the well or private water supply of any person is interfered with either as a result of the grading of, construction on, or the development of the Lands or any portion of the Lands, or as a result of the construction or installation of any of the Works, the Owner, at its cost, either shall connect the affected person to the municipal water supply system or shall provide a new well or private water system so that water supplied to the affected 56 Servicing Agreement Page 31 person shall be of quality and quantity at least equal to the quality and quantity of water enjoyed by the affected person prior to the interference. (3) The Owner shall comply with the provisions of Schedule "Q" and Schedule "V" hereto, if any. (4) Any deadends and/or open side of road(s) allowances as set out in the OPAs shall be terminated in zero point three (0.3) metre reserve(s) which shall be transferred to the Municipality. Paragraphs 2.5 and 2.6 apply in respect of such transfers with all changes necessary being considered to have been made to them and give effect to this paragraph 4.12(4). (5) Without derogating from paragraph 4.12(2), in cases in which the Appropriate Authority has determined that the well or private water supply of any person is interfered with, the Owner shall at his expense either connect the affected party to a municipal water supply system or a private system so that water supplied to the affected party shall be of quality and quantity at least equal to the quality and quantity of water enjoyed by the affected party prior to the interference. ARTICLE 5 - PUBLIC WORKS 5.1 Municipality Works Required The Owner at the Owner's expense shall construct and install the facilities, services, works, improvements and landscaping more particularly described in Schedule "G" hereto (collectively in this Agreement are called the "Works"). From the date of issuance of the Authorization to Commence Works until the date of issuance of a Certificate of Acceptance of them the Owner shall be fully responsible for the construction and maintenance of the Works including the cost thereof in accordance with the provisions of this Agreement. After the issuance of a Certificate of Acceptance, the Works referred to in such Certificate shall be the responsibility of the Municipality. 5.2 Utilities and Services Required Either prior to or forthwith after the date of this Agreement, the Owner shall enter into an Agreement(s) with the authorities or companies or company having jurisdiction in respect of the Utilities and Services referred to in Schedule "H" in the area in which the said Lands are located which provides for the matters referred to in Schedule "H". 57 Servicing Agreement Page 32 5.3 Owner's Engineer (1) At all times until this Agreement is released, the Owner shall retain the Owner's Engineer who shall perform the duties set out in Schedule "I". On the execution of this Agreement and on each occasion on which a new Owner's Engineer is retained by the Owner, forthwith after retaining the Owner's Engineer, the Owner shall give the Director written notice of the name, address and telefax number of the Owner's Engineer. No partnership, association of persons or corporation shall be retained as the Owner's Engineer without the prior written approval of the Director. All notices to be given to the Owner's Engineer are properly given if given by personal service, by telephonic facsimile communication, or first class prepaid post addressed to the Owner's Engineer at the address or telefax number provided to the Director pursuant to this paragraph 5.3. Forthwith after the Director gives the Owner written notice requiring it to do so, the Owner shall give the Director written notice advising him whether or not the approved Owner's Engineer continues to be retained by the Owner. (2) If at any time following the execution of this Agreement until the day on which a Certificate(s) of Acceptance has been issued for all of the Works in accordance with this Agreement, the Owner's Engineer resigns, abandons his office or is terminated by the Owner, the Owner shall give the Director written notice of that fact within three (3) days from the date of the resignation, abandonment or termination, as the case may be. Until such time as the Owner retains and notifies the Director of the name and address of a new Owner's Engineer who is qualified to be approved by the Director pursuant to this Agreement and who in fact is approved by the Director, the Owner hereby authorizes the Director on the Owner's behalf and at the Owner's cost to appoint a new Owner's Engineer, provided that (1) forthwith after appointing a new Owner's Engineer, the Director shall give the Owner written notice of the name, address and telefax number of the Owner's Engineer who is so appointed; (2) the Owner shall not act to terminate the new Owner's Engineer except for cause, and then only with the prior written approval of the Director; (3) the Director may appropriate from the Performance Guarantee and the security for the Maintenance Guarantee amounts necessary to pay the Owner's Engineer's reasonable fees and disbursements; and (4) the Director may appoint as the new Owner's Engineer any partnership, association of persons or corporation otherwise qualified under this Agreement who or which previously may have resigned or abandoned the performance of the services as the Owner's Engineer under this Agreement or who or which may previously have been terminated by the Owner, whether or not for cause. The provisions of paragraph 53(1) apply when a new Owner's Engineer is 5 � Servicing Agreement Page 33 appointed by the Director under this paragraph 5.3(2) with all necessary changes thereto being considered to have been made to give effect to this paragraph 5.3(2). 5.4 Design of Works (1) The Owner covenants and agrees that the design of all the Works shall conform with all applicable legislation and the Municipality's Design Criteria and Standard Detail Drawings. In the event of any dispute as to such requirements or their interpretation, the dispute shall be resolved by the Director whose decision shall be final. (2) The Owner shall provide and submit to the Director all necessary Engineering Drawings and obtain all approvals for the construction and installation of the Works, as required by this Agreement. (3) Without derogating from the provisions of paragraphs 2.4 and 2.5 and Schedules "E" and "F" of this Agreement, within forty-five (45) days of the Effective Date, the Owner, at its expense, shall transfer to the Municipality any land or easements considered necessary in the opinion of the Director to accommodate the construction, installation and maintenance of the Works. For greater certainty, the Parties agree that the provisions of paragraph 2.4 shall apply in respect of any such transfers of easements with all necessary changes to being considered to have been made to give effect to the intent of this paragraph 5.4(3). Each transfer of land shall be in fee simple absolute, and free and clear of all encumbrances and restrictions save and except for the Permitted Encumbrances. It shall be prepared by the Owner in registerable form and be satisfactory to the Municipality's Solicitor. At the time of delivery of each transfer of land to the Municipality, the Owner shall pay to the Municipality in cash or by certified cheque an amount equal to any tax, fee or charges payable at the time of or in respect of the registration of such transfer against title to the lands to which it applies. 5.5 Engineering Drawings (1) Prior to the issuance of any Authorization to Commence Works, the Owner shall obtain the written approval of the Director of the original copy of all drawings of the Works (the "Engineering Drawings"). If construction and installation of the Works has not commenced within two (2) years from the date of approval of the Engineering Drawings, the Engineering Drawings shall be resubmitted to the Director for his reconsideration and approval after any revisions required by the 59 Servicing Agreement Page 34 Director have been made to them (the"Reapproved Engineering Drawings"). From and after the approval by the Director of the Reapproved Engineering Drawings, they shall be deemed to be the Engineering Drawings for the purpose of this Agreement, and thereafter all Works shall be constructed and installed in accordance with them. The Owner hereby irrevocably assigns to the Municipality without cost to the Municipality the right to use and to reproduce the Engineering Drawings and all reports that relate in whole or in part to the Works which have been prepared by or for the Owner in connection with the performance of the Owner's obligations under this Agreement. The Owner acknowledges that approval of the Engineering Drawings or reports by the Director shall not relieve the Owner from its obligation to satisfy all requirements of or made pursuant to this Agreement. (2) Prior to the issuance of any Authorization to Commence Works, the Owner shall provide the Director without cost to the Municipality with the Owner's Engineer's (1) written acknowledgement that the Engineering Drawings and reports referred to in paragraph 5.5(1) may be used and/or reproduced by the Municipality without cost or prior approval or permission, (2)written permission for the Municipality's officers, employees,agents, contractors and suppliers to use the specifications, data, drawings, records and reports whether completed or in progress of completion in satisfaction of the Owner's obligations under the provisions of Schedule "I" of this Agreement without cost or prior approval or permission, and (3) written undertaking to deliver to the Director the original copy of the Engineering Drawings forthwith after being given written notice by the Director requiring the Owner's Engineer to do so, whether or not the Owner's Engineer's fees and disbursements in respect of any of them have been paid. Prior to each occasion on which a new Owner's Engineer is retained by the Owner and approval of the Director is sought, the Owner shall provide the Director with a similar written acknowledgement and written permission of the new Owner's Engineer, provided that if the new Owner's Engineer is to be retained by the Director on behalf of the Owner pursuant to paragraph 5.3(2), the Director shall obtain from the prospective Owner's Engineer the aforesaid written acknowledgement and permission. Forthwith after the Director gives the Owner's Engineer written notice requiring them or it to do so, copies of the Engineering Drawings,computer disks,specifications,data, drawings,records and reports referred to in this paragraph 5.5(2) shall be provided to the Director without cost to the Municipality. Servicing Agreement Page 35 5.6 Approval of Grading and Drainagg Plan Prior to the issuance of any Authorization to Commence Works, the Owner shall obtain the written approval of the Director of an appropriate Plan showing thereon the existing drainage pattern on all lands adjacent to the Lands, and all proposed grading and drainage Works for the said Lands, and indicating the direction of all surface drainage, including water from adjacent lands originally flowing through, into or over the said Lands to the municipal storm sewer system or any other outlet approved by the Director (the "Grading and Drainage Plan"). The written approval of the Director of the Grading and Drainage Plan shall be obtained prior to the commencement of construction or installation of any of the Works on the Lands. If construction of such Works is not commenced within two (2)years from the date of approval of the Grading and Drainage Plan, the Grading and Drainage Plan shall be resubmitted to the Director for his reconsideration, and approval by the Director after any revisions required by the Director have been made to it, (the "Reapproved Grading and Drainage Plan"). From and after the approval by the Director of the Reapproved Grading and Drainage Plan, it shall be deemed to be the Grading and Drainage Plan for the purposes of this Agreement, and thereafter all Works shall be constructed and installed in accordance with it. 5.7 Staging of Construction Prior to the commencement of construction and installation of any of the "Works required in connection with Phase I of the Development of the Lands", the Director, in his discretion, may give written notice to the Owner requiring that the Owner prepare and submit to him a Works staging plan (the "Staging Plan"). Forthwith, after the giving of such notice, the Owner shall prepare and submit to the Director of Public Works and the Director of Planning for their consideration and approval a draft Staging Plan for the construction and installation of such Work. The Owner shall not proceed with the construction and installation of any of such Works until the Staging Plan has been approved by the Director of Public Works and the Director of Planning after any revisions required by them have been made to the draft Staging Plan. Thereafter, the Owner shall proceed to construct and install such Works only in accordance with such approved Staging Plan and any amendment which may be approved thereafter by the Director of Planning and the Director of Public Works. 61 Servicing Agreement Page 36 5.8 Approval of Schedule of Works Prior to the issuance of any Authorization to Commence Work, the Owner shall obtain the written approval of the Director of a draft schedule (the "Schedule of Works") which sets out the time at which, and the sequence in which, the Owner proposes to construct and install each of the Works, Utilities and Services which are required to be constructed and installed by it in accordance with this Agreement. Notwithstanding the foregoing provisions of this paragraph 5.8,in cases in which the construction and installation of the Works is to be staged in accordance with the Staging Plan, prior to the date of issuance of the Authorization to Commence Works for each stage provided in the Staging Plan, the Owner shall obtain the written approval of the Director of a Schedule of Works for such stage, and thereafter shall proceed to construct and install the Works, Utilities and Services in such stage in compliance with the approved Schedule of Works, and any amendment(s) thereto which may be approved by the Director. 5.9 Approval of Works Cost Estimates and Stage Cost Estimates Prior to the issuance of any Authorization to Commence Works, the estimated cost of construction and installation of the Works, (the "Works Cost Estimates"), shall be submitted by the Owner to the Director for his consideration and if appropriate his approval. After approval, the Works Cost Estimate shall be entered for the Owner and the Municipality by the Director in Schedule "J" hereto whereupon it shall replace the content of Schedule "J" for all of the purposes of this Agreement. If a Staging Plan has been approved pursuant to paragraph 5.7, prior to the issuance of an Authorization to Commence Works in that stage the Owner agrees that the estimated costs of construction and installation of the Works for each stage in question, (the "Stage Cost Estimates"), shall be submitted by the Owner to the Director for his consideration and if appropriate his approval. After approval the Stage Cost Estimates shall be entered for the Owner and the Municipality by the Director in Schedule "J". 5.10 Reauirements for Authorization to Commence Works (1) The Owner shall not commence the construction or installation of any of the Works without the written permission of the Municipality, (the"Authorization to Commence Works"). The Owner shall only commence the construction and installation of those Works permitted by the Authorization to Commence Works. In addition to satisfying all the other requirements of this Agreement in respect thereof, an Authorization to Commence Works shall not be issued for any of the Works for which the Authorization is sought until the following conditions have been satisfied: 62 Servicing Agreement Page 37 (a) Not used (b) Not used (c) Not used (d) the Owner has paid to the Municipality any monies required by paragraphs 3.1, 3.2, 3.3 and 3.4 of this Agreement; (e) the Owner has delivered the transfers of easements to the Municipality in accordance with paragraph 2.4 of this Agreement; (f) the Owner has delivered to the Municipality transfers of the lands and paid the required cash in accordance with paragraphs 2.5, 2.6 and 4.12(4) of this Agreement, and such transfers have been registered against the title to the appropriate portions of the Lands; (g) the Owner has delivered to the Municipality letters signed on behalf of the authority authorities or companies having jurisdiction with respect to the Utilities and Services that are referred to in Schedule "H" that satisfactory Agreement(s) have been entered into by the Owner with them for the design, construction, installation and services of the Utilities and Services as is required by paragraph 5.2 of this Agreement; (h) the Owner has retained the Owner's Engineer in compliance with paragraph 5.3(1), has provided the name, telefax number and address of the Owner's Engineer to the Director in writing,has provided the Director with the written acknowledgement and permission of the Owner's Engineer as required by paragraph 5.5(2), and has provided the Director with the Owner's Engineer's written undertaking that they or it will comply with the provisions of Schedule "I" of this Agreement; (i) the Owner has been given the written approval of the Director of the Engineering Drawings as required by paragraph 5.5 of this Agreement; (j) Not used 63 Servicing Agreement Page 38 (k) the Owner has received written approvals of the Director of Planning and the Director of Public Works of the Landscape Plan as required by paragraph 4.2 of this Agreement; (1) the Owner has received the written approval of the Director of the Grading and Drainage Plan required by paragraph 5.6 of this Agreement; (m) the Owner has received the written approvals of the Director of Public Works and the Director of Planning of the Staging Plan as provided in paragraph 5.7 of this Agreement; (n) the Owner has received the written approval of the Director of the Schedule of Works as required by paragraph 5.8 of this Agreement; (o) the Owner has received the written approval of the Director to the Works Cost Estimates or the Stage Cost Estimates as required by paragraph 5.9 of this Agreement; (p) the Owner has deposited with the Municipality the Performance Guarantee required by paragraph 3.6 and other provisions of this Agreement and has made all cash payments to and deposited all letters of credit with the Municipality as required by this Agreement; (q) the Owner has deposited with the Municipality's Treasurer all policies of insurance or proof thereof required by and in accordance with paragraph 3.9 and Schedule 'V of this Agreement; (r) the Owner has paid all costs required to be paid to the Municipality by paragraph 3.14 of this Agreement on or prior to the date of issuance of the Authorization to Commence Works; (s) the Owner has deposited with the Director where deemed necessary written approval of all relevant approving agencies including the Ministry of the Environment, the Ministry of Natural Resources, the Region and the Central Lake Ontario Conservation Authority with respect to the Works; (t) the Owner has deposited with the Director its written undertaking to provide the Director without cost with a copy of the contract documents, names and addresses of all contractors, sub-contractors and suppliers of services and 64 Servicing Agreement Page 39 materials, and copies of all sub-contracts and supply contracts relating to the construction and installation of the Works for which the application for Authorization to Commence Works is made, forthwith after written notice is given by the Director to the Owner to provide any or all of the aforesaid material; and (u) the Owner has been given the written approvals of the Director of Planning and Development, Director of Public Works and Director of Community Services as required by paragraph 4.12 of this Agreement. (2) Not used 5.11 Requirements for Commencement of Subsequent Stages of Works If the Director has approved a Staging Plan for the Lands, the Owner shall require an Authorization to Commence Works for each stage defined in the Staging Plan. 5.12 Inspection and Stop Work The Owner shall ensure that every contract that may be made by the Owner with any contractor to construct or install any of the Works shall provide that employees or representatives of the Municipality may,at any time, inspect the work of such contractor and shall require the contractor to comply with stop work orders given by the Director pursuant to this paragraph 5.12. The Director may give the Owner a written order to stop the construction or installation of any of the Works that is being undertaken by giving written notice either to the Owner or to the Owner's Engineer to that effect if in the Director's opinion either (1) the Works are not being undertaken such that a completed construction and installation of all the Works satisfactory to the Municipality in accordance with this Agreement will result, or (2) the Performance Guarantee and the Security for the Maintenance Guarantee required to be provided pursuant to this Agreement in respect of the Works has not been deposited or is not maintained in good standing. The Owner shall comply with the stop work order forthwith after it is given by the Director in accordance with this paragraph 5.12 by requiring the Owner's contractor and sub-contractors who are constructing and installing the Works or components thereof in question and are referenced in the order to comply with it forthwith. A stop work order may be given to the Owner by giving to its Owner's Engineer by personal service on the Owner's Engineer or any representative of the Owner's Engineer,by prepaid first class post addressed to the Owner's Engineer, or by telefax to the Owner's Engineer at the address and telefax number referred to in paragraph 5.3(1) or 5.3(2), whichever is applicable. s � Servicing Agreement Page 40 5.13 Construction in Accordance with Engineering Drawings (1) The Works shall be constructed and installed in accordance with the Engineering Drawings as approved by the Director. No deviation from the Engineering Drawings is permitted unless such deviation is authorized in writing by the Director before it is undertaken. All construction and installation of the Works, shall be undertaken and carried out by the Owner or by the Owner's contractor, as the case may be, in accordance with the regulations for construction set out in Schedule 'V. (2) The Owner shall keep the Municipality road surfaces and ditches clean of dirt, mud and refuse until a Certificate of Acceptance of all Works contemplated in this Agreement has been issued as provided for by this Agreement. If the Owner has not performed its obligations under this paragraph 5.13(2), the Municipality may do so and deduct the reasonable cost thereof from the Performance Guarantee. The Owner shall restore the Performance Guarantee to the amount otherwise required by this Agreement, forthwith after the Director gives the Owner written notice of the amount of the deduction in question. 