Executed Temporary Construction EasementTEMPORARY CONSTRUCTION EASEMENT AGREEMENT
(Temporary Stormwater Pond; Private Roadway and Sidewalk)
THIS TEMPORARY CONSTRUCTION EASEMENT AGREEMENT (this "Agreement") is
made and entered into effective as of October D LA 2025 (the "Effective Date") by LEVEL 7
)EVELOPMENT, LLC, a Minnesota limited liability company ("Grantor"), and AVIENDA
APARTMENTS OWNER, LLC, a Delaware limited liability company ("Grantee").
1.�IMM�1�7.`fy: IYE
WHEREAS, Grantor owns that certain parcel of real property located in Carver County,
Minnesota, legally described on Exhibit A attached hereto and made a part hereof (the "Grantor Property");
WHEREAS, concurrently herewith, Grantee has purchased from Grantor, and is the owner of, that
certain parcel of real property located m Carver County, Minnesota, legally described on Exhibit B attached
hereto and made a part hereof (the "Grantee Property"), lying contiguous to the Grantor Property;
WHEREAS, in connection with Grantee's acquisition of the Grantee Property from Grantor, and
Grantee's development of the Grantee Property: (i) Grantor has agreed to construct a temporary stormwater
retention pond and related improvements over and across that portion of the Grantor Property depicted on
Exhibit C attached hereto (the "Temporary Pond"); and (ii) Grantee has agreed, pursuant to Development
Contract (defined below), to construct certain private roadway and sidewalk improvements which are to be
located, in part, on the Grantor Property as depicted on Exhibit D attached hereto (the "Private Roadway
and Sidewalk"); and
WHEREAS, in connection with Grantee's development of the Grantee Property and as a condition
of its final plat approval by the City of Chanhassen ("C�'), Grantee requires a temporary construction
easement over and across the Grantor Property, and Grantor desires to grant to Grantee the easement
described herein over and across the Grantor Property, subject to the terms and conditions of this
Agreement.
NOW, THEREFORE, in consideration of the sum of Ten and No/100 Dollars ($10.00), the receipt
and sufficiency of which is hereby acknowledged, and of the mutual covenants and terms set forth herein,
Grantor and Grantee agree as follows:
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1. Recitals. The foregoing Recitals are hereby incorporated into this Agreement by reference
as substantive provisions hereof.
2. Grant of Easement; Conditions Precedent to Exercise. Grantor hereby grants and
conveys to Grantee, its successors, assigns, employees, agents, and contractors, a temporary, non-exclusive
easement (the "Easement") over, across, and upon the Grantor Property for the purpose of constructing the
Temporary Pond and the Private Roadway and Sidewalk (each an "Improvement" and collectively the
"Improvements"), as applicable, subject to the terms and conditions set forth herein. Grantee's rights under
this Agreement with respect to the Temporary Pond are expressly conditioned upon the occurrence of the
following: (a) the failure of Grantor to commence, diligently pursue, and/or complete within a reasonable
time, or pursuant to any project schedule agreed to by the parties, the construction of the Temporary Pond;
(b) Grantee has provided Grantor with written notice specifying the nature of such failure; and (c) Grantor
has failed to cure such failure within ten (10) business days following its receipt of said written notice.
Upon the satisfaction of these conditions, Grantee shall have the immediate right, but not the obligation, to
exercise the rights granted herein with respect to the Temporary Pond. For the avoidance of doubt, Grantee
may exercise its rights hereunder independently, from time to time, with respect to each Improvement and
the foregoing conditions precedent shall not apply to Grantee's exercise of its rights hereunder with respect
to Grantee's construction of the Private Roadway and Sidewalk. Grantor shall not (x) interfere with
Grantee's exercise of its rights hereunder, or (y) grant or convey any easement or occupancy rights with
respect to the Grantor Property which are inconsistent with, or may frustrate or cause interference with, the
exercise of Grantee's rights hereunder.
3. Purpose and Ancillary Rights. Upon the satisfaction of the conditions precedent in
Section 2 above, as applicable, the Easement shall be for the purpose of constructing any or all of the
Improvements. The rights granted shall include all rights and privileges reasonably necessary for the full
use and enjoyment of the Easement for its intended purpose, including, without limitation, the following:
3.1 The right to enter upon the Grantor Property to perform construction of the
applicable Improvements;
32 The right to stage, store, and access equipment, vehicles, materials, and personnel
reasonably required for Grantee's construction activities; and
33 The right to undertake all necessary site work, including but not limited to grading,
excavation, soil management, utility installation, and the installation of all related facilities and
infrastructure.
