Loading...
#02 & #03 Access issues to 3377 Milton Avenue (File Res. #2011-788 & #2011-789) Community Development Department Memorandum Date: May 9, 2011 TO: Eric J. Levitt, City Manager FROM: Brad Schmidt, AICP, Associate Planner SUBJECT: Action on a proposed resolution accepting the conveyance of land for public right-of-way at 3377 Milton Avenue and at 3359 Milton Avenue (File Resolution No. 2011-788). Action on a proposed resolution authorizing the acceptance of a quit claim deed from WisDOT to permit access to STH 26 for the property located at 3377 Milton Avenue and a separate agreement between the City and the owner of property at 3377 Milton Avenue (File Resolution No. 2011-789). SUMMARY The Planning Commission approved a conditional use on February 21, 2011, for a gasoline/convenience store and a restaurant with a drive-up window at 3377 Milton Avenue. One critical aspect of this proposal includes obtaining vehicular access to the site from Milton Avenue. In order to provide access, the existing Milton Avenue frontage road located on the adjacent property to the south (adjoining Kwik Trip) must be extended a short distance north. The existing curb opening to the Milton Avenue frontage road will continue to be utilized with this proposal. However, in order for these measures to be implemented, the following actions must occur: 1. City acceptance of a deed conveying land for the extension of a frontage road at 3359 Milton Avenue. 2. City acceptance of a deed conveying land for right-of-way purposes at 3377 Milton Avenue to permit public access to Morse Street. 3. City acceptance of a deed from WisDOT to transfer jurisdictional control for the STH 26 (Milton Avenue) driveway/access point adjacent to 3377 and 3359 Milton Avenue. 4. Agreement executed between the property owner of 3377 Milton Avenue and the City complying with conditions of WisDOT to mitigate any future negative impacts associated with the STH 26 driveway/access point. Failure to approve any of the four requests listed above will result in a denial of the Conditional Use Permit granted by the Plan Commission for the commercial development located at 3377 Milton Avenue. DEPARTMENT RECOMMENDATION The Plan Commission and Community Development Department recommend that the City Council support a motion to adopt Resolution No. 2011-788 accepting the conveyance of land for public right-of-way at 3377 Milton Avenue and at 3359 Milton Avenue; and a motion to adopt Resolution 2011-789 authorizing the acceptance of a quit claim deed from WisDOT to permit access to STH 26 for the property located at 3377 Milton Avenue and a separate agreement between the City and the owner of property at 3377 Milton Avenue. CITY MANAGER RECOMMENDATION The City Manager defers to the Plan Commission recommendation. SUGGESTED MOTION A motion to adopt Resolution No. 2011-788 accepting the conveyance of land for public right-of-way at 3377 Milton Avenue and at 3359 Milton Avenue; and a motion to adopt Resolution 2011-789 authorizing the acceptance of a quit claim deed from WisDOT to permit access to STH 26 for the property located at 3377 Milton Avenue and a separate agreement between the City and the owner of property at 3377 Milton Avenue. ANALYSIS A. The 3377 Milton Avenue site is currently undeveloped and was created as part of the 2005 Oasis/Menards redevelopment project. The property is located at the southwest corner of Milton Avenue and Morse Street. B. On February 21, 2011, the Plan Commission approved a Conditional Use Permit for a gasoline/convenience store and restaurant with a drive-up window (Exhibit “A”). The project was approved subject to a variety of conditions to improve traffic flow in and around the site. Two of the conditions required the dedication of land for public right-of-way to allow access to Milton Avenue and include the following: 1. Positive action on the acceptance and recording of a quit claim deed for a public right-of-way conveyance adjoining Milton Avenue by the City Council. 