5.14 Sequence of Construction of Works Following the issuance of an Authorization to Commence Works, the Owner shall proceed in good faith to construct and install all of the Works referred to in the Authorization to Commence Works continuously and in accordance with the timing and sequence therefor set out in the Schedule of Works. 5.15 Completion Time for Construction of Works Within two (2) years of the date of the issuance of an Authorization to Commence Works, the Owner shall complete the construction and installation of all of the Works authorized in such Authorization to Commence Works with the exception of the curbs, sidewalks, final coat of asphalt, final lot grading, driveway approaches, sodding and tree planting which may be completed later if done so in accordance with the provisions of the Schedule of Works. ss Servicing Agreement Page 41 5.16 Additional Work Until the conclusion of the Maintenance Guarantee Period referable thereto, if in the opinion of the Director, any incidental additional work is required to provide for the adequate operation, functioning and maintenance of any of the Works, the Owner, at its cost, shall construct and install such additional facilities and perform such additional work as the Director may request from time to time by written notice given to the Owner. 5.17 Incomplete or Faulty Works and Liens (1) Without derogating from the other provisions of this Agreement, if, in the opinion of the Director, (1) the Owner is not constructing and installing or causing to be constructed or installed any of the Works required by this Agreement so that it or they will be completed within the time specified for such completion in the Schedule of Works, or (2) the Works or any component(s) thereof are being improperly constructed or installed, or (3) the Owner neglects or abandons the said Works or any part of them before completion, or (4) unreasonable delay occurs in the construction or installation of the Works, or (5) for any other reason the Works are not being constructed or installed properly and promptly and in full compliance with the provisions of this Agreement, or (6) the Owner neglects or refuses to reconstruct or reinstall any of the Works or component(s) thereof which may be rejected by the Director as being defective, deficient or unsuitable, or (7) the Owner otherwise defaults in performance of this Agreement, then in any such case after first receiving authorization to do so by the Municipality Council, the Director may give the Owner notice in writing of his opinion respecting any such matter. Following the later to occur of the expiry of ten (10) business days, excluding Saturdays and Sundays and statutory holidays following the giving of such notice plus the expiry of any additional period as may be specified in the notice given to the Owner by the Director, the Municipality, at the cost and expense of the Owner, may engage a contractor, supplier of services or materials and such workmen, and purchase such services, supplies and/or services as in the opinion of the Director are required for the completion of the construction and installation of the Works and all components thereof and the performance of all covenants of the Owner relating to the Works as provided by this Agreement. In cases of an emergency or urgency, or in order to preserve the integrity of the Works or any component thereof as determined by the Director in his absolute discretion, any deficiency(s) or defect(s) in the Works, and any failure to complete the Works and all components thereof in accordance with this Agreement may be corrected, remedied or completed by the Municipality its contractors, suppliers and employees at the cost of the Owner without prior notice 67 Servicing Agreement Page 42 to the Owner, provided that forthwith after the Municipality so acts, the Director shall give written notice to the Owner of his determination as aforesaid, describing the action taken by the Director, and the cost of correcting or remedying the deficiency or default in question or the cost of completing the Works and the components thereof, as the case may be. For the purposes of this paragraph 5.17(1) the cost of any work which the Municipality undertakes under this paragraph 5.17(1) shall be determined by the Director in his absolute discretion. It is understood and agreed by the Parties that the costs for which the Owner is responsible under this paragraph 5.17(1) shall include a management fee payable to the Municipality either of thirty(30%)percent of the contractor's charges to the Municipality (including any charges for overhead and profit) or, if such work is undertaken by the Municipality, thirty (30%) percent of all costs incurred by the Municipality to correct or remedy the deficiencies or defect or to complete the Works and all components thereof as the case may be. The Owner shall pay the Municipality an amount equal to the cost of all Works and components thereof, and the cost of correcting or remedying all deficiencies and defects referred to in this paragraph 5.17(1) which have been incurred by the Municipality or are estimated in the Director's absolute discretion to be likely to be incurred by the Municipality forthwith after the Director gives the Owner written demand for payment of such cost. If the amount paid is based on the Director's estimate as aforesaid, forthwith after actual costs are known the Director shall give the Owner written notice thereof. If the actual costs are more than the estimated costs, the Owner shall forthwith pay the Municipality an amount equal to the difference between them. If the actual costs are less than the estimated costs, the Municipality shall forthwith refund the difference between them to the Owner. (2) In the event that (1) a claim for a lien in respect of the Works or any component thereof is registered against the title to any land vested or which should have been vested in the Municipality or is filed with the Municipality, or (2) the Municipality receives written notice of a claim of an alleged beneficiary of a statutory trust under the Construction Lien Act,such registration, filing or notice shall constitute a default in performance by the Owner of this Agreement. In any such case, the Director may notify the Owner in writing of such default. If the Owner fails to discharge the lien or the claim as the case may be within ten (10) business days, excluding Saturdays, Sundays and statutory holidays, after the giving of such notice plus any further period of time as may be specified in the notice, then the Municipality in its absolute discretion either may pay the full amount of the claim and costs into a Court of competent jurisdiction, or may discharge the claim by paying the same. The Municipality may draw on and appropriate the whole or any portion(s) of the Performance Guarantee and the Security for the Maintenance Guarantee for the 68 Servicing Agreement Page 43 purpose of making payment under this paragraph 5.17(2). The Owner shall indemnify the Municipality against the costs and expense incurred by the Municipality in making a payment pursuant to this paragraph 5.17(2) forthwith after the Director gives the Owner written notice requiring him to do so. In the event that the Municipality draws on and appropriates any portion of the Performance Guarantee or the Security for the Maintenance Guarantee for any of the aforesaid purposes, forthwith after the Director gives written notice to the Owner requiring it to do so, the Owner shall reinstate the Performance Guarantee and/or the Security for the Maintenance Guarantee, as the case may be, to the full amount(s) required under the provisions of this Agreement. 5.18 Acknowledgement Respecting Emergency etc. Repairs The Owner acknowledges that if in cases of emergency or urgency or in order to protect the integrity of the Works or any component thereof, the Director acts to correct, remedy or repair any deficiency(s) or defect(s) in the Works, neither an entry on the Lands or any portion of them nor any such action by the Director or any person authorized to undertake the same by the Director shall be deemed to be an acceptance of any of the Works by the Municipality, nor an assumption by the Municipality of any responsibility or liability in connection therewith, or a release by the Municipality of the Owner from any of its obligations under this Agreement. 5.19 Damage to Existing Services Forthwith after written demand therefor is given by the Director to the Owner, the Owner shall pay to or to the direction of the Municipality, the cost of repairing any damage to any property or services of the Municipality, the Region, or any utility authority or company or (the "Damaged Services") including without limiting the generality of the foregoing, any road(s), water, electrical, gas, telephone, cable television and sewer systems, and the cost of relocating any Damaged Services, caused by or resulting from the development of any one (1) or more portions of the Lands, or the construction or installation of any of the Works, provided that all such repairs and or relocation(s) are completed to the satisfaction of the Director, the Region and the relevant utility authority or company which owns or is responsible for the Works, property or services in question. In addition, the Owner agrees with the Municipality, at the Owner's cost, to relocate any of the Works constructed or installed pursuant to this Agreement which are located in driveways or so close thereto as in the opinion of the Director will interfere with the use of the driveway in question, forthwith after being given written notice by the Director requiring the Owner to undertake such relocation. 69 Servicing Agreement Page 44 5.20 Not Used 5.21 Use of Works by Munici ap lily The Owner acknowledges and agrees that any of the Works may be used by the Municipality and such other person(s) who is (are) authorized by the Municipality for any of the purposes for which the Works are designed, without interference by the Owner, and without the payment of any fee or compensation to the Owner, and for such purposes the Municipality and other person(s) authorized by the Municipality may enter upon the portion(s) of the Lands on which the Works are located. 5.22 Maintenance of Roads after Completion (1) In addition to any other requirement of this Agreement that the Owner maintain the Works, if any building(s) on the Lands is occupied, the Owner, at the Owner's cost, shall maintain each road(s), which is required to be constructed and provides access to such building(s), until a Certificate of Acceptance has been issued for such road(s), and without limiting the generality of the foregoing, the Owner shall: (a) maintain the road(s) at all times in a well drained, dust and mud free condition, suitable for ordinary vehicular traffic, to the approval of the Director; (b) during the course of construction and installation of the Works, Utilities and Services pursuant to this Agreement, provide and maintain safe and adequate access to all occupied buildings; and (c) erect a sign to the satisfaction of the Director to indicate that the road(s) are "unassumed road(s)" which the Municipality is not required by law to repair and maintain. (2) The Municipality agrees to snowplough and sand all paved road(s) as set out in the OPAs and lying within the Lands, for and on behalf of the Owner until the Certificate of Completion of the Final Works has been issued,provided that until the date of issuance of the aforesaid Certificate of Completion, the Owner shall pay to the Municipality one hundred (100%) percent of the costs of snowploughing and sanding such road(s), as determined by the Director, from time to time, and forthwith after being given written notice of such costs by the Director. 70 Servicing Agreement Page 45 (3) The Owner acknowledges and agrees that the undertaking or provision of repairs or maintenance by the Municipality under paragraphs 5.18, 5.19 or 5.22(2) in respect of road(s), is not intended nor shall it in any way constitute or be taken to constitute the approval or assumption by the Municipality of the road(s) in question. The road(s) shall not be deemed to have been assumed until both a Certificate of Acceptance has been issued, and a By-law has been passed by Municipality Council dedicating the road(s) as public highway(s) and assuming it for the purpose of liability to repair and maintain it as provided by the Municipal Act, and such By-law has been registered in the Land Registry Office. 5.23 Requirements for Certificate of Completion The Owner acknowledges and agrees that the construction and installation of any of the Works authorized in an Authorization to Commence Works shall not be deemed to be completed for the purposes of this Agreement until the Director has provided the Owner with written certificate that such is the case (the "Certificate of Completion"). In addition to satisfying the other requirements of this Agreement respecting its issuance, a Certificate of Completion shall not be issued until such of the Works authorized by the Authorization to Commence Works for which a Certificate of Completion is required, have been inspected by the Director, and he is satisfied such Works have been constructed and installed in accordance with the Engineering Drawings and has received all certificates and confirmations from the Owner's Engineer as provided for in this Agreement. 5.24 Requirements for Certificate of Acceptance The Owner acknowledges and agrees that none of the Works covered by a Certificate of Completion shall be accepted, nor deemed to be accepted for the purpose of this Agreement until the Director has provided the Owner with written certificate that the Works in question have been accepted ("the Certificate of Acceptance)". If the requirements of this Agreement respecting the issuance of a Certificate of Acceptance of the Initial Works, the Stormwater Management System and/or the Street Lighting System have been satisfied, and without limiting the generality of the foregoing, if the Director is of the opinion that the Works in question have been maintained in compliance with paragraph 3.10 and all deficiencies and defects in such Works have been remedied and corrected by the Owner on behalf of the Municipality, the Director shall provide the Owner with a Certificate of Acceptance of the relevant Works. If the requirements of this Agreement respecting the issuance of a Certificate of Acceptance of the Final Works have been satisfied, and without limiting the generality of the foregoing, if the Director is of the opinion that the Works in question have been maintained in accordance with paragraph 3.10 ! 1 Servicing Agreement Page 46 and all deficiencies and defects in such Works have been remedied and corrected by the Owner, and the Director reports his opinion that such Works should be accepted by the Municipality for the Municipality Council, Council may approve the report of the Director. Following Council's approval of this report as aforesaid the Director may provide the Owner with a Certificate of Acceptance of the Final Works. 5.25 Ownership of Works by Municipality For greater certainty, the Owner acknowledges and agrees that the Municipality is the Owner of all of the Works covered by a Certificate of Acceptance. The Owner shall have no right or claim thereto, other than as an owner of land abutting a highway in which such Works are installed. 5.26 Requirements for Certificate of Release Forthwith after the Owner complies with subparagraphs (a), (b) and (c) of this paragraph 5.26, and the Works located thereon have been constructed, installed and accepted by the issuance of a Certificate of Acceptance, the Municipality shall provide the Owner with a written release (the "Certificate of Release") respecting the Lands. The Certificate of Release shall be in a form suitable for registration or deposit in the proper Land Registry Office. In addition to the Owner satisfying the other requirements of this Agreement respecting the issuance of a Certificate of Release, the Certificate of Release shall not be issued until: (a) a Certificate(s) of Acceptance has been issued for all the Works; (b) a registered Ontario Land Surveyor, acceptable to the Director and retained by the Owner at the Owner's expense has provided the Municipality with written confirmation that at a date not earlier than the date of issuance of the Certificate of Completion of the Final Works, he has found, placed or replaced all standard iron bars shown on the deposited reference plans of portions of the Lands as required by the provisions of Schedules T" and "F" and has found, placed or replaced all survey monuments at all block comers, the end of all curves, other than corner roundings, and all points of change in direction or road(s) on such Plan; and (c) Municipality Council has by resolution, acknowledged that the Owner has satisfied all of the provisions of this Agreement. 72 Servicing Agreement Page 47 From the date of its issuance, a Certificate of Release shall operate as a discharge of the Owner in respect of the Lands or the portion thereof which are described therein of the obligations of the Owner under this Agreement with the exception of (1) the Owner's obligation respecting drainage as provided in this Agreement; and (2) the Owner's covenant to comply with the requirements of this Agreement in respect of applications for building permits on the Lands. 