3.4 The right to control the area where construction of the applicable Improvements is
taking place, and the immediately surrounding areas used for staging and related construction
activities, and to impose reasonably safety rules and regulations, erect barriers around the
construction site(s), and take such other precautionary safety measures as Grantee reasonably
requires.
4. Grantee's Covenants. In connection with any exercise of its rights hereunder, Grantee
covenants and agrees as follows:
4.1 Grantee shall perform, or cause to be performed, all construction of the
Improvements in a good and workmanlike manner and in compliance with all applicable federal,
state, and local laws, statutes, ordinances, codes, rules, and regulations, including all applicable
permits and governmental approvals.
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4.2 Grantee shall not suffer or permit any mechanic's, ni enalmen's, or other liens to
be filed against the Grantor's Property, or any part thereof, by reason of any work, labor, services,
or materials performed or furnished by or on behalf of Grantee. If any such lien is filed, Grantee
shall, within thirty (30) days of receiving notice of such filing, cause the same to be discharged and
released of record, or, in the alternative, provide a bond or other commercially reasonably security
against the enforcement of any such lien.
4.3 Grantee shall indemnify, defend, and hold harmless Grantor and its officers,
directors, employees, agents, successors, and assigns (collectively, the "Grantor Indemnified
Parties") from and against any and all claims, demands, liabilities, losses, damages, costs, and
expenses, including, without limitation, reasonable attorneys' fees and court costs (collectively,
'Claims"), arising out of or in connection with Grantee's or its contractors% agents', or employees'
entry upon the Grantor's Property or the performance of the Improvements, but expressly excluding
any Claims to the extent caused by the gross negligence or willful misconduct of the Grantor
Indemnified Parties, or any of them.
5. City as Third -Party Beneficiary. Grantor and Grantee acknowledge and agree that the
City is an intended third -party beneficiary of this Agreement. In the event Grantor and/or Grantee fail to
construct the Improvements in accordance with the requirements of that certain Avienda Apartments -
Development Contract dated as of event date herewith (the "Development Contract"), and provided the
terms of the Development Contract permit the City to do so, the City shall have the absolute right, but not
the obligation, to exercise any and all rights, remedies, and privileges granted to Grantee under this
Agreement for the purpose of completing the Improvements. This Section 5 shall not be amended, modified,
or terminated without the prior written consent of the City.
6. Duration and Termination. This Easement is temporary and shall automatically
terminate and be of no further force or effect upon the date that all of the Improvements have been fully
constructed and made operational to serve both the Grantee Property and the Grantor Property, accepted by
the City of Chanhassen, and the relevant warranty maintenance bond or letter of credit (as provided in
Exhibit B. Section 4 of the Development Contract) has been fully released. Upon such completion, Grantor
shall provide Grantee with written notice of termination, and the Grantor and Grantee shall, upon request
of either party, execute and record an instrument in the Office of the County Recorder in and for Carver
County, Minnesota to formally document the termination of this Easement, which termination shall be
effective without the necessity of execution of such instrument by the City, notwithstanding the provisions
of Section 5 of this Easement.
7. Successors and Assigns; No Merger. This Agreement runs with the land and inures to the
benefit of and is binding on Grantor and Grantee and their respective successors and assigns until terminated
pursuant to Section 6 above. Limited use or non-use of the rights granted herein shall not be deemed a
complete or partial abandonment of the Easement and the Easement shall not be extinguished by, merged
into, modified or otherwise deemed affected by any other interest or estate in the Grantor Property now or
hereafter held by Grantee, its successors or assigns.
8. Attorneys' Fees. In any action commenced under this Agreement, the prevailing party in
such action may recover its reasonable attorneys' fees from the non -prevailing party.
9. Governing Law. This Agreement shall be governed by and construed in accordance with
the laws of the State of Minnesota.
10. Authority. Grantor represents and warrants to Grantee, its successors, and assigns, that
Grantor is the owner of the Grantor Property and has the right to grant the Easement herein described.