5.27 Not Used 5.28 Cost of Works Referred to in Schedule "G" The Owner acknowledges and agrees that it will pay the total cost of the Works referred to in Schedule "G" hereto. The Owner will not seek any credit or rebate for or of any part of the total cost of the Works by reason of any of them being oversized to accommodate drainage or traffic from lands outside the limits of the Lands, whether from or in respect of a development charge imposed by the Development Charge By-law, or in any other manner, or for any other reason. ARTICLE 6 - COMPLIANCE WITH REGULATIONS 6.1 In exercising its rights and in performing its covenants under this Agreement, the Owner shall comply with all regulations and laws of general application and all by-laws of the Municipality and the Region. Without limiting the generality of the foregoing, at all times the Owner shall comply and cause all contractors, sub-contractors and suppliers of materials and services in connection with the construction, installation and maintenance of the Works to comply with the provisions of the Occupational Health and Safety Act, and the Workers' Compensation Act. ARTICLE 7 - REPLICATION IN SUBDIVISION AGREEMENTS 7.1 The Owner hereby irrevocably consents to replication of this Agreement or provision hereof that the Municipality's Solicitor, acting reasonably, considers to be appropriate in a further agreement or agreements between the owner and the Municipality as a condition of a consent to a transaction to sever the ownership of any portion of the Lands or as a condition of approval of a draft plan of subdivision of the Lands or any portion thereof pursuant to the Planning Act. The Owner will not refuse to execute such an agreement because it replicates the whole or portions of this Agreement. ARTICLE 8 - NOT USED 73 Servicing Agreement Page 48 ARTICLE 9 - EFFECTIVE DATE AND UNWINDING 9.1 Effective Date and Date of Final Approval (a) The Effective Date for purposes of this Agreement shall be the day on which the Owner applies for or causes or suffers any person to apply for a permit to construct one or more buildings on any portion(s) of the Lands pursuant to the Building Code Act which permit could be lawfully issued following the Date of Final Approval of the Amending By-law or such other day as may be agreed to by the Parties hereto, provided that the occurrence of the Effective Date in accordance with the foregoing shall be expressly conditional upon the Amending By-law being approved, in force, and/or in effect in accordance with this paragraph on the Effective Date. The Date of Final Approval of the Amending By-law for the purposes of this Agreement is the first day upon which all of the provisions of the Amending By-law have (actually and notwithstanding any deeming provisions contained in the Planning Act, first come into force and in effect, as a result of one of the following events occurring: (i) Where the provisions of OPA No. 56 are approved and come into force and effect pursuant to the Planning Act, substantially in the terms provided in proposed OPA No. 56 when the by-law adopting the same was passed by the Municipality, and, within the period of thirty (30) days following the day on which such provisions are approved and come into force and effect, no application to Court is made, the expiry of such thirty (30) day period; (ii) Where no notice of appeal is filed by a person in respect of one or more of the provisions of the Amending By-law pursuant to Subsection 34(19) of the Planning Act, and no application to Court is made, the expiry of the sixty-five (65) day period from the date of passing of the Amending By-law; (iii) Subject to paragraph 9.1(a)(iv), where notice of appeal is filed by a person in respect of one or more of the provisions of the Amending By-law pursuant to Subsection 34(19) of the Planning Act, and no application to Court is made, the expiry of the thirty (30) day period from the date on which the Order of the Board dismissing the appeal or approving the amending by-law substantially in the terms provided in the Amending By-law when the same was passed by the Municipality; (iv) Subject to paragraphs 9.1(a)(v) and (vi): ( "7 Servicing Agreement Page 49 1. where any one or more provisions of OPA No. 56, have been referred to the Ontario Municipal Board, and/or 2. where one or more notices of appeal have been filed in respect of any one or more of the provisions of the Amending By-law, and 3. a notice from the Minister has been received by the Board, pursuant to Subsection 17(17) or Subsection 34(28) of the Act, as the case may be, with respect to a part or parts of any one or more of the provisions of OPA No. 56, and/or any one or more provisions of the Amending By-law in respect of which a notice(s) of appeal has been filed, and no new application to Court has been made, and 4. no application to Court has been made, the expiry of the thirty (30) day period from the day on which the Lieutenant Governor in Council has confirmed the Board's Decision approving OPA No. 56 substantially in the terms provided in proposed OPA No. 56 when the by-law adopting the same was passed by the Municipality and /or has confirmed the Board's Decision dismissing the appeal(s) in respect of the provision or provisions of the Amending By-law, provided that in the event that an Order of the Board is entered after the date on which the Lieutenant Governor in Council has confirmed the Board's Decision as aforesaid, the thirty (30) day period referred to in this paragraph shall commence from the day on which the Board's Order is entered; (v) Subject to paragraph 9.1(a)(vi), where, prior to the expiry of the thirty (30) day period referred to in paragraphs 9.1(a)(i), (iii) and (iv), or the sixty-five (65) day period referred to in paragraph 9.1(a)(ii),whichever is applicable, an application to Court is made in which the validity of: 1. a part of a provision or a provision, or 2. the proceedings before Council or a Committee of Council respecting a part of a provision or a provision or 3. the approval of a part of a provision or provision, or 78 Servicing Agreement Page 50 4. the proceedings before the Board respecting a part of a provision or a provision, or 5. a Decision or Order of the Board respecting a part of a provision or a provision, or 6. the Order of the Lieutenant Governor in Council or the proceedings before the Lieutenant Governor in Council respecting a part of a provision or a provision,is called into question,with respect to the part of the provision or the provision, either, (i) the Final Disposition of such application to Court, if the result is that the part of the provision or the provision is approved, remains, or comes into force and effect, or (ii) in the event that the Court remits the matter back to Council, the Board, or the Lieutenant Governor in Council, as the case may be, the Final Disposition of such matter; (vi) Where, immediately prior to the occurrence of any of the hereinbefore-stated events, an application has been filed with the Board for any relief under Section 42 of the Ontario Municipal Board Act or the Board has on or before such occurrence set aside a Decision and/or Order of the Board respecting a part of a provision or a provision of the Amending By-law, the Final Disposition of such application to the Board and/or the final disposition by the Board of the rehearing, if such is directed by the Board, provided that in the cases referred to in this paragraph, paragraphs 9.1(a)(i), (iii) and (v) shall apply with all necessary changes thereto to give effect to this paragraph being considered to have been made. (b) For the purposes of this Agreement, the term: (i) "application to Court"means an application for leave to appeal, an appeal, an application for judicial review, an application to quash pursuant to the Municipal Act, and includes an appeal(s) from a Decision or Order in respect of any of these which are made to a Court; (ii) "Final Disposition" means any of the following events: 9 Servicing Agreement Page 51 1. the entry of an Order of a Court which finally disposes of an application to such Court, or 2. where a provision of OPA No. 56 is remitted back to Council, if no further application to Court is made, the expiry of the thirty (30) day period following the date on which such provision came into force and effect, or 3. where a provision of the Amending By-law is remitted back to Council, no notice of appeal is filed by a person pursuant to Subsection 34(19) of the Planning Act, and no application to Court is made, the expiry of the sixty- five (65) day period from the date of passing of such provision, or 4. where a provision of the Amending By-law is remitted back to Council, no notice of appeal is filed by a person pursuant to Subsection 34(19) of the Planning Act, and no application to Court is made, subject to paragraphs 9.1(a)(iv), (v) and (vi), the expiry of the thirty (30) period from the date on which the Order of the Board dismissing the appeal is entered or, 5. where paragraph 9.1(a)(iv) applies, subject to paragraph 9.1(a)(v), the expiry of the thirty(30) day period referred to in paragraph 9.1(a)(v), or 6. the entry of an Order of the Board which follows a re- hearing by the Board pursuant to an Order of the Board finally disposing of a part of a provision or a provision of the Amending By-law. 9.2 Permitted Amendments to the Amending By-law (a) Subject to paragraph 9.2(b) hereof, without fettering in any way Council in the exercise of any of its discretionary powers, and notwithstanding any other provisions of this Agreement, the Parties agree that if, prior to the first to occur of the Final Disposition of the Amending By-law and the Unwinding Date (as hereinafter defined), any modification(s) or amendment(s) to the Amending By-law are made 80 Servicing Agreement Page 52 by the Municipality such modification(s) and/or amendments which are made or are directed to be made pursuant to the Planning Act, shall be deemed to be included within the meaning of the term "Amending By-law" and to be part of the Amending By-law for all of the purposes of this Agreement and are hereinafter referred to as the "Permitted Amendments", provided that either: (i) such modification(s) and/or amendment(s) are only of technical significance and effect; or (ii) in the case only of modification(s) or amendment(s) made or passed before the Final Disposition of the Amending By-law, prior to or within thirty (30) days after the date on which such modification(s) and/or amendment(s) are made or passed, the Owner shall notify the Municipality in writing that the modification(s)or amendment(s)in question is (are) acceptable to the Owner. (b) In the event that in a case referred to in paragraph 9.2(a)(ii) hereof, the necessary notice is not given by the Owner within the time specified in paragraph 9.2(a)(ii), the modification(s) and/or amendment(s) shall not be deemed to be part of the Amending By-law for the purposes of this Agreement. (c) Subject to paragraph 9.2(a) hereof the Parties agree that they will support the approval of the Amending By-law in any appeals, applications or proceedings before the Board, the Lieutenant Governor in Council or a Court. 9.3 Unwinding of this Agreement (a) The date of unwinding of this Agreement, should such occur (hereinafter referred to as the "Unwinding Date"), shall be the earlier to occur of the date of Final Disposition of the Amending By-law, and the date of expiry of the sixty (60) day period specified in a Notice of Termination, which is given pursuant to sub- paragraphs 93(b), (c), or (e) hereof. (b) On the occurrence of a Final Disposition of the Amending By-law, which does not result in the coming into force and effect of each provision of the Amending By-law without modification to or amendment of any of them, sixty (60) days written Notice of Termination may be given by either the Municipality, or the Owner to the other. Unless the Parties hereto otherwise agree, the Unwinding Date shall occur on the expiry of the sixty (60) day period specified in such Notice of Termination. C7 Servicing Agreement Page 53 (c) If as a result of being required to do so by the Final Disposition of the Amending By-law, Council passes, or adopts a modification(s) or an amendment(s) to the Amending By-law which is not one of the Permitted Amendments, then, at any time within thirty (30) days from the date of the giving of notice of the passing or adoption of such amendment(s) or modification(s) by the Municipality to the Owner, sixty(60) days written Notice of Termination may be given by either the Municipality or the Owner to the other. After passing or adopting one of the aforesaid amendment(s) or modification(s) the Municipality forthwith shall give notice thereof to the Owner. Unless the Parties hereto otherwise agree, the Unwinding Date shall occur on the expiry of the sixty (60) day period specified in such Notice of Termination. If a Notice of Termination is not given, in accordance with this paragraph, the modification(s) or amendment(s) shall be deemed to be one of the Permitted Amendments for the purposes of this Agreement. (d) On the occurrence of a Final Disposition of the Amending By-law which results in the Amending By-law coming into force or effect with modification(s) or amendment(s) thereto, other than a Permitted Amendment, then, sixty (60) days written Notice of Termination may be given by either the Municipality or the Owner to the other. Unless the Parties hereto otherwise agree, the Unwinding Date shall occur on the expiry of the sixty (60) day period specified in such Notice of Termination. If a Notice of Termination is not given in accordance with this paragraph, the modification(s) or amendment(s) shall be deemed to be one of the Permitted Amendments for the purposes of this Agreement. (e) If the Final Disposition of the Amending By-law has not occurred on or before, June 30, 1995, then sixty (60) days written Notice of Termination may be given by either Party hereto to the other. Unless on or prior to the expiry of the sixty (60) day period specified in such Notice of Termination, either the Final Disposition of the Amending By-law occurs, or the Parties hereto otherwise agree, the Unwinding Date shall occur on the expiry of such sixty (60) day period. (f) On or after the occurrence of the Unwinding Date, the Owner„ at the Owner's expense,may expunge registration of this Agreement by appropriate means according to the requirements of the registry system pertaining to the affected property and the Municipality shall co-operate with all requests of the Owner, acting reasonably, in such respect, including the execution of releases and quit claims in suitable form for registration. 82 Servicing Agreement Page 54 (g) Without fettering Council, in any way, in the exercise of its discretionary powers, on or after the occurrence of the Unwinding Date, Council may rescind the Amending By-law with the object of restoring the Official Plan and Zoning By-law provisions as they stood on the day immediately prior to the date as of which this Agreement is made. In respect of any rescinding by-law which is passed pursuant to this paragraph either on or after the occurrence of the Unwinding Date, the Owner will not object of the passing, approval, or coming into force and effect of such rescinding by-law(s). (h) On the occurrence of the Unwinding Date, the Municipality's Treasurer shall return any Performance Guarantee(s) by the Owner, and in the Municipality's possession. ARTICLE 10 - DEVELOPMENT OF THE LANDS SUBSEQUENT TO PHASE I 10.1 Subsequent Phases The Owner acknowledges and agrees that if the Owner shall develop the Lands or a portion thereof other than Phase I of the Development of the Lands then the provisions of this Agreement shall apply in respect of the design, construction and installation of the Works necessary to facilitate the proposed development or developments (the "Proposed Development") with all necessary changes thereto being considered to have been made to give effect to the intention of this paragraph 10.1 provided that in each such case: (a) "Amending By-law" shall be deemed to mean an amendment to the Municipality's Zoning By-law (By-law No. 84-63 as amended) to permit the construction of the Proposed Development; (b) "Works"shall be deemed to mean the facilities, services,works, improvements and landscaping more particularly described in Schedule "G" hereto as are necessary for the orderly and proper development of the Lands having regard to the Proposed Development and uses of adjacent lands. The Works shall be constructed and installed at the cost of the Owner; (c) "Transferred Roads" shall be deemed to mean those portions of roads within the Lands and as shown on the plan attached as Schedule "B" which are required for access to the Proposed Development or necessary for the orderly development of that portion of the Lands comprising the Proposed Development or abut that portion of the Lands comprising the Proposed Development; and 83 Servicing Agreement Page 55 (d) If required by the Director, the Owner shall enter into a further servicing agreement or subdivision agreement in priority to all other interests in the proposed Transferred Roads except for the Permitted Encumbrances as the Director considers to be necessary to implement the intention of this paragraph 10.1 which shall be registered against title to the relevant land prior to applying for a building permit or permits for any portion of the Proposed Development. ARTICLE 11 -ASSUMPTION OF OBLIGATIONS 11.1 The Owner covenants and agrees with the Municipality that it shall be a general and indispensable condition of any sale, mortgage or charge or a lease for a term including entitlement to renewal of 21 years or more either of the whole or any one or more portions of the Lands or any assignment or sublease of such a leasable interest with an unexpired term including entitlement to renewal of 21 years or more of the whole or any one or more portions of the Lands,that each purchaser,mortgagee, chargee,lessee, assignee or sublessee, as the case may be, has entered into an agreement with the Municipality assuming each of the Owner's obligations and covenants provided for in this Agreement, save and except those provisions that are included in a subdivision agreement made under Sections 51 or 53 of the Planning Act registered against the title to the Lands which the Municipality's Solicitor acting reasonably considers to be enforceable against successors in title pursuant to the provisions of the Planning Act. Where a mortgage, charge, lease, assignment of lease or sublease of a leasehold interest is given by way of security for financing then such mortgagee, chargee, lessee, assignee or sublessee thereunder shall not be bound to assume such of the Owner's obligations and covenants unless and until such mortgagee, chargee,lessee, assignee or sublessee takes possession or control of the property pursuant to such security. If the Lands are governed by the Land Titles Act, then concurrent with the delivery of this Agreement by the Owner to the Municipality, the Owner shall deliver to the Municipality an application duly executed by the Owner in registrable form and containing such terms as the Municipality's Solicitor requires acting reasonably made pursuant to Section 118 of the Land Titles Act to restrict the transfer, charge or lease of the Lands or any portion thereof without the written consent of the Municipality. If the Lands are governed by the Registry Act, then upon written request made by the Municipality's Solicitor, the Owner shall enter into a separate agreement with the Municipality to be registered against title to the Lands containing the covenant of the Owner set out in this paragraph 11.1 and such other terms of this Agreement as the Municipality's Solicitor acting reasonably may require. The Owner shall neither request nor require such consent of the Municipality or a release of such restriction and the Municipality shall not be required to 84 Servicing Agreement Page 56 deliver such consent or release until the Owner has either (1) delivered to the Municipality the Highway No. 2 Security and the Initial Security or the Performance Guarantee, as the case may be, or (2) paid the Highway No. 2 Contribution and has either (i) obtained a Certificate or Release or(ii)delivered the Initial Security or Performance Guarantee, as the case may be. ARTICLE 12 - TIME OF ESSENCE Time is of the essence of this Agreement. ARTICLE 13 - AUTHORITY TO MAKE AGREEMENT The Owner acknowledges and agrees that the Municipality has authority to enter into this Agreement,that every provision hereof is authorized by the law and is fully enforceable by the Parties, and that this Agreement is made by the Municipality in reliance on the acknowledgement and agreement of the Owner as aforesaid. IN WITNESS WHEREOF the Parties hereto have hereunto set their hands and seals the day and year first above written and the Parties hereto have hereunto affixed their corporate seals by the hands of their proper officers duly authorized in that behalf. SIGNED, SEALED AND ) THE CORPORATION OF THE MUNICIPALITY OF CLARINGTON DELIVERED ) Mayor In the presence of ) Cl6rk WI S NIA INDUSTRIES LIMI } Name: Title: ) � GLENN S . WILLSON PRESIDENT Name: Title: —' 85 Servicing Agreement Page 57 C ETON PLACE LIMITED e: 'title: GLENN S . WILLSON PRESIDENT Name: Title: SCHEDULE "A" THIS SCHEDULE IS SCHEDULE "A" to the Agreement which has been authorized and approved by By-law No. 94-21 of The Corporation of the Municipality of Clarington, enacted and passed the 24th day of May, 1994. LEGAL DESCRIPTION OF LANDS All and singular that certain parcel of land and premises situate, lying and being in the Municipality of Clarington, in the Regional Municipality of Durham being composed of Part of Lots 15 and 16 in Concession 1 of the Geographic Township of Darlington designated as: Firstly: Parts of Lot 16, Concession 1, former Town of Darlington, now part of the Town of Newcastle, Regional Municipality of Durham being: - Parts 1, 2 and 3, Plan 10R-411; and Second 1 • Part of said Lot 16, Concession 1, Geographic Township of Darlington, now part of the Town of Newcastle in the Regional Municipality of Durham,more particularly described as follows: COMMENCING where an iron pipe has been planted on the northern limit of the King's Highway Number 2, as established according to Department of Highways Ontario Land Plan Number P1680-16, distant North 88 degrees 48 minutes 30 seconds east, a distance of 193.9 feet from a point distant south 89 degrees 40 minutes East, a distance of 127.13 feet from a point distant North 88 degrees 27 minutes East, a distance of 420.62 feet from a point distant North 87 degrees 04 minutes 10 seconds east a distance of 77.55 feet from a point in the western limit of said Lot 16, distant southerly thereon 549.38 feet from the north- western angle of said Lot 18; THENCE North 88 degrees 48 minutes 30 seconds East a distance of 25.96 feet; THENCE North 17 degrees 30 minutes 30 seconds west, a distance of 165.87 feet; THENCE North 89 degrees 36 minutes west a distance of 26.18 feet; THENCE Southerly a distance of 166.63 feet to the POINT OF COMMENCEMENT. 87 Schedule "A" -2- The lands conveyed are shown in heavy outline on a Plan of Survey made by M.D. Brown, Ontario Land Surveyor, dated March 19, 1965 and attached to Registered Instrument No. N26048. EXCEPTING THEREOUT that portion designated as Part 8 on a Plan deposited as Plan R.D. 26 (Department of HIghways Plan P-41, being the lands previously described in deed no. 141078. 88 SCHEDULE "C" THIS SCHEDULE IS SCHEDULE "C" to the Agreement which has been authorized and approved by By-law No. 94-77 of The Corporation of the Municipality of Clarington, enacted and passed the 24th day of May, 1994. CHARGES AGAINST LANDS (1) Municipal Taxes - nil (2) Local Improvement Charges - nil (3) Drainage Charges - nil (4) Development Charges - nil 89 SCHEDULE "D" THIS SCHEDULE IS SCHEDULE "D" to the Agreement which has been authorized and approved by By-law No. 94-77 of The Corporation of the Municipality of Clarington, enacted and passed the 24th day of May, 1994. Not used 90 SCHEDULE "E" THIS SCHEDULE IS SCHEDULE "E" to the Agreement which has been authorized and approved by By-law No. 94-21 of The Corporation of the Municipality of Clarington, enacted and passed the 24th day of May, 1994. (1) Within forty-five (45) days of the Effective Date, (or with the written consent of the Director, at some later time) the Owner shall deliver to the Municipality transfers of easements as in the opinion of the Director are necessary to accommodate any work provided for in the Engineering Drawings or Reapproved Engineering Drawings which are located within the Lands. (2) Easements for the rear yard catchbasins and storm sewers shall be perpetual in duration. (3) Without derogating from the other provisions of this Agreement, the Owner shall transfer or cause to be transferred to the Municipality easements to accommodate any work provided for in the approved Engineering Drawings or the Reapproved Engineering Drawings in lands located beyond the limits of the Lands as may be required by and to the satisfaction of the Director by notice given in writing to the Owner. The Director shall determine the duration and terms of any such easements. The transfers shall be prepared by the Owner at its cost, shall be free and clear of all encumbrances and restrictions, shall contain other provisions satisfactory to the Municipality's solicitor, shall be made for a nominal consideration, and shall be in registrable form. Paragraphs 2.4 and 2.6 shall apply in respect of transfers with all necessary changes to them being considered to have been made to give effect to the intent of this paragraph (3). (4) The Owner shall transfer to the Municipality any turning circle(s) and easements for snow storage as in the opinion of the Director may be required in accordance with the Municipality's Design Criteria and Standard Drawings and shall construct and maintain such turning circles in accordance with the Municipality's Design Criteria and Standard Drawings. Such temporary turning circles and easements for snow storage shall be shown on a Reference Plan as a Part(s) and shall be held by the Municipality until the extension of the road at which time the interest of the Municipality in such Part(s) not necessary for the extension of the road shall be released without charge to the owners of the abutting lots. (5) Temporary turning circle easements shall be released to the Owner of the abutting lots at such time as the temporary turning circle(s) is removed and the roadway extended through for a nominal consideration. 91 Schedule "E" -2- (6) The Owner shall transfer or cause to be transferred to the Municipality any easements for the disposal of storm water from the said Lands which are required by the Director which are external to the said Lands at no expense to the Municipality. The easements shall be transferred to the Municipality forthwith after the Director gives the Owner written notice of his requirements and the reasons therefore. Paragraphs 2.4 and 2.5 of this Agreement shall apply with all necessary changes to them being considered to have been made to give effect to the extent of this provision. (7) Forthwith after approval of the Engineering Drawings or Reapproved Engineering Drawings, as the case may be, by the Director the Owner shall cause to be prepared and deposited in the Land Registry Office Reference Plans delineating the easements required to be transferred to the Municipality pursuant to this Agreement. 2 SCHEDULE "F" THIS SCHEDULE IS SCHEDULE "F" to the Agreement which has been authorized and approved by By-law No. 94-77 of The Corporation of the Municipality of Clarington, enacted and passed the 24th day of May, 1994. LANDS TO BE TRANSFERRED TO Municipality AND f OR CASH TO BE PAID IN LIEU THEREOF (1) Dedication of Lands (a) Within forty-five (45) days after the Effective Date the Owner shall deliver to the Municipality in a form satisfactory to the Municipality, transfers in fee simple absolute free and clear of encumbrances, except for the Permitted Encumbrances, of those portions of roads within the Lands and shown as (i) Street B from Highway No.2 north to Street E (the "Transferred Roads") and any 0.3 metre reserves required to prevent public access from such roads onto Street H or Street E as shown on the plan attached as Schedule 'B". (b) Within forty-five (45) days after the Effective Date, the Owner shall deliver to the Municipality in a form satisfactory to the Municipality, transfers in fee simple absolute free and clear of encumbrances, a 0.3 metre reserve(s) of any portion of the Lands immediately abutting the roads lying within the Lands and shown on the plan attached as Schedule 'B" and required to be transferred pursuant to subparagraph (a) of this paragraph. (c) Forthwith after the Effective Date the Owner shall caused to be prepared and deposited in the Land Registry Office Reference Plans in a form satisfactory to and approved by the Director delineating the roads and the 0.3 reserves required to be transferred in fee simple absolute to the Municipality pursuant to this Agreement. (2) Not Used SCHEDULE "G" THIS SCHEDULE IS SCHEDULE "G" to the Agreement which has been authorized and approved by By-law No. 94-77 of The Corporation of the Municipality of Clarington, enacted and passed the 24th day of May, 1994. WORKS REQUIRED The Owner shall construct, install, supervise and maintain the following Works, including all connections, alternations, adjustments and transitions required to suit existing systems or lands in accordance with the Municipality's Design Criteria and Standard Drawings, and the Engineering Drawings, all to the approval of the Director: (1)(a) A storm sewer system for the removal of upstream storm water and storm water originating within the said Lands, including storm sewer mains and connections, manholes, service connections, catchbasins and rear yard catchbasins and leads, open channels, storm outfalls and structures and any other appurtenances and oversizing as may be required (the "Storm Sewer System"). (b) A stormwater management system consistent with the "Master Drainage Plan", complete with overland flow routes, detention and retention facilities, quality control devices, outlets,erosion and sedimentation control measures and any other necessary facilities as required (the "Stormwater Management System"). (c) A road system in respect of the Transferred Roads providing for vehicular and pedestrian traffic and access including the removal or installation of turning circles, and the Works required within the road, including suitable subgrade, subbase and base granular materials, subdrains, base and top stage curbs and gutters, base and surface asphalt, traffic control and street name signs and sidewalks and all streetscape components including street trees, boulevard topsoil and sodding, street lighting, gravel driveway aprons, and where sidewalks exist, gravel driveway aprons with paved surfaces between curb and sidewalk (the "Road System"). (d) A street lighting system which provides illumination of the Transferred Roads and walkways to serve the said Lands including all connections, energy and maintenance costs, appurtenant apparatus and equipment, in the locations as approved by the Director (the "Street Lighting System"). (e) Related Works including grading, landscaping, fencing, noise attenuation measures, walkways (including lighting) and other miscellaneous Works shown on the Engineering Drawings and Grading and Drainage Plan (the "Related Works"). 94 Schedule "G" -2- (f) Streetscaping as more particularly set out in Schedule PHASING OF THE WORKS The Works shall be divided into the following stages, unless approved by the Director: (2) INITIAL WORKS - Storm Sewer System including all appurtenances; - initial roadworks including subgrade,subbase and base granular materials, subdrains, base curbs, base asphalt, traffic control and street name signs of the Road System; and - grading. - noise attenuation fencing (collectively called the "Initial Works"). (3) STORMWATER MANAGEMENT SYSTEM (4) STREET LIGHTING SYSTEM (5) FINAL WORKS - final roadworks including top curbs and gutters, surface asphalt, sidewalks, street trees, boulevard topsoil and sodding and driveway aprons of the Road System; and - landscaping works, fencing, walkways and any remaining works not outlined in paragraphs (2), (3) and (4) of Schedule "G". (6) FURTHER DESIGN REQUIREMENTS The design, construction and installation of the Works including the landscaping and streetscaping treatment of the roads shall be in accordance with the report of Totten, Sims and Hubicki entitled "Bowmanville West Main Central Area Road Design and Streetscape Elements", preliminary draft dated December, 1993, as finally approved by and on file with the Director and shall also take into account to the satisfaction of the Director the requirements of the Region and Ministry of Transportation of Ontario and any other commenting authority or agency thereon. SCHEDULE "G-1" THIS SCHEDULE IS SCHEDULE "G-1"to the Agreement which has been authorized and approved by By-law No. 94-77 of The Corporation of the Municipality of Clarington, enacted and passed the 24th day of May, 1994. STREETSCAPING WORKS A. 60 METRES NORTH OF HIGHWAY 2 TO STREET E 1. Decorative Street Lights - both sides of street 2. Tree Guards - west side only 3. Tree Grates - west side only 4. Concrete Sidewalk - west side only 5. Precast Pavers (pedestrian) - west side only 6. Precast Pavers (vehicular) - west side only 7. Topsoil and Sod - west side only 8. Trees (including 5 in median) - both sides of street B. HIGHWAY NO. 2 TO 60 METRES NORTH 1. Decorative Street Lights - both sides of street 2. Tree Guards - both sides of street 3. Tree Grates - both sides of street 4. Concrete Sidewalks - both sides of street 5. Precast Pavers (pedestrian) - both sides of street 6. Precast Pavers (vehicular) - both sides of street 7. Topsoil and Sod - both sides of street 8. Trees (including 5 in median) - both sides of street 96 SCHEDULE "H" THIS SCHEDULE IS SCHEDULE "H" to the Agreement which has been authorized and approved by By-law No. 94-77 of The Corporation of the Municipality of Clarington, enacted and passed the 24th day of May, 1994. UTILITIES AND SERVICES REQUIRED 1. ELECTRICAL SUPPLY SYSTEM The Owner shall arrange with the appropriate authority having jurisdiction for the design,provision and installation of an electrical supply system to serve the Lands, in the locations as approved by the Director. All electrical services are to be installed underground. The Owner shall also make any necessary arrangements with any T.V. Cable Company in order that the installation of any such system shall take place so far as possible contemporaneously with the installation of other services so as to cause minimum disruption of municipal services. 2. TELEPHONE SYSTEM The Owner shall arrange with Community Telephone Limited and/or Bell Canada for the design, provision and installation of a telephone system to serve the said Lands, as approved by the Director. All telephone services are to be installed underground. 3. GAS SUPPLY SYSTEM The Owner shall arrange with an appropriate gas company for the design, provision and installation of a complete gas supply system to serve the said Lands, including gas mains, and all appurtenant manholes, laterals, service connections, apparatus and equipment in the locations as approved by the Director. 4. CABLE TELEVISION The Owner shall arrange with the Cable Television Company having authority to provide its services within the area of the Plan of Subdivision for the design, provision 97 Schedule "H" -l- and installation of a complete cable television distribution system to serve the said Lands. All cable television services are to be installed underground. 5. MAIL DISTRIBUTION SYSTEM The Owner shall arrange with Canada Post for the provision and installation of a mail distribution system to service the said Lands, in the location as approved by the Director. 98 SCHEDULE "I" THIS SCHEDULE IS SCHEDULE IT' to the Agreement which has been authorized and approved by By-law No. 94-77 of The Corporation of the Municipality of Clarington, enacted and passed the 24th day of May, 1994. DUTIES OF OWNER'S ENGINEER 1. DESIGN WORKS AND PRIVATE WORKS In addition to the other requirements of this Agreement, the Owner's Engineer shall prepare all drawings, plans, studies, reports, estimates, calculations and documentation for the consideration and approval of the Director, which include: (a) the Engineering Drawings and other related Drawings; (b) the Grading Plans, Drainage Plans, Landscaping Plans, Staging Plans, Utility Composite Plans, Master Drainage Plans, Erosion and Sedimentation Control Plans and other related Plans; (c) Traffic Reports; Soils Reports, Geotechnical Reports, Stormwater Management Reports, Stormwater Implementation Reports and other related Reports; (d) Schedules of Work; (e) the Works Cost Estimates or Stage Cost Estimate; and (f) all documentation and verification to support Performance Guarantee and Security for the Maintenance Guarantee reduction submissions. The approval of the Director shall not absolve or release the Owner or the Owner's Engineer of the responsibility and liability for any errors or omissions in the above drawings,plans, reports, stages or documentation or from liability for any damage or loss caused or resulting directly or indirectly by the Owner's Engineer. 2. REPRESENT OWNER AND OBTAIN MUNICIPAL APPROVALS The Owner's Engineer is hereby authorized by the Owner to act as the Owner's representative in all matters pertaining to the design, construction and installation of the 99 Schedule "I" -2- Works and the overall management of the development, and shall co-operate with the Municipality and the Director to protect the interests of the Municipality and the general public in all matters relating to the design, construction and installation of the Works. In addition, the Owner's Engineer shall work in accordance with all conditions of this Agreement, including Section 5 and Schedules "G", 111411, "I', 'T' and T". 3. PROVIDE RESIDENT SUPERVISION The Owner's Engineer shall provide fully qualified, experienced supervisory layout and inspection staff, acceptable to the Director, to provide continuous inspection service during all phases of the construction and installation of the Works and the private works. Without limiting the generality of the foregoing, the Owner's Engineer shall be responsible for the following: (a) To carry out or arrange for the carrying out by qualified personnel of field layout including the provision of line and grade to the contractors and, where required, restaking. (b) To thoroughly inspect,the construction, installation, and supply of materials to ensure that all work is being performed in accordance with the Engineering Drawings, the Municipality's Design Criteria and Standard Drawings and all applicable law. The Owner's Engineer shall have the authority and responsibility to immediately stop and/or reject any work, procedure, or material which in his opinion does not comply with the Engineering Drawings, the Design Criteria and Standard Drawings, and/or the applicable law. (c) To carry out or arrange the carrying out by qualified personnel of all necessary monitoring and field testing of procedures, equipment and materials installed or proposed to be installed and, in conjunction with the geotechnical engineer,and where appropriate,the structural engineer,provide certification to the Director that all monitoring and test results meet the requirements of Schedule "L" of this Agreement. (d) To provide co-ordination and scheduling of the construction and installation of the Works in accordance with the timing provisions contained in this Agreement and the requirements of the Director. ` 100 Schedule "I" -3- (e) To investigate and immediately report to the Director any unusual circumstances,potential problems, conflicts,errors,defective work or material which may arise during the construction and installation of the Works. (f) To obtain field information during and upon completion of the construction and installation of the Works required to modify the Engineering Drawings to produce the as-constructed drawings of the Works 4. MAINTAIN RECORDS The Owner's Engineer shall maintain all records, data, reports, approvals and orders pertaining to the construction and installation including all contract documents, sub- contracts and supply contracts, payment certificates, payment records and receipts, certificates of substantial performance, the names and addresses of all contractors, sub- contractors and suppliers of materials and services, certificates of completion of sub- contracts and proof of service and publication thereof in accordance with the provisions of applicable legislation and make all of the foregoing available for examination by the Director as required by the Director without cost. If any change is made in the terms of a contract, sub-contract or supply contract or in the name or address of a contractor, sub-contractor and supplier from information that may not have been provided to the Director by the Owner or the Owner's Engineer pursuant to this Agreement,the Owner's Engineer immediately after becoming apprised of each change shall give the Director written notice of it. 5. PROVIDE PROGRESS REPORTS The Owner's Engineer shall provide the Director with reports on the progress of the construction and installation of the Works on a monthly basis, or at such other interval as approved by the Director. 