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11. Amendment or Modification. No amendment or modification of this Agreement shall be
effective unless made by written instrument signed by Grantor and Grantee, or their respective successors
and assigns, and consented to by the City in writing.
12. Counterparts. This Agreement may be executed in multiple counterparts, each of which
shall be deemed an original, and together shall constitute one and the same agreement.
13. Severability0 If any provision of this Agreement is held to be invalid, illegal or
unenforceable in any respect, such invalidity, illegality or unenforceability shall not affect the remainder of
such provision or any other provisions hereof.
14. Entire Agreement. This Agreement sets forth the entire agreement of the parties hereto
with respect to the subject matter hereof and supersedes all prior negotiations, understandings and
agreements, whether written or oral.
[Remainder of Page Left Blank -Signature Pages Follow)
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IN WITNESS WHEREOF, Grantor has executed this Agreement effective as of the day and year
first set forth above.
GRANTOR:
LEVEL 7 DEVELOPMENT, LLC,
a Minnesota limited liability company
By:
Its:
STATE OF MINNESOTA )
) ss.
COUNTY OF 2U€O2 )
This instrument was acknowledged before me on theQday of October, 2025, by Bahram
Akradi as President of LEVEL 7 DEVELOPMENT, LLC, a Minnesota limited liability company, for and
on behalf of said limited liability company.
a"°"�y STACEY M CARLSON
�" � Notary Public
9b State of Minnesota
My Commission Expires
January 31, 2026
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IN WITNESS WHEREOF, Grantee has executed this Agreement effective as of the day and year
first set forth above.
GRANTEE:
AVIENDA APARTMENTS OWNER, LLC,
a Delaware limited liability company
By: Avienda Apartments Venture, LLC,
a Delaware limited liability company
Its: Sole Member
By: IDP Avienda, LLC,
a Minnesota limited liability company
Its: Managing Member
Anne Behrendt
Its: Authorized Signer
STATE OF MINNESOTA )
ss.
COUNTY OF HENNEPIN )
This instrument was acknowledged before me on the day of October, 2025, by Anne
Behrendt, as Authorized Signer of IDP Avienda, LLC, a Minnesota limited liability company, as Managing
Member of Avienda Apartments Venture, LLC, a Delaware limited liability company, as Sole Member of
AVIENDA APARTMENTS OWNER, LLC, a Delaware limited liability company, for and on behalf of
said limited liability company.
SONJA B BEDDOW
Notary Public
State of Minnesota
My Commission Expires
January 31, 2029
This Instrument Drafted Bv:
Taft Stettinius &Hollister LLP
2200 IDS Center
80 South Eighth Street
Minneapolis, Minnesota 55402
Notary Public
MORTGAGE HOLDER CONSENT TO
TEMPORARY CONSTRUCTION EASEMENT AGREEMENT
(Temporary Stormwater Pond)
THIS CONSENT TO TEMPORARY CONSTRUCTION EASEMENT AGREEMENT, made this
day of October, 2025, is granted by TRADITION CAPITAL BANK, a Minnesota banking
corporation.
For One Dollar and other good and sufficient consideration, in hand received, Traon Capital
Bank, which holds a Combination Mortgage, Assignment of Leases and Rents, Security Agreement and
Fixture Financing Statement dated July 1, 2021, recorded July 2, 2021, as Document No. A728034,
executed by Level 7 Development, LLC, a Minnesota limited liability company, as amended, on the
property legally described in the foregoing Temporary Construction Easement Agreement, hereby consents
to the foregoing Temporary Construction Easement Agreement and agrees to be bound by all the terms and
conditions contained therein.
STATE OF MINNESOTA
)ss.
COUNTY OF
TRADITION CAPITAL BANK
Kasid, Senior Vice President
The foregoing instrument was acknowledged before me this ��`�°day of October, 2025, by
Patrick Kasid, the Senior Vice President of Tradition Capital Bank, a Minnesota banking corporation,
on behalf of said entity.
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(Legal Description of Grantor Property)
Outlot A, Avienda Apartments, according to the recorded plat thereof, Carver County, Minnesota.
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(Legal Description of Grantee Property)
Lot 1, Block 1, Avienda Apartments, according to the recorded plat thereof, Carver County, Minnesota.
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(Depiction of Temporary Pond)
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EXIIIBIT D
(Depiction of Private Roadway and Sidewalk)
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Private Roadway
and Sidewalk