6. PREPARE AS-CONSTRUCTED DRAWINGS The Owner's Engineer shall prepare and submit the as-constructed drawings of the Works together with the computer disks, if any have been prepared, to the Director provided that the as-constructed drawings shall be prepared to the satisfaction of the Director. 101 SCHEDULE 11Y1 THIS SCHEDULE IS SCHEDULE "J" to the Agreement which has been authorized and approved by By-law No. 94-77 of The Corporation of the Municipality of Clarington, enacted and passed the 24th day of May, 1994. WORKS COST ESTIMATES 1 $ 2 $ . 3 $ 4 $ 5 $ 6 $ 7 $ 8 $ . 9 $ 10 $ 11 $ Sub-total $ 5% Contingency Allowance $ Sub-total $ 10% Engineering Allowance $ , Sub-total $ G.S.T. Allowance $ Total Estimated Value of the Works: Total Amount of Performance Guarantee: SUBSEQUENT STAGES The Performance Guarantee for the Works shall be based on the preliminary Works Cost Estimates which have been submitted to the Director by the Owner's Engineer and approved by the Director. When the Engineering Drawings and the Landscaping Plan have been approved by the appropriate Director as is required by this Agreement, a revised Works Cost Estimates for the construction and installation of Works shall be prepared by the Owner's Engineer and submitted to the Director for approval. The revised Works Cost Schedule "J" _2_ 102 Estimates shall be used as a basis to adjust the Performance Guarantee, in the event of an increase or decrease in the Works Cost Estimates. a � o UUNICP'ALJTY OF CLARINGTON D9-Feb-94 VALLSONiA LANDS 40 SaMAYEO"DAD AND STIMETSCAPE 00te.9TRUCTION COSTS 0 Flis'WlLL9Ql' <C 1 STREET yy c� LCfCATIOta LENGTH o Ey Raw TO UNIT COSrg FOCAL E61GH,SUP, OST TOTAL A[1S R STDH STtiEEfsCAPE ION CANT. iTX TX COST © ��T,g. HIGFty�,'AY#2 90 N_TflES N0FWj r1 '6CMEMESryORT4i Igo *�I f'7 N STR=EiE $860 x117,000 $19.800 S9-352 $1,10D $148.972 cl TOTAL 5800 Zt119.000 $20,29:1 SB 7�iE 5148,A76 ° � 4-+ $2sa4a Sl'IR E�T ►�- h s LOCATION LENGTH vnrrcoSfg M Ilk To TOTAL EMISM.SUp.. 08T DC w W 'C7 W OVtLXi d STR7R ST1iEET9CAPE CJit8TR111GT1011 0MT.(17%) 9% OO NO COST U HIGHWgY,i�2 eU METppg WBU--OF STREET 8 S01AET f�Eg FAST OF STREET g U � Z N Z �� Sim 917E tts A25 $5.116 $4,392 TOTAL OWTB Mi.82J9 MOM tar OWN 1,6 VAMT� c o cd �s H a� N 0 ,0 b I� � U SCHEDULE "K" 104 THIS SCHEDULE IS SCHEDULE "K" to the Agreement which has been authorized and approved by By-law No. 94-21 of the Corporation of the Municipality of Clarington, enacted and passed the 24th day of May, 1994. INSURANCE REQUIRED 1. TYPES OF COVERAGE REQUIRED The Owner shall obtain and maintain insurance of the character commonly referred to as public liability and property damage with an insurance company approved by the Municipality's Treasurer and licensed in Ontario to underwrite such insurance and containing terms and conditions which are acceptable to the Municipality's Treasurer. Such policy or policies of insurance shall indemnify the Municipality against all damage or claims for damage for: (a) any loss or damage that shall or may happen to any of the Works or any of the Utilities or to any part or parts thereof respectively; (b) any loss or damage that shall or may happen to any of the materials or any of the equipment or any other things used to construct or install any of the Works or any of the Utilities or any part or parts thereof respectively; (c) any injury to any person or persons including workmen employed on the said Lands and the public; (d) any loss or damage that shall or may results from the storage, use or handling of explosives; (e) any loss or damage that shall or may result from the drainage of surface waters on or from the said Lands; (f) any loss or damage that shall or may result from the disposal of effluent from any sewage disposal works; and (g) any loss or damage that shall or may happen to any public road or to any other property of the Municipality or to the property of any other person either directly or indirectly by reason of the Owner undertaking the development of the said Lands together with any or all of the Works, Utilities and Services pertaining thereto. Schedule "K" _2_ 105 2. AMOUNTS OF COVERAGE REQUIRED Policy or policies of insurance shall be issued jointly in the names of the Owner and the Municipality and shall provide the following minimum coverages for five million ($5,000,000.00) dollars for all damage arising out of one (1) accident or occurrence or series of accidents or occurrences. The issuance of such policy or policies of insurance or the acceptance of it or them by the Municipality shall not be construed to relieve the Owner from responsibility for other or larger claims for which it may be held responsible. 3. EXEMPTION OF COVERAGE PROHIBITED The policy or policies of insurance shall contain no coverage exemptions or limitations for: (a) any shoring, underpinning, raising or demolition of any building or structure; (b) any pile driving or caisson work; (c) any collapse or subsidence of any building, structure or land from any cause; or (d) any storage, handling or use of explosives in cases in which the Owner is required to obtain the Director's permission to carry out a blasting operation under Schedule "L" of this Agreement. 4. TERM OF INSURANCE The term of the required insurance shall commence no later than the day on which the first Authorization to Commence Works is issued and shall terminate no earlier than the last day on which all Certificates of Acceptance have been issued for each of the Works for all of the Works contemplated by this Agreement. SCHEDULE "U' 106 THIS SCHEDULE IS SCHEDULE "U' to the Agreement which has been authorized and approved by By-law No. 94-77 of The Corporation of the Municipality of Clarington, enacted and passed the 24th day of May, 1994. REGULATIONS FOR CONSTRUCTION 1. GENERAL All work pursuant to and associated with this Agreement shall be carried out in strict conformity with all approved Engineering Drawings, the Municipality's Design Criteria, Standard Drawings and Specifications or any revisions thereof and all applicable legislation, in addition to any requirements set out in this Agreement. 2. SAFETY The Owner shall ensure that all construction pursuant to and associated with this Agreement is carried out in conformance with the Occupational Health and Safety Act, and other applicable legislation. 3. PERMITS AND APPROVALS The Owner shall ensure that any and all permits and approvals required to install or construct or prepare to install or construct any of the Works pursuant to or associated with any part of this Agreement have in fact obtained and are valid and in good standing. 4. REQUIREMENTS FOR BLASTING Prior to commencing any blasting, the Owner shall obtain from the Director, permission to carry out the blasting operation. 5. REMOVAL OF TOPSOIL The Owner shall not remove any topsoil from the said Lands except for construction purpose and such topsoil must remain within the limits of the said Lands. 107 Schedule "L" _2_ 6. DUMPING OF FILL OR DEBRIS The Owner agrees to neither dump, or permit to be dumped, any fill or debris, on nor to remove, or permit to be removed any fill from any lands to be dedicated to the Municipality other than the roads within the limits of the said Lands, without the written consent of the Director. 7. ID. ISPOSAL OF CONSTRUCTION GARBAGE The Owner shall remove and dispose of all construction garbage and debris from the said Lands in an orderly and sanitary fashion in a dump site off the said Lands and approved by the Director. The Municipality shall not be responsible for the removal or disposal of garbage and debris. The Owner shall deliver a copy of this provision to each and every builder obtaining a building permit for any part of the said Lands and to ensure that no burning of construction garbage or debris is permitted on the said Lands. Without derogating from the foregoing provisions of this paragraph, if the Owner fails to remove construction garbage or debris from the Lands for a period of three (3) consecutive days following the giving of written notice by the Director to the Owner requiring it to do so, the Director may cause the construction garbage or debris to be removed to and disposed of in the aforesaid dumping site at the expense of the Owner. Forthwith after the Director gives written notice to the Owner requiring it to pay for the costs incurred in removing and disposing of the construction garbage or debris, the Owner shall pay the Municipality the amount of money for it is invoiced. 8. QUALITATIVE AND QUANTITATIVE TESTS (1) The Owner's Engineer shall arrange for and monitor all testing or procedures, equipment and materials, by a qualified geotechnical engineer and where applicable, a qualified structural engineer,who shall ensure conformance with the Engineering Drawings, and either with the Municipality's Design Criteria and Standard Drawings, or in cases where criteria have not been specified by the Municipality, with the Ontario Provincial Standards for Roads and Municipal Services. (2) Prior to the issuance of a Certificate of Completion, the Owner's Engineer, in conjunction with the geotechnical engineer and where applicable structural engineer, shall issue a certificate in a form acceptable to the Director, confirming, based on the location, frequency and type of tests and monitoring Schedule "L" -3- 108 and the results of such tests or monitoring, that he is satisfied with the materials testing methods used and that the results conform to the requirements of paragraph 8(1) of this Schedule "L". (3) The Owner agrees that the Director may, at his sole discretion, employ a geotechnical engineer to carry out independent qualitative or quantitative tests on behalf of the Municipality, for any portion of the Works, procedures, equipment or materials installed or constructed or to be installed or constructed and that the costs of such testing shall be paid by the Owner. 9. TELEVISED INSPECTION OF STORM SEWER The Owner agrees to televise and record, to the satisfaction of the Director, and for Municipality use, all of the storm sewers, and where deemed necessary by the Director, all catchbasin leads and service connections and, subsequent to any rectifications or additional work, to re-televise and record to the satisfaction of the Director, any storm sewer, catchbasin lead, rear yard catchbasin lead or service connection and that all associated costs shall be paid by the Owner. 10. WINTER CONSTRUCTION In addition to the materials testing criteria for cold weather construction, any pipe bedding, trench backfill or road building material found to contain frozen material shall be deemed unacceptable and shall be removed immediately. The Owner shall not commence placement of base asphalt paving later than December 1st and shall not commence placement of surface asphalt paving later than November 15th, unless approved otherwise by the Director. Should the Director be of the opinion that any of the Works are not being constructed using effective cold-weather precautions he may, in his absolute discretion, revoke any Authorization to Commence Works and suspend construction by issuing a stop work order to be in effect until the Director give the Owner written notice of the termination of the stop work order. 11. MAINTENANCE. CLOSING AND USE OF EXTERNAL ROADS The Owner shall, at all times during the life of this Agreement ensure that during any construction on the said Lands, all public highways abutting the said 109 Schedule "L" -4- Lands and all public highways used for access to the said Lands, shall be maintained in a condition at least equal to their condition on the date as of which this is Agreement is made, and in all cases to the satisfaction of the Director. At all times, the Owner shall maintain all such highways free of dust and mud which originate from the Lands. If, in the opinion of the Director, a highway has been damaged as a result of the construction, installation or maintenance of the Works, or the development of any portion of the Lands as a result of any action or default by any person other than the Municipality, its agents, employees or contractors, forthwith after the Director gives the Owner written notice of his opinion, the Owner, at the Owner's expense, shall repair such road to the condition which is at least equal to its condition immediately prior to the date of such damage, to the satisfaction of the Director. No highway outside the limits of the said Lands shall be closed without the prior written approval of the authority having jurisdiction over such highway. The Owner agrees not to use or occupy any untravelled portion of any road allowance without the prior written approval of the authority having jurisdiction over such road allowance. 12. MAINTENANCE OF INTERNAL ROADS Prior to the placement of the base course of asphalt on any road required to be constructed under this Agreement, the Owner shall remove any contamination of the granular base course and repair and replace such base course, where necessary, to the approval of the Director, in order that the construction of such road shall not have suffered due to any use of the granular base course as a temporary road. Similarly, prior to the placement of the surface of asphalt on any road required to be constructed under this Agreement, the Owner shall clean the base course of asphalt and repair and replace such base course where necessary. Until the roads within the 40M Plan are assumed by the Municipality, the Owner shall maintain all internal roads in a condition acceptable to the Director, and shall ensure these roads are free of dust and mud. 13. WEED AND RAT CONTROL After the commencement of construction the Owner shall institute upon the Lands a program of weed and rat control to the satisfaction of the Director. 110 SCHEDULE "M" THIS SCHEDULE IS SCHEDULE "M" to the Agreement which has been authorized and approved by By-law No. 94-77 of The Corporation of the Municipality of Clarington, enacted and passed the 24th day of May, 1994. Not used SCHEDULE "N' THIS SCHEDULE IS SCHEDULE "N" to the Agreement which has been authorized and approved by By-law No. 94-77 of The Corporation of the Municipality of Clarington, enacted and passed the 24th day of May, 1994. Not used 112 SCHEDULE "O" THIS SCHEDULE IS SCHEDULE "O" to the Agreement which has been authorized and approved by By-law No. 94-77 of The Corporation of the Municipality of Clarington, enacted and passed the 24th day of May, 1994. Not used 113 SCHEDULE "P" THIS SCHEDULE IS SCHEDULE "P" to the Agreement which has been authorized and approved by By-law No. 94-77 of The Corporation of the Municipality of Clarington, enacted and passed the 24th day of May, 1994. Not used 114 SCHEDULE "Q" THIS SCHEDULE IS SCHEDULE "Q" to the Agreement which has been authorized and approved by By-law No. 94-77 of The Corporation of the Municipality of Clarington, enacted and passed the 24th day of May, 1994. CONSERVATION AUTHORITY'S WORKS Not Used SCHEDULE "R" THIS SCHEDULE IS SCHEDULE "R" to the Agreement which has been authorized and approved by By-law No. 94-77 of The Corporation of the Municipality of Clarington, enacted and passed the 24th day of May, 1994. ENGINEERING AND INSPECTION FEES Estimated Cost of WorksFees Up to $100;000.004% to a maximum of $4,000.00 $100,000-00 to $500,000.00$4,000.00 or 3.5% of the estimated cost of services -whichever is greater $500,000.00 to $1,000,000.00$17,500.00 or 3% of the estimated cost of services -whichever is greater $1,000,000.00 to $2,000,000.00$30,000.00 or 2.50% of the estimated cost of services - whichever is greater $2,000,000.00 to $3,000,000.00$50,000.00 or 2.25% of the estimated cost of services - whichever is greater $3,000,000.00 to $4,000,000.00$67,500.00 or 2% of the estimated cost of services -whichever is greater For the purposes of calculating the Engineering and Inspection Fees as contemplated by this Schedule, the estimated costs of Works shall include the Cost Estimates as specified in Schedule "J" hereto, and shall also include the estimated cost of Region services. The payment of the Engineering and Inspection fees to the Municipality are subject to the Goods and Services Tax, and therefore an additional seven(7%) percent must be added to the fees calculated using this Schedule and paid by the Owner to the Municipality. The Engineering and Inspection Fees are to be paid to the Municipality prior to issuance of the Authorization to Commence Works provided that if there is a Staging Plan the Engineering and Inspection Fees relating to each stage are to be paid to the Municipality prior to issuance of the Authorization to Commence Works for the stage in question. 116 SCHEDULE "S" THIS SCHEDULE IS SCHEDULE "S" to the Agreement which has been authorized and approved by By-law No. 94-77 of The Corporation of the Municipality of Clarington, enacted and passed the 24th day of May, 1994. Not used 11 '7 SCHEDULE "T" THIS SCHEDULE IS SCHEDULE "T" to the Agreement which has been authorized and approved by By-law No. 94-77 of The Corporation of the Municipality of Clarington, enacted and passed the 24th day of May, 1994. TREE PRESERVATION PLAN Nqj Used 118 SCHEDULE "U" THIS SCHEDULE IS SCHEDULE "U" to the Agreement which has been authorized and approved by By-law No. 94-77 of The Corporation of the Municipality of Clarington, enacted and passed the 24th day of May, 1994. LANDSCAPING PLAN Not Used 119 SCHEDULE "V" THIS SCHEDULE IS SCHEDULE "V" to the Agreement which has been authorized and approved by By-law No. 94-77 of The Corporation of the Municipality of Clarington, enacted and passed the 24th day of May, 1994. REQUIREMENTS OF OTHER AGENCIES Not Used a 120 SCHEDULE "W" THIS SCHEDULE IS SCHEDULE "W" to the Agreement which has been authorized and approved by By-law No. 94-77 of The Corporation of the Municipality of Clarington, enacted and passed the 24th day of May, 1994. Not used r SCHEDULE "X" 121 THIS SCHEDULE IS SCHEDULE "X" to the Agreement which has been authorized and approved by By-law No. 94-77 of The Corporation of the Municipality of Clarington, enacted and passed the 24th day of May, 1994. PERMITTED ENCUMBRANCES NIL l i i I 122 THIS FIRST AMENDING AGREEMENT made as of this 30th day of April, 1996. BETWEEN: THE CORPORATION OF THE MUNICIPALITY OF CLARINGTON (hereinafter called the "Municipality") OF THE FIRST PART - and - CLARINGTON PLACE LIMITED (hereinafter called the "Owner") OF THE SECOND PART - and - WILLSONIA INDUSTRIES LIMITED (hereinafter called the "Mortgagee") OF THE THIRD PART WHEREAS: A. Amendment No. 56 to the Municipality's Official Plan ("Amendment No. 56") was approved with modifications by Order of the Ontario Municipal Board dated July 24, 1995 (O.B. #1995-4, Folio #366). B. The Municipality's By-law No. 94-16 was enacted by Order of the Ontario Municipality Board dated February 23, 1996 (O.B. #1996-2, Folio#91). It applies to a portion of the lands and premises more particularly described in Schedule "AA" hereto. C. The Parties hereto entered into an agreement dated May 24, 1994 (the "Servicing Agreement") which applies in respect of the lands and premises more particularly described in Schedule "A" thereto which comprise portions of the lands now owned in fee simple by the Owner. The Parties have agreed that the Servicing Agreement should be amended to apply in respect of the lands now owned in fee simple by the Owner and more particularly described in Schedule "AA" hereto. D. The Parties have also agreed that the Servicing Agreement should be amended to apply in respect of all of the Lands, to deal with the Owner's contribution to the cost of 123 First Amending Agreement Page 2 urbanizing a portion of Highway No. 2 to implement Amendment No. 56 and certain other matters set out herein. E. This First Amending Agreement is authorized by Council's approval of the recommendations contained in Report #Admin 14-95, on April 24, 1995, a copy of which is contained in Schedule "BB" hereto, and by Council's enactment of By-law No. 95-63, By-law No. 96-107 and By-law No. 96-115. NOW THEREFORE WITNESSETH THAT in consideration of the premises and the covenants hereinafter expressed, and the sum two dollars ($2.00) of lawful money of Canada, now paid by each Part to the others (the receipt whereof by each party is hereby acknowledged), the parties hereto covenant and to and with each other as follows: 1. The following amendments are hereby made to the Servicing Agreement: 1.1 Definitions (1) Paragraphs 1.1(1), (c), (s), (aa), (cc), (qq), (ss), (tt), (uu), (ww), (xx), (eee), (fff), (yyy)and (aaaa) are deleted. Paragraphs 1.1(1) (eee)and (M)are replaced with the following: "(eee) "Phase I of the Development of the Lands" means the development of all or any one or more portions of the Lands comprising Parts 2, 8 and 16 shown on Reference Plan 40R-16730. (fff j "Phase II of the Development of the Lands" means the development of all or any one or more portions of the Lands comprising Parts 4 and 12 shown on Reference Plan 40R-16730, and/or the redevelopment of the whole or part of the portion of Phase I of the Development of the Lands located on Part 16 on Reference Plan 4OR-16730 and comprising more than 1858 square metres of "gross leasable floorspace" as that term is defined in By-law No. 84-63 as replaced or amended from time to time, provided that the Streetscaping Works located on the westerly side of the portion of Clarington Boulevard situated on Part 11 on Plan 40R-16730 are constructed by the Owner at its cost prior to the occupation of a building on Part 16 containing not more than 1858 square metres of gross leasable floorspace, and provided further that the development of Part 4 for the purpose of a temporary parking lot for use in connection with the use of one or more buildings on Part 2 and/or Part 8 on Reference Plan First Amending Agreement Page 3 124 40R-16730 for a purpose or purposes permitted by the aforesaid By-law No. 84-63 shall not be deemed to constitute the commencement of Phase H of the Development of the Lands for the purposes of this Agreement." (2) Paragraph 1.1 is also amended by adding new definitions in alphabetical order as follows: (i) "Highway No. 2 Urbanization Zone" is defined on the map contained in Schedule "DD" of this Agreement. "Urbanization Works" has the meaning assigned to it in paragraph 10A.1 of this Agreement "Urbanization Contributions" has the meaning assigned to it in paragraph 10AA of this Agreement. (iv) "Urbanization Works Cost Estimate" has the meaning assigned to it in paragraph 10A.4 of this Agreement. (v) "Urbanization Works Security" has the meaning assigned to in paragraph 10A.6 of this Agreement. (vi) "Revised Urbanization Works Cost Estimate" has the meaning assigned to it in paragraph 10A.7 of this Agreement. (vii) "Urbanization Works Performance Guarantee" has the meaning assigned to it in paragraph 10A.7 of this Agreement. (viii) "Highway No. 2 Account" has the meaning assigned to it in paragraph 10A.8 of this Agreement. (ix) "Final Streetscape Report" has the meaning assigned to it in Schedule "G-1 of this Agreement. (x) "Selected Part" has the meaning assigned to it in paragraph 7.1(1) of this Agreement. (xi) "Phase I Transferred Lands" has the meaning assigned to it in Schedule "F" of this Agreement. 125 First Amending Agreement Page 4 (xii) "Phase II Transferred Lands" has the meaning assigned to it in Schedule "F" of this Agreement.,, (xiii) "Subdivision Agreement" has the meaning assigned to it in paragraph 7.1(1) of this Agreement. (xiv) "Subsequent Initial Security" has the meaning assigned to it in 2.7(1) of this Agreement. (xv) "Subsequent Starting Estimated Cost" has the meaning assigned to it in 2.7(1) of this Agreement. 1.2 Description of Lands The text contained in Schedule "A" of the Servicing Agreement is deleted and replaced with the text contained in Schedule "AA" hereto. 1.3 Transfer of Easements Paragraph (1) of Schedule "E" is amended by deleting the words and figure "Within forty-five (45) days of the Effective Date" and replacing them with the words and date "Prior to the execution of this Agreement by the Municipality" 1.4 Transfer of Lands The text of paragraph 1 of Schedule "F" is deleted and replaced with the following text: "(1) Lands to be Transferred-to the Municipality Prior to Execution of this Agreement Prior to the execution of this Agreement by the Municipality, the Owner shall deliver to the Municipality in a form satisfactory to the Municipality, transfers in fee simple absolute free and clear of encumbrances, except for the Permitted Encumbrances shown as Parts 5, 6, 7, 11, 13 and 15 on Reference Plan 40R-16730. ("Phase I Transferred Lands") (2) Lands to be Transferred to the Municipality.Prior to Commencement of Phase II of the Development of the Lands Prior to the commencement of Phase II of the Development of the lands, the Owner shall deliver to the Municipality in a form satisfactory to the 126 First Amending Agreement page 5 Municipality, transfers in fee simple absolute free and clear of encumbrances, except for the Permitted Encumbrances shown as Parts 14 and 19 of Reference Plan 40R-16730: ("Phase H Transferred Lands") 1.5 StreetscaRing Works The text of Schedule "G-1" is amended by adding at the end thereof the following: as shown on the cross-section drawing identified as Figure 4 in the Final Report prepared by Totten, Sims, Hubicki entitled "Functional Engineering and Streetscape Implementation Plan Bowmanville West Main Central Area" dated September, 1994 as finally approved by and on file with the Director of Public Works (the "Final Streetscape Report")." 1.6 Starting Estimated Cost of Works Schedule U-1" of the Servicing Agreement is deleted and replaced with a new Schedule U-1" which is contained in Schedule "CC" hereto. 2.1 Transfer of Easements (1) Paragraph 2.4(1) is amended by deleting the words and figure "Within forty-five (45) days of the Effective Date" from the first line thereof and by replacing them with the words and date "Prior to the execution of this Agreement by the Municipality" (2) Paragraph 2.4(2) is amended by deleting the words "subsequent to the Effective Date, but" from the first line thereof. 2.2 Transfer of Lands Paragraph 2.5 is amended by: (a) renumbering paragraph 2.5 as paragraph 2.5 (1) (b) deleting from renumbered paragraph 2.5(1) the words and figure "Within forty- five (45) days of the Effective Date" from the first line thereof and replacing them with the words and date "Prior to the execution of this Agreement by the Municipality" and adding "except for permitted Encumbrances" after the word "restrictions". 1 First Amending Agreement Page� Imo/ 6 (c) deleting the word "lands" in line 3 of renumbered paragraph 2.5 (1)and replacing it with the words "Phase I Transferred Lands" (as hereafter described), and (d) adding a new paragraph 2.5(2) as follows: "Prior to the commencement of Phase II of the Development of the Lands, the Owner shall deliver to the Municipality executed transfers, sufficient to vest in the Municipality title in fee simple absolute free and clear of all encumbrances and restrictions, of "Phase H Transferred Lands" (as hereafter defined) together with a certificate signed by an Ontario Solicitor and addressed to the Municipality certifying as to the title to such lands being transferred and shall pay to the Municipality in cash or by certified cheque an amount of money which is equal to any tax, fee, or cost payable at the time of or in respect of the registration of such transfers against the title to the lands to which they apply. All transfers referred to in this paragraph 2.5(2) shall contain provisions to the satisfaction of the Municipality's Solicitor, shall be made for a nominal consideration, and shall be in a registerable form. 2.3 Extension of Uptown Avenue and CIarIngjQn Boulevard and Transfer of Certain Reserves A new paragraph 2.7 is added as follows: 2.7 (1) Extension of Clarineton Boulevard and Wown Avenue and Transfer of Reserves on North Sine of Uptown Avenue Either prior to transferring to any person any one or more portions of the lands which comprise Parts 4, 12 or 16 on Reference Plan 40R-16730 to any other person or prior to commencing Phase II of the Development of the Lands whichever shall first occur, the Owner: (a) shall have complied with the requirement of paragraph 7.1(2) (b) shall have prepared a proposed Works Cost Estimate and the Director of Public Works shall have approved a Works Cost Estimate for the Works which are to be constructed and installed on Parts 14 and 19 on Plan 40R- 16730, and the Streetscaping Works which are to be constructed or installed on the westerly portion of the part of Clarington Boulevard which comprises Parts 11, 13, 15 and 17 on Plan 40R-16730; 128 First Amending Agreement Page 7 (c) shall have deposited with the Municipality cash or an irrevocable and unconditional letter of credit(the "Subsequent Initial Security")in the total amount of the Works Cost Estimate (the "Subsequent Starting Estimated Cost"); and (d) shall have transferred to the Municipality in fee simple free and clear of all encumbrances for a nominal consideration, (i) the areas of land 0.31 metres wide which abuts the northerly limits of Parts 6 and 14 on Plan 40R-16730; and (ii) Parts 14 and 19 on Reference Plan 40R-16730; and The provisions of paragraphs 2.5, 2.6 and 3.6 apply with,all necessary changes to them being considered to have been made to give effect to the intent of this paragraph 2.7. 2.7 (2) Substguent Stalling Estimated Cost and Adjustments Until submission by the Owner to and approval by the Director of Public Works of the Works Cost Estimate referred to in paragraph 2.7(1)(b) by the replacement by the Director of Schedule T' hereto as is provided for in paragraph 5.9, the Parties acknowledge and agree that the estimated cost of construction and installation of the Works and the Streetscaping Works referred to is $461,632.00 which is deemed to be the "Subsequent Starting Estimated Cost") shall be adjusted on the Adjustment Date, and the adjustment shall be in accordance with the Engineering News Record Building Cost Index (Ontario Series) for the dates which comprise the Adjustment Date. (The Subsequent Starting Estimated Cost as so adjusted from time to time is called in this Agreement the "Adjusted Subsequent Starting Estimated Cost"). The first Adjustment Date on which the Adjusted Subsequent Starting Estimated Cost shall be determined is the Adjustment Date which immediately follows April 30, 1996. 2.7 (3) Certain Other Provisions of Agreement Apply The provisions of paragraph 2.5 and 2.6 apply in respect of the transfers to the Municipality referred to in paragraph 2.7(1)(d) with all necessary changes thereto being considered to have been made to them to give effect to the intent of this paragraph 2.7(1)(d). The provisions of paragraphs A4 :129 First Amending Agreement Page 8 3.6(1) and 3.6(2) apply in respect of the Performance Guarantee required by paragraph 2.7(i)(c)with all necessary changes to them being considered to have been made to give effect to the intent of paragraph 2.7(1)(b). The provisions of this Agreement shall apply in respect of the Adjusted Subsequent Starting Estimated Cost with all necessary changes being considered to have been made to give effect to the intent of this paragraph 2.7(3). For the avoidance of doubt, except as otherwise provided in this paragraph 2.7, the provisions of Articles 3.5 and 6 and the Schedules to this Agreement apply in respect of the Works referred to in paragraph } 2.7(1)0• 3.1 Starting Estimated Cost The words and figure "two hundred and seventy-five thousand four hundred and forty- eight ($275,448.00) dollars are deleted from paragraph 3.6 (3) and are replaced with the words and figure "five hundred and twenty-seven thousand nine hundred and eighty-nine($527,989.00) dollars." e 4.1 Effect of Subdivision Agreement (1) Renumber paragraph 7.1 as paragraph 7.1 (1) and amend it by adding at the end thereof the following: On the registration of an agreement (the "Subdivision Agreement") between the Owner and the Municipality pursuant to the provisions of subsection 51(26)of the Planning Act which provides for the construction and/or installation of the Works and the Streetscaping Works on Parts 14 and 19 on Reference Plan 40R-16730, on and from the date of the registration of the Subdivision Agreement, the provisions of this Agreement respecting the Owner's obligations to construct or install Works and Streetscaping Works on Parts 14 and 19, shall cease to apply, provided that if the Subdivision Agreement requires the Owner to construct and install the Works and the Streetscaping Works on one only of the aforesaid Parts 14 and 19 (the "Selected Part"), on and from the date of registration on title of the Subdivision Agreement the provisions of this Agreement respecting the Owner's obligations to construct or install the Works and Streetscaping Works on the Selected Part cease to apply in respect of the Selected Part, but in all other respects, the provisions of this Agreement shall continue to govern the relationship of the Parties hereto. If prior to the Owner transferring any one or more portions of the lands which comprise Parts 4, 12 or 18 on Reference Plan 130 First Amending Agreement Page 9 40R-16730 to any other person (1) a plan of subdivision is approved and registered under Section 51 of the Planning Act, (2) the plan of subdivision defines Parts 14 and 19 on Reference Plan 40R-16730 as public streets, (3) a Subdivision Agreement between the Owner and the Municipality requiring the Owner to construct or install the Works and the Streetscaping Works on the aforesaid Parts 14 and 19 is made and registered on title, (4) an Authorization to Commence Work respecting the construction or installation of the Works and the Streetscaping Works, located on the aforesaid Parts 14 and 19 has not been given by the Director of Public Works pursuant to this Agreement including the Servicing Agreement, (5) the "Subsequent Initial Security" (as hereafter defined) has been deposited with the Municipality pursuant to paragraph 2.7(l)(b) of this Agreement and the areas referred to in paragraph 2.7(d)(i) of this Agreement have been transferred by the Owner to the Municipality, as soon as is reasonably practicable after the registration of the Subdivision Agreement on title the Municipality (a) shall return the Subsequent Initial Security to the Owner or the person next best entitled to it, undrawn upon and, at the Owner's expense, and (b) shall transfer the areas of land referred to in paragraph 2.7(1)(d)(i) to the Owner or as directed by the Owner for a nominal consideration, at the expense of the Owner. 4.1 (2) Add a new paragraph 7.1 (2) as follows: 7.1(2) Notwithstanding any other provision of this Agreement, prior to commencing Phase II of the Development of the Lands, the Owner either shall apply for and obtain consent to transfer Parts 4, 12 and 16 shown on Reference Plan 40R-16730 or shall apply for approval of and register a Plan of Subdivision showing Parts 4, 12 and 16 as separate lots or blocks and Parts 14 and 19 as public streets on the Plan of Subdivision. 5.1 Highway No, 2 Urbanization Works The Servicing Agreement is amended by adding thereto a new Article 10A as follows: "ARTICLE 10A - HIGHWAY NO, 2 URBANIZATION 10A.1 Owner's Obligation The "Highway No. 2 Urbanization Zone" referred to in this Agreement is adjacent to the Owner's Lands and comprises the lands identified as such on the map contained in Schedule "DD" hereto. The improvements, equipment and landscaping which are to be constructed or installed to urbanize the Highway No. 131 First Amending Agreement Page 10 2 Urbanization Zone are shown on the report prepared by Totten Sims Hubicki and entitled "Functional Engineering Streetscape Implementation Plan Bowmanville West Main Central Area" dated September 19, 1994 as finally approved by and on file with the Director of Public Works (the "Final Streetscape Report") and collectively are referred to in this Agreement as the "Urbanization Works". The Urbanization Works do not include a storm sewer or storm sewer oversizing to accommodate storm water flowing from the Lands southerly to a storm sewer or outfall south of Highway No.2. 10A.2 Additions to and Removals from Urbanization Works The Owner understands and agrees that the Director, acting reasonably, may determine in his discretion to add improvements, equipment and/or landscaping to the Urbanization Works or remove the same from the Urbanization Works. The Owner hereby authorizes the Director to add or remove improvements, equipment and/or landscaping for this purpose, from time to time, provided that forthwith after each occasion that the Director exercises this authority, he shall give written notice thereof to the Owner. 10A.3 Acknowledgements of Parties The Parties acknowledge that the construction, installation and guarantee of the Urbanization Works in the Highway No. 2 Urbanization Zone is intended to implement relevant provisions of Amendment No. 56, and will be of benefit to the Owner of the Lands. The Parties also acknowledge that the Municipality intends to make appropriate arrangements with the Region and satisfactory to both the Municipality and the Region respecting the construction, installation and guarantee of the Urbanization Works, including standards of the construction and installation, the inspection of them by appropriate inspectors from time to time, the acceptance of them by the Region, the financial security that will be required to be provided by the contractor, the form and content of the tender and contract documents, and such other matters deemed necessary by the Municipality and the Region. 10A.4 Intended Sharing of the Cost of Urbanization Works The current estimate of the costs of the Urbanization Works (the "Urbanization Works Cost Estimate") is one million, one hundred ninety thousand ($1,190,000.00) dollars which is intended to be shared in the following proportions: 132 First Amending Agreement Page 11 Initial Intended untended Intended Contributors Percentage Contribution the Owner 21.0% $ 250,000.00 829426 Ontario Inc. and 838038 Ontario Inc. 33.6% 400,000.00 the Municipality 25.2% 300,000.00 the Region 20.2% 240.000.00 100% $1.190.000.00 The aforesaid intended contributions collectively are referred to in this Agreement as the "Urbanization Contributions". 10A.5 Owner's Acknowledgment Respecting ' iii y's CQntribution The Owner acknowledges and agrees with the Municipality that the Municipality shall not be under a duty either to undertake the construction and installation of the Urbanization Works or to contribute funds to the cost thereof unless (i) the Region notifies the Municipality in writing that it will make a contribution of $240,000.00 to the cost of the Urbanization Works, (ii) the agreements and amending agreements referred to in Report #Admin 14-95 as it may be amended are made b respective necessary y the pec ' parties thereto, and(iii) 829426 Ontario Inc. and 838038 Ontario Inc. execute an agreement with the Municipality containing provisions substantially similar to section 10A. of this Agreement with necessary amendments being made to reflect their higher contribution set out below, to contribute to the cost of the Urbanization Works and deposit security with the Municipality satisfactory to the Municipality's Treasurer in the amount of $400,000.00 as their contribution to the cost of the Urbanization Works. 10A.6 Urbanization Works Security Prior to the execution of this Agreement by the Municipality, the Owner shall deposit with the Municipality a letter of credit issued by a bank listed in Schedule I of the Bank Act, R.S.O. 1985, c.B.1 acceptable to the Municipality's Treasurer which letter of credit shall contain terms satisfactory to the Municipality's Treasurer in the amount of the two hundred and fifty thousand ($250,000.00) dollars to be held as security for the performance of the Owner's covenant set out in paragraph 10A.8 (the "Urbanization Works Security"). 133 First Amending Agreement Page 12 10A.7 Revised Urbanization Works Cost Estimate (a) If the lowest tendered contract price contained in a qualified bid from a qualified contractor to construct and install the Urbanization Works exceeds the Urbanization Works Cost Estimate of$1,190,000.00 by less than$59,500.00, the Municipality may accept the bid and enter into a construction contract with the contractor in question without first obtaining the written concurrence of the intended Contributors referred to in paragraph 10A.4. Forthwith after being given written notice by the Director that the Municipality intends to accept the bid as aforesaid, the Owner will increase the amount of the Urbanization Works Security deposited with the Municipality by the amount achieved by applying the r following formula to the amount by which the contract price exceeds the 4' Urbanization Works Cost Estimate of$1,190,000.00: Owner's share of increase = 21% times the amount of the difference between the contract price and $1,190,000.00. (b) Forthwith after each notice of a "Revised Urbanization Works Cost Estimate" (as hereafter defined) or further Revised Urbanization Works Cost Estimate is given to the Owner which reduces the total estimated cost of the Urbanization Works to an amount which is less than $1,190,000.00, the Municipality may authorize the Owner and the issuing Bank to reduce the amount of the letter of credit deposited with the Municipality as the Urbanization Works Security by the amount achieved by applying the following formula to the amount of the decrease in the total estimated cost of the Urbanization Works in question: Owner's share of decrease = 21% times the amount of the decrease in the total estimated cost of the Urbanization Works. (c) If the lowest tendered contract price contained in a qualified bid from a qualified contractor to construct and install the Urbanization Works exceeds the Urbanization Works Cost Estimate of $1,190,000.00 plus $59,500.00 by more than 5% and such price is more than $1,309,000.00, the Municipality shall not accept the bid without first attempting to obtain the written concurrence of the intended Contributors, who are referred to in paragraph 10A.4, other than the Region, to the increase in the cost of the Urbanization Works above $1,249,500.00. If each of the intended Contributors, other than the Region, does not concur with the increase in cost, the Municipality may delete any items identified by the Director as appropriate for deletion from the Urbanization Works so as to reduce the cost thereof to an amount that is less than is 134 First Amending Agreement Page 13 $1,309,000.00 and enter into a contact with the lowest qualified bidder for the construction of the revised Urbanization Works for a price equal to such amount that is less than $1,309,000.00. If the contract price for the construction and installation of the Urbanization Works bid by a qualified contractor in a qualified bid is more than $1,249,500.00 but is less than $1,309,000.00 or if the contract price is more than $1,309,000.00 and the intended Contributors, other than the Region, concur in writing with the increase in cost of the Urbanization Works, the Director may give written notice to the Owner as well as to the other intended Contributors of the revision to the Urbanization Works Cost Estimate (the "Revised Urbanization Works Cost Estimate") that the Director in his discretion, acting reasonably, has determined to make. Forthwith after each notice of a Revised Urbanization Works Cost Estimate or further Revised Urbanization Works Cost Estimated is given to the Owner, which provides for an increase in the total estimated cost of the Urbanization Works to an amount which is in excess of $1,249,500.00, the Owner will increase the amount of the letter of credit deposited with the Municipality by an amount equal to the amount achieved by applying the following formula to the amount of the increase in the total estimated cost of the Urbanization Works in question: Owner's share of increase = 26.32% times the amount of the increase in the total estimated cost of the Urbanization Works. (d) Without derogating from the other provisions of this paragraph 10A.7, forthwith after any occasion on which any improvement, equipment and/or landscaping is added to or removed from the Urbanization Works, the Director, in his discretion acting reasonably, may give written notice to the Owner and to the other intended Contributors of a further Revised Urbanization Works Cost Estimate that Director in his discretion has determined to make and the provisions of paragraphs 10A.7(a), (b) or (c), whichever is appropriate shall apply with all necessary changes to it being considered to have been made to give effect to the intent of this paragraph 10A.7(d). (e) The total amount of the deposit that is required to be made by the Owner with the Municipality by the Owner from time to time as the Urbanization Works Security pursuant to this paragraph 10A.7 is referred to in this Agreement as the "Urbanization Works Performance Guarantee". l35 First Amending Agreement Page 14 10A.8 Payment of Amount Equal to Urbanization Works Performance Guarantee Within five(5)business days, excluding Saturdays, commencing with the date on which the Director gives the Owner notice that the Municipality has accepted an offer by a qualified contractor to construct and install the Urbanization Works, the Owner shall pay to the Municipality an amount equal to the amount of the Urbanization Works Performance Guarantee and thereafter shall forthwith pay to the Municipality any increase in the amount of the required Urbanization Works Performance Guarantee resulting from written notice of a Revised Urbanization Works Cost Estimate or a further Revised Works Cost Estimate being given to the Owner pursuant to paragraph 10A.7. Each amount so paid shall be deposited by the Municipality's Treasurer in an interest bearing account (the "Highway No. 2 Account") together with other Urbanization Contributions that are paid to the Municipality by other Contributors referred to in paragraph 10A.4. Moneys in the Highway No. 2 Account may be disbursed by the Municipality to pay the cost of constructing and/or installing the Urbanization Works,.or any of them. If amounts equal to the amount of the Urbanization Works Performance Guarantee and any increases thereof as aforesaid, if any, are not paid by the Owner to the Municipality as is required by this paragraph 10A.8, the Owner agrees that the Municipality's Treasurer may present the Urbanization Works Security if it is in the form of a letter of credit which is deposited with the Municipality to the issuing bank for payment, and pay the proceeds thereof into the Highway No. 2 Account on the Owner's behalf for disbursement in accordance with this paragraph 10A.8. 10A.9 Adjustment Following,Notice of as As-Construc�l Costs (a) As soon as is reasonably practicable following the acceptance of the Urbanization Works by the Region evidenced by the issuance of the Region's Certificate of Acceptance thereof, the Director in his discretion shall determine the aggregate of the as-constructed costs of the Urbanization Works and shall give written notice thereof to the Owner. (b) Assuming that (1) the latest of the Urbanization Works Cost Estimate, the Revised Urbanization Works Cost Estimate, and the further Revised Urbanization Works Cost Estimate, as the case may be, sets out a total estimated cost of the Urbanization Works which is less than one million two hundred and forty-nine thousand five hundred ($1,249,500.00) dollars, and (2) amounts equal to such total estimated cost of the Urbanization Works have been paid into the Highway No. 2 Account in accordance with the provisions of this Article 10: .136 First Amending Agreement Page 15 (i) if the aggregate of the as-constructed costs of the Urbanization Works is less than the amounts paid into the Highway No. 2 Account, the Municipality shall pay to the Owner an amount equal to 21% of the balance, if any, remaining in the Highway No. 2 Account after all proper claims thereon have been paid; and (ii) if the aggregate of the as-constructed costs of the Urbanization Works is more than the amounts paid into the Highway No. 2 Account, the Municipality shall pay to the Owner an amount equal to 21% of the difference between the aggregate of the as-constructed costs of the Urbanization Works and the balance, if any, remaining in the Highway No. 2 Account after all proper claims thereon have been paid. (c) Assuming that (1) the latest of the Urbanization Works Cost Estimate, the Revised Urbanization Works Cost Estimate and the further,Revised Urbanization Works Cost Estimate, as the case may be, sets out a total estimated cost of the Urbanization Works which is more that one million two hundred and forty nine thousand five hundred ($1,249,500.00) dollars, and (2) amounts equal to such total estimated cost of the Urbanization Works have been paid into the Highway No. 2 Account in accordance with the provisions of this Article 10: (i) if the aggregate of the as-constructed costs of the Urbanization Works is less than the amount paid into the Highway No. 2 Account, the Municipality shall pay to the Owner amounts equal to (aa) 21% of the balance, if any, remaining in the Highway No. 2 Account up to the first one million two hundred and forty-nine thousand five hundred ($1,249,500.00) dollars that has been deposited in the Highway No. 2 Account after all proper claims thereon have been paid, and (bb) 26.32% of the amounts paid into the Highway No. 2 Account in excess of one million two hundred and forty-nine thousand five hundred($1,249,500.00) dollars; and li (ii) if the aggregate of the as-constructed costs of the Urbanization Works is more than the amounts paid into the Highway No. 2 Account, the Municipality shall pay to the Owner an amount equal to 26.32% of the difference between the aggregate of the as-constructed costs of the Urbanization Works and the balance, if any, remaining in the Highway No. 2 Account after all proper claims thereon have been paid. 137 First Amending Agreement Page 16 (d) The amounts to be paid to the Municipality or to the Owner pursuant to this paragraph 10.9 shall be paid by the Owner to the Municipality or by the Municipality to the Owner, respectively, forthwith after written notice has been given by the Director of the aggregate of the as-constructed costs of the Urbanization Works pursuant to paragraph 10.9(a). 6.1 ARTICLE 9 Article 9 is deleted. 7.1 Servicing of Portions of Clarington Boulevard North of Uptown Avenue and Installation of Certain Streetscaping Work A new paragraph 10.2 is added as follows: 10.2 Servicing of Portions of Clarington Boulevard and Uptown Avenue and Installation of Certain Streetscane Works Without derogating from paragraph 10.1 the Owner and the Municipality acknowledge that the servicing of the portion of Uptown Avenue and Clarington Boulevard which comprise Parts 14 and 19 respectively on Plan 40R-16730 and the construction or installation of Streetscaping Works on the westerly side of the portion of Clarington Boulevard which is located on portions of Parts 11, 15 and 17 on Plan 40R- 16730 and which Streetscaping Works are more particularly described in the Final Streetscape Report, shall be undertaken by the Owner in conjunction with Phase II of the Development of the Lands." 8.1 Assumption of Obligations Article 11 of the Servicing Agreement is amended by: (a) deleting from paragraph 11.1 the figure "21" wherever it appears and replacing it with the figure "60"; (b) deleting from paragraph 11.1 the last sentence and replacing it with the following: "The Owner shall neither request nor require such consent of the Municipality or a release of such restriction and the Municipality shall not be required to deliver such consent or release until the Owner has delivered to the Municipality (1) the Highway No. 2 Security, and (2) the Initial Security or the Performance 138 First Amending Agreement Page 17 Guarantee, as the case may be, and the (3) Subsequent Initial Security or the Performance Guarantee in respect of the Works and Streetscaping Works referred to in paragraph 2.7, as the case may be." and (c) adding a new paragraph 11.2 as follows: "For the avoidance of doubt none of the provisions of paragraph 11.1 of this Agreement shall apply so and to require Cineplex Odeon Corporation as lessee under a lease from Clarington Place Limited dated June 4, 1996 of Parts 2, 4, 8, 12, 14, 16 and 19 shown on Reference Plan 40R-16730 to enter into a direct agreement with the Municipality pursuant to paragraph 11.1." 9.1 Works and Their Timing Schedule "G" is amended (1)by adding the words and figures "Subject to paragraph 2.7" to at the beginning of clauses (c) and (d); and (2) by deleting the words "transferred Roads' from clauses (c) and (d) and replacing them with the;following: "Phase I Transferred Lands and Part 1 on Reference Plan 40R-16730 and the Phase II Transferred Lands". 10.1 Permitted Encumbrances The text of Schedule "X" is deleted and replaced with the following: "A non-exclusive easement in Parts 6 and 11, shown on Reference Plan 40R-16730 which may be reserved to the Owner, its successors, assigns and invitees to permit ingress to and egress from Parts 2, 4;�8, 12, 14, 16 and 19 also shown on Plan 40R- 16730 until the aforesaid Parts 6 and 11 are dedicated as public highways pursuant to the Municipal Act, provided that the Municipality, its employees and contractors may interrupt the easement without cost or liability from time to time for the purposes of constructing or maintaining Works on any portion of aforesaid Parts 6 and 11." 2. P.stponement of Charge The Mortgagee hereby postpones its rights under the Charge registered in the Land Registry Office for the Land Titles Division of Durham (No. 40) as Instrument No. D424811 to the rights of the Municipality under this First Amending Agreement. 3. Time is of the Essence Time is of the essence of this Agreement. r 139 First Amending Agreement Page 18 4. Authority to Make Agreement The Owner acknowledges and agrees that the Municipality has authority to enter into this First Amending Agreement, that every provision hereof is authorized by the law and is duly enforceable by the Parties, and that this First Amending Agreement is made by the Municipality in reliance on the acknowledgement and agreement of the Owner as aforesaid. 5. Binding Effect and Registration This First Amending Agreement and the Servicing Agreement shall enure to the benefit of and be binding on the Parties hereto and their respective successors and assigns. The Owner and the Mortgagee consent to the registration of Notices of the First Amending Agreement and the Servicing Agreement on the title to the Lands. 6. Confirmation of Terms of Servicing Agreement Except as specifically amended by this First Amending Agreement, the provisions of the Servicing Agreement and the Schedules to it are hereby confirmed by the Parties hereto and continue to govern the Parties hereto. First Amending Agreement Page 19 IN WITNESS WHEREOF the Parties hereto have hereunto affixed their corporate seals attested by their respective proper signing officers in that behalf duly authorized. THE CORPORATION OF THE MUNICIPALITY OF CLARINGTON Per: Name: 1-->i E MR E Title: �(o Per: Na e-,: t 1 �RR��' Tit ;�/ CLARIN ON PLACE LIMITED Per ame: GLENN S . WILLSON Title: President Per: Name: Title: WILLSONIA INDUSTRIES LIMITED Per: N GLENN S. WILLSON itle: President Per: Name: Title: 141 SCHEDULE "AA" DESCRIPTION OF LANDS ALL AND SINGULAR that certain parcel or tract of land and premises situate, lying and being in the Municipality of Clarington, in the Regional Municipality of Durham, and being composed of those Parts of Lots 15 and 16, Concession 1, former Township of Darlington more particularly described as Parts 1 to 19 inclusive, on Reference Plan 40R-16730. . 4 11 SCHEDULE BB" THE CORPORATION OF THE MUNICIPALITY OF 'CLARINGTON REPORT Meeting: CMWIL . Date: APRIL 24 1995 Res.k Roport#: ADM.14-95 rtre BY-Law eubjcct: OLDER ADULT CENTRE AND HIGHWAY NO. 2 URBANIZATION WORK Recommendations: It is respectfully recommended that Council approve the following: (1) THAT Report No. ADMU-14-95 be received; and (2) THAT Council approve amendments to the Aspen Sp rings Subdivision Agreement to delete the requirement that the Owner construct the CPR Underpass Work" and the requirement that the Owner deposit Letters of Credit with the Municipality as security for the construction of the Work,on the conditions as outlined in this report; and (3) THAT Council accept a financial contribution from Martin Road Holdings Limited and 'Vest Bowmanville Developments Ltd. in the amount of $1.5 million on the terms and conditions set out in this report; and (4) THAT Council approve the construction of the Older Adult Centre, at a cost of$1.3 million, in conjunction with the proposed Durham Region Non-Profit Housing Authority.project to be built on Temperance Street in Bowmanville; and (5) THAT Council commit $200,000 of said contribution of S1.5 million to the cost of the urbanization work on Highway No. 2; and (6) 'TWAT Council approve the provision of interim funding of S1.3 million for the Older Adult Centre and $200,000 for urbanization work on 1-iighway No. 2 referred to in recommendations (4) and (5) from the Hydro Reserve Fund Account; and (7) THAT when instalments are paid to the Municipality in respect of the financial contribution of$1.5 trillion referred to in recommendation (2) they be deposited in the Hydro Reserve Fund Account; and 143 REPORT NO. ADMIN-1495 PAGE 2 (8) THAT Council approve the commitment of the amount of$100,000 which is to be paid by Markborough Properties Inc. and West Bowmanville Developments Ltd. in respect of the extension of water service to the Garnet B. Rickard Recreation Complex when it is paid pursuant to this report, to the cost of urbanization of Highway No. 2; and (9) THAT Council approve the agreements and amending agreements recommended in this report and pass the necessary by-laws to authorize the same being executed by the Mayor and Clerk on behalf of the Municipality; and (10) THAT the Treasurer be authorized to accept the deposit of the Letters of Credit and return the Letters of Credit referred to in the report on the conditions set out in this report; and (11) THAT a copy of this report be sent to: Markborough Properties Inc. Martin Road Holdings Limited and West Bowmanville Developments Ltd. 829462 Ontario Inc. and 838038 Ontario Inc. Willsonia Industries Limited and Clarington Place Limited Durham Region Non-Profit housing Authority Older Adult Centre Committee I. INTRODUCTION 1.1 During the past year the Office of the Chief Administrative Officer has been involved in a number of protracted negotiations involving property acquisitions, commercial developments, recreational facilities,etc., throughout the Municipality. Two of these negotiations that have taken a considerable amount of Staff time are the proposed Older Adult Centre that is being considered in conjunction with the Durham Region Housing Authority on Temperance Street in Bowmanville, and the Urbanization of Highway No. 2 in the area between Regional Road No. 57 and Green Road in Bowmanville. The Highway No. 2 project must be addressed before development can proceed on both the north and south side of Highway No. 2, which was the subject of a recent Ontario Municipal Board hearing. In both uses, Council has directed the Chief Administrative Officer to continue to meet with all the parties involved,, in an attempt to identify the necessary funding that would allow these projects to go forward. We now submit the following report that addresses the issue of funding for both projects. 144 REPORT NO. ADMIN-14.95 PAGE 3 2. OLDER ADULT CENTRE 2.1 The proposed Older Adult Centre has been the subject of numerous reports to Council, covering the rezoning of the site-in question, as well as the.construction of the 10,000 square foot facility.that would form a part of the Durham Region Housing Authority's sixty unit "singles" building proposed for the old "piano factory" site, across from the public library on Temperance Street in Bowmanville. 2.2 As Council knows, the Housing Authority has had approval in principle from the Ministry to construct this project on the proviso that the Municipality of ClariVon participates in the project by financing the Older Adult Centre. The Centre would have a gross floor area of 11,600 sq. feet, and a net floor area of 10,000 sq. feet, and will include leasehold improvements, carpet,and air conditioning. The furniture and appliances will be provided by the Clarington Older Adult Centre Committee who will be responsible for the operation of the Centre. There would be 22 surface parking spaces. By financing the recreation Centre,the Municipality would then hold ownership of approximately 19% of the overall complex. This would compare to the square footage of approx. 16 additional living units. 23 At a meeting held on November 28, 1994, Council passed a resolution directing the Chief Administrative Office to go on record with the Durham Region Housing Authority that the Municipality of Clarington approves, in principle, of the preliminary architectural drawings showing the proposed 10,000 square foot"seniors' centre", and as well "That the Municipality of Clarington agrees to cover the cost of the 10,000 square foot "seniors' centre" on the proviso that an acceptable financial contribution by the Municipality, either by way of capital investment or long term lease, is agreed upon between the Housing Authority and the Municipality". 2.4 Following those directions, Staff have had numerous meetings with the representatives of the Housing Authority and have identified the Municipality's portion of the capital cost to be $1,300,0OO. Should Council agree to proceed with this project, the Durham Regional Housing Authority would need a commitment from the Municipality of Clarington that the amount of$x.,340,000 would be available for.construction purposes. This then would allow the Authority to make a final submission to the Ministry for approval of the project. As previously stated by the Housing Authority, should Clarington decide not to participate in this project, the Ministry will not approve the housing portion of the facility and the project will not proceed. Upon Council's approval of the funding proposal identified later in this report, the Durham Region Housing Authority will immediately proceed with the necessary approvals and would expect to see the project commence construction within the next few months. 145 REPORT NO. ADMIN-14"95 PAGE 4 2.5 On reviewing the financing proposals that are addressed in this report, it should be kept in mind that there is still a possibility of obtaining some type of Provincial grant for the recreation portion of the project, even though we have not been successful to date in receiving a positive answer in this regard from our Regional Representative of the Ministry of Tourism, Culture and Recreation. 'It should also be kept in mind that should the project proceed, the Housing Authority would be paying approximately $150,000 to the Municipality under the Development Charges By-law. This amount, could not be addressed as a portion of the Municipality's funding, as it must be directed to the Development Charges Reserve Fund. However, it should be considered a "plus" in the overall financial assessment of the project. 3. URBANIZATION OF HIGHWAY NO.2,BOWMANVILLE MAIN CENTRAL AREA 3.1 The transition of Highway No. 2 from a high speed rural cross-section to a low speed urban roadway between Green Road and Martin Road is considered essential to the long term development of the Bowmanville West Main Central Area (B.W.M.C.A.). 3.2 In order to ensure that the Municipality of Clarington's interests in this regard are properly addressed, the Clarington Public Works Department prepared a functional design for the urbanization of the aforementioned section of roadway. 3.3 The functional design provided a framework for the review of proposed developments adjacent to Highway No. 2 and the opportunity to generate a phased approach for the implementation of the required work. 3.4 Two developments, Markborough and Willsonia have been reviewed in this context and works on Highway No. 2 have been identified. 3.5 A section of Highway No. 2 adjacent to the proposed Markborough and Willsonia developments is super-elevated and has no longitudinal fall. These two conditions make urbanization of the roadway at its current grade impossible. 3.6 The lack of longitudinal grade would result in ponding along proposed curb lines and the super-elevation 4.5% is not suitable geometry for intersecting urban streets. In order to address these issues, a number of alternative solutions were reviewed. The only solution which satisfactorily addressed the long term interests of the Municipality and permits the development of the Markborough and Willsonia lands requires the construction of approximately 565 metres of Highway No. 2 (See Attachment No. 1). The proposed reconstruction involves the lowering of Highway No. 2 in the vicinity of Street'B'. A low point would be established at the proposed intersection of Highway No. 2 with Street 'B' resulting in a minimum longitudinal grade of 0.5% and removal of the super-elevation. 146 REPORT NO. ADMIN-14-95 PAGE 5 4. PROPOSED FINANcU4G OF HIGHWAY NO. 2 IMPROVEMENTS 4.1 The cost of the required road work was estimated at $1,090,000.00 in 1994 dollars. This value does not include the cost of providing street lighting and sidewalk, as these services were included in the Municipality's Development Charges By-law. The amount of the estimated costs thereof of the latter services which would be the Municipality's responsibility is $290,000, In addition, traffic signals and storm sewer oversizing would be the responsibility of the developers. The estimated cost of traffic signals to be located at Kings Highway and Street "E" is $100,000. 4.2 Financial negotiations have been ongoing regarding this project. Initially, the adjacent developers were advised that the total cost of the portion of the project necessitated by their developments was to be their responsibility and would be in addition to the costs of works referred to in the servicing agreements they had made with the Municipality. 4.3 The Municipality had entered into the following servicing agreements with the adjacent developers (1) respecting the Markborough Shopping Centre on May 24, 1994 with 829426 Ontario Inc. and 838038 Ontario Inc. and Royal Bank of Canada (the "Markborough Servicing Agreement"), and (2) respecting the Willsonia development also on May 24, 1994 with Willsonia Industries Limited and Clarington Place Limited (the "Willsonia Servicing Agreement"), We understand that the shareholders of the numbered companies who are parties to the Markborough Servicing Agreement are Markborough Properties Inc. and West Bowmanville Developments Ltd. 4.4 Both developers have indicated that they are prepared to move ahead-with the necessary approval process. However, considering the protracted hearings regarding the Bowmanville West Main Central Area at the Ontario Municipal Board, the additional cost of the urbanization resulted in both developments reaching a point of questionable financial viabilfty. Both developers clearly stated that should the entire cost of urbanization be left to them, they could not proceed with their proposed development. 4.5 Staff then made contact with the senior staff of the Durham Region Works Department in an attempt to sec if there was some way the Region could participate financially in the urbanization project, given the fact the Highway No. 2 was turned over to Durham Region by M.T.O. on January 1, 1995. After lengthy negotiations, the Regional Staff agreed to recommend to Regional Council that they participate in this project to the amount of $240,000. 4.6 Once the Regional Staff commitment was obtained, further discussions took place with the two developers and commitments were obtained for contributions to the 147 REPORT NO. ADMIN-14-95 PAGE 6 project of $400,00 from Markborough Properties Inc. and West Bowmanville Developments Ltd., on the one hand and $250,000 from Willsonia, on the other hand, for a total amount of $890,000 towards the total cost of$1,190,040, leaving a shortfall of $300,000. 4.7 Staff recommend that Council approve amendments to the Markborough and the Willsonia Servicing Agreements, respectively, to give effect to these commitments unless alternative legal arrangements satisfactory to the Region of Durham are made directly with the Region to secure these commitments. 4.8 With respect to the cost of storm sewer ovellizing on Highway No. 2, in the storm sewer accommodating flow from the north side of Highway No.2 from the Willson'a and other lands under Highway No.2(the"Highway No.2 Storm Sewer Oversizing") to connect with the storm sewer to be constructed under the Markborough Servicing Agreement,it is recommended that Council approve an amendment to the Willsonia Servicing Agreement to provide that Willsonia Industries Ltd.and Clarington Place Limited will fund the cost of the Highway No. 2 Storm Sewer Oversizing. S. FINANCING OF SHORTFALL IN FUNDING OF HIGHWAY NO. 2 IMPROVEMENTS 5.1 Considering the fact that the Municipality owns land on the north side of the portion of Highway No. 2 in question, namely the municipal fire hall and the Garnet B. Rickard Recreation Complex, both developers felt that the Municipality should finance the additional $300,000 in order to have the project proceed immediately, thereby allowing both Markborough and Willsonia to commence construction in 1995. 5.2 In an attempt to identify additional municipal funding for the road project, Staff revisited the past financial commitments made by all of the developers in the general area. On reviewing same we identified two past agreements that may be a source of funding for the Municipality to participate In the Highway No. 2 urbanization, should Council wish to see the project and the developments proceed this year. These are agreements respecting a water service contribution provided for in conjunction with the rezoning to permit the Canadian Tire Store, and the Aspen Springs Subdivision Agreement. 6. WATER SERVICE CONTRIBUTION OF WEST BOWMANVILLE DEVELOPMENTS LTD. AND MARKBOROUGH PROPERTIES INC. 6.1 The former Town of Newcastle made an agreement dated November 26, 1990, with Markborough Properties Inc.and West Bowmanville Developments Ltd.under which the cost to the municipality of extending water service to the Garnet B. Rickard .148 REPORT NO. ADMIN-14-95 PAGE 7 Recreation Complex would be defrayed by a contribution from the companies of $300,000. The two companies benefited from this municipal expenditure by being able to extend the water service to the Canadian Tire Store and the proposed Markborough Shopping Centre from the Recreation Complex. One hundred and fifty thousand dollars was paid to the Municipality on the execution of the agreement and was deposited in the Arena Reserve Fund Account. Payment of the balance of $150,000 is to be made when a building permit is issued for the proposed Markborough Shopping Centre. It is secured by Letters of Credit which is deposited with the Municipality. 6.2 Since people using the Recreation Complex will benefit from the urbanization of Highway No. 2, Staff are of the opinion that it would be fair to apply $100,000 of the balance of$150,000 secured by Letters of Credit deposited with the Municipality to defray part of the cost of the improvements to Highway No. 2. Accordingly, Staff recommend that subject to the concurrence of the parties to the agreement dated November 26, 1940 between the former Town of Newcastle, Markborough Properties Inc. and West Bowmanville Developments Ltd., be amended: (1) to provide for a reduction in the security for the payment to defray part of the cost of extending the water service which is now deposited with the Municipality to the amount of$50,000 which is payable on issuance of a building permit for the proposed Markborough Shopping Centre; (2) to require Markborough Properties Inc.and West Bowmanville Developments Ltd. to pay $100,000 to the Municipality to defray part of the cost of Highway No. 2 improvements within 30 days following the commencement of the construction of these improvements; and(3)to require the deposit of new irrevocable and unconditional Letters of Credit or amendments to Letters of Credit presently deposited with the Municipality to secure performance of the revised obligations of the companies. The Letters of Credit are to be issued by a bank listed in Schedule 1 of the Bank Act, in amounts, in a form and with a content satisfactory to the Treasurer. 7. UNFUNDED COSTS OF HIGHWAY NO. 2. IMPROVEMENTS 7.1 Should Council agree with Staffs last :ecommendation in this.regard, the unfunded balance of the Highway No. 2 project would be 5200;000 in addition to the unfunded cost of $1,300,00 for the Older Adult Recreation Centre. This report will go on to deal with the immediate and longer term sources of these amounts. & ASPEN SPRINGS SUBDIVISION AGREEMENT 8.1 In consultation with Mr. Dennis Hefferon, the Municipality's Solicitor, Staff have reviewed the conditions of draft plan approval of the West Bowmanville Developments Ltd, subdivision located between Green Road and Regional Road No. 57, south of the CPR tracks (Plan 18T-86046 - Aspen Heights), relative to the 149 REPORT.NO. ADMIN-1495 PAGE 8 construction of the grade separation proposed at the intersections of future Street"C" and the CPR and the Aspen Heights Subdivision. One of the conditions of the draft plan approval was that "the Owners shall agree to reserve Blocks 342 and 347 for railway underpass and to address construction to the satisfaction of the Town of Newcastle." 8.2 The Aspen Springs Subdivision Agreement between the former Town of Newcastle and Martin Road Holdings Limited and West Bowmanville Developments Ltd. and certain mortgagees provides: "With respect to the 'CPR Underpass Work', without derogating from the provisions of paragraph 5.27 of this Agreement, the Owner agrees at its cost to commence to construct this work no later than the day on which an application is made for a building permit for a building which is or includes the 661st dwelling unit proposed'to be constructed on the lands and to complete the same in accordance with this Agreement." 8.3 It should be noted that a grade separation may also be constructed by the Municipality at the intersection of Green Road and the CPR at a future time. 8.4 Staff have considered the provisions of the Aspen Springs Subdivision Agreement as well as the proposal for the future construction of an underpass.at the intersection of Green Road and the CPR tracks. Although the Municipality's Final Report on the Transportation Analysis for the Bowmanville Main Central Area Study stated, "All the network alternatives show an extension of the north-south collector road through a railway underpass to link with Aspen Springs Drive on the south side of the CPR tracks, this could serve as an alternative access route for West MCA traffic heading to Martin Road, instead of having to use Highway No. 2. However, consideration should be given to the impact of increased traffic on residential streets south of the railway tracks.", the Director of Planning and Development has some concern with the proposal of not proceeding with the construction of the underpass. However, staff with the exception of the Director of Planning and Development have concluded that it is not necessary in order to protect the Municipality's interest in the proper functioning of the existing and future street system both north and south of the CPR tracks and both east and west of Green Road that the "CPR Underpass Work" he constructed as provided for in the Aspen Springs Subdivision Agreement. 8.5 It is recommended that conditional on financial arrangements being agreed to by Martin Road Holdings Limited, West Bowmanville Developments Ltd., 829426 Ontario Inc. and 818038 Ontario Inc. and all necessary parties executing the agreements and depositing the securities referred to in this report, Council approve an amendment to the Aspen Springs Subdivision Agreement to delete the requirement that the Owner construct the "CPR Underpass Works" 150 REPORT NO, `A`DMIN-14-95 PAGE 9 8.6 Should Council agree with this recommendation, the developer of the Aspen Springs project, through Mr. William Daniel, has agreed to make an outright contribution to the Municipality of Clarington in the amount of $IS million, to be used by the Municipality for the purpose recommended in this report. 8.7 Accordingly, it is recommended that Council; (a) approve an agreement to amend the Aspen Springs Subdivision Agreement between the Municipality, Martin Road Holdings Limited, West Bowmanville Developments Ltd, Robert Louis Stevens and Royal Bank of Canada dated September 8, 1991., as amended, to delete the requirement that the Owners construct the"CPR Underpass Work"and provide security to the Municipality for the performance of the Owners' covenant to do so; provide in the amendment to the Aspen Springs Subdivision Agreement or if considered appropriate by myself in consultation with the Solicitor in a separate agreement with Martin Road Holdings Limited and West Bowmanville Developments Ltd. which is to be executed .prior to the amendment to the Aspen Springs Subdivision Agreement referred to in (a) for the payment to the Municipality $1,500,000 in fire (5) equal annual instalments of$300,000 each, the first instalment to be paid on April 24, 1996; (c} require each of the instalments referred to in (b) when paid to the Municipality to be deposited in the Hydro Reserve Funds Account; (d) require the deposit with the Municipality's Treasurer as alternative security for the performance of the obligations set out above unconditional and irrevocable Letters of Credit issued by a bank listed on Schedule I of the Banc Act in amounts, in a form and with a content satisfactory to the Treasurer. (e) authorize the Treasurer to return to the Owners the Letters of Credit deposited with the Municipality in respect of the "CPR Underpass Works" conditional on the alternative security set out in (d) being deposited with the Municipality; 9. IN'T'ERIM FUNDING REQUIREMENTS FOR OLDER ADULTS' RECREATION CLWRE AND $200,000 OF THE COST OF THE HIGHWAY NO. 2 IMPROVEMENTS . . 9.1 It is recommended the interim funding requirements to proceed with the Adult Recreation Centre ($1.3 million) and $200,000 of the cost of the Highway'No. 2 improvements should be obtained by accessing the Hydro Reserve Funds for the s . 151 REPORT NO. ADM,IN.14.95 PAGE 10 amount of 51.5 million, on the condition that this amount will be replaced over the next five years upon the payment of the $1.5 million under the revised Aspen Springs Subdivision Agreement or the agreement between the parties referred to above. 10. `PERMS OF AGREEMENT'S 10.1 It is recommended all agreements to implement the recommendations contained in the report shall contain provisions considered to be necessary to protect the Municipality's interests by myself in consultation with the relevant Staff and the Municipality's Solicitor. 11- CONCLUSION AND RECOMMENDA1710NS 11.1 This report addresses the funding requi.remenu for the Older Adults' Recreation Centre and the urbanization of Highway No. 2 to permit the Markborough Shopping Centre and the Willsonia developments to be commenced this year. It is recommended that this report approve the making of agreements and other actions set out in it be approved by Council. 11.2 By adopting the recommendations of Staff Council would accomplish the construction of the Older Adult Centre, as well as the completion of the Highway No. 2 Urbanization Work without having an adverse affect on the municipal budget. 113 The completion of the Highway No. 2 work would then allow the developers to proceed with their commercial projects as an early date, resulting in a positive mpact on the municipal assessment base. Respectfully submitted, . toc e Chief Administrative Officer 152 SCHEDULE "CC" REVISED SCHEDULE J-1 WILLSONIA LANDS STARTING ESTIMATED COSTS Costs at Agreement Execution Stage Clarington Boulevard From Highway No. 2 to Uptown Avenue $319,235.00 Uptown Avenue 15 m west of Clarington Boulevard to 100 m east of Clarington Boulevard 208.754.00 TOTAL 1527,9 9. I, 153 SCHEDULE "DD" HIGHWAY NO. 2 URBANIZATION ZONE J -T-Fl I I I I UP OWN L— I AVENUE K _1-• I I t / N L_ _Q H LL-� r- <J N o 2 - I I m � —--- T L of--I Ld HIGHWAY L� 64�--UR NIZATION 5 ME ES - T I I Fz POSSIBLE -_- / GO-TRANSIT' 0 •\ STATION III IZ i� II / IBLEHIGH III I� I // DENSITY // P(ISSISLC I I // NMTMCNi1 I I MULTIPLE ylyl' FAMILY I I� BLOCK POSSIBLE POSSIBLE II W ' -HicN ocNSiir- HIGH APARTMENTS (1.0]1 h,-4.74x) DENSITY :FUTURE COMMERCI NARTWELL AVE. I I II E - MEADOWS FUTURE III COMMERCIA I N CANDLER COURT C: MAPS BOWMAN WBOWTEMP.DWG DRAWN BY: JM DATE: MAR. 1996 154 DATED: APRIL 30th., 1996 BETWEEN: THE CORPORATION OF THE MUNICIPALITY OF CLARINGTON - and - CLARINGTON PLACE LIMITED - and - WILLSONIA INDUSTRIES LIMITED DEVELOPMENT AGREEMENT The Corporation of the Municipality of Clarington Planning Department 40 Temperance Street Bowmanville, Ontario LIC 3A6 File: DEV 95-064 L.R.: 02.10.95