2. Recording of a deed held in trust by the City for a ten-foot wide strip of land to extend the public frontage road north to the subject site. Positive action by the City Council on acceptance of the deed is required. C. In 1999, the Kwik Trip site located at 3359 Milton Avenue was redeveloped and the lot was reconfigured as part of a Certified Survey Map. As part of the process, the property owner (Marwood Corp.) dedicated land to allow for the extension of the Milton Avenue frontage road adjoining the Kwik Trip parcel; however, the property owner was reluctant to provide a frontage road dedication extended to his north property line since a through connection of the frontage road to Morse Street would not occur with that action. Staff negotiated an agreement with Marwood Corp. that allowed a quit claim deed for the remaining ten-foot portion of the right-of-way to be held in escrow by the City Attorney (Exhibit “B”). The deed would be held in escrow until such time as the frontage road dedication on the property to the north occurred to allow for an extension of public access through to Morse Street. D. The escrow agreement defines certain conditions which provide the City Attorney authority to record the deed held in escrow. The owner of the proposed development site, BLM Land, LLC, will dedicate by quit claim deed land for a frontage road extension adjoining Milton Avenue, as described in the agreement (Exhibit “C”). Additionally, a “Public Access” easement will be established across other portions of the development site to allow traffic to access the property from the Milton Avenue frontage road and exit onto Morse Street. E. Concerns by two nearby businesses/property owners regarding the use of the Milton Avenue access point were raised at the Plan Commission meeting and in other correspondence with City Staff. The concerns focused on safety of vehicles entering and exiting the Milton Avenue frontage road at the existing opening in front of Kwik Trip. Staff believes that the proposed widening of the Milton Avenue access point will reduce potential conflicts at this intersection. The Planning Commission also required a condition to prohibit traffic from exiting the development site onto the Milton Avenue frontage road and required certain design features and placement of appropriate signage to reinforce this traffic pattern. F. The development site adjoins STH 26. The Wisconsin Department of Transportation (WisDOT) typically maintains review and approval authority over any access changes to State highways such as STH 26. However, in this case, WisDOT agreed to allow for a jurisdictional transfer of this access point to the City provided that a vehicle crash threshold not be exceeded (Exhibit “D”) at the Milton Avenue or Morse Street access points, and provided that traffic does not back up to the Milton Avenue and Morse Street intersection. If these conditions are exceeded, the City would be responsible to remedy or reduce vehicle traffic crashes including initiating traffic studies and paying for modification to the access points to improve vehicular safety. One of the alternatives provided may include closing the access point on the development site. G. In a similar fashion, the City is requiring that the developer acknowledge the restrictions outlined in the quit claim deed from WisDOT and accept similar terms by entering into a separate agreement with the City (Exhibit “E”). The agreement between the City and the land owner/developer of 3377 Milton Avenue places the responsibility on the developer and/or future property owner(s) to pay for all costs associated with any traffic or engineering studies required by the City. The developer or property owner(s) are also required to pay for all site improvements or modifications, including closing access to the development site from the Milton Avenue frontage road or Morse Street if it is found that vehicle accident rates exceed WisDOT crash rate threshold data. The agreement also limits access off of STH 26 (Milton Avenue) to right-in only to the subject site. Traffic is prohibited from exiting the subject site onto the Milton Avenue frontage road. PLAN COMMISSION ACTION – 21 FEBRUARY 2011 Brad Schmidt, Associate Planner, presented the written staff report. Chairperson Zolidis asked about the ingress point over the 10-foot wide gap to clarify that there would not be egress from that spot onto Milton Avenue. Schmidt confirmed that was correct due to safety issues related to traffic pulling out onto Milton Avenue. Chairperson Zolidis asked how no-egress would be controlled and Schmidt answered that staff was working with Angus Young to increase the landscape island in the area to narrow it and that there would be signage to discourage egress as well. Chairperson Zolidis asked if there was currently egress from the frontage road onto Milton Avenue and Schmidt answered that there was right-out egress. Commissioner Werner asked if Condition #1 of the staff report would be nullified if it is determined that the Wisconsin Department of Transportation does not have review authority over a change of use at the Milton Avenue access point. Cherek confirmed that was so and added that if Wisconsin Department of Transportation approval is required, then the conditional use permit is subject to the Wisconsin Department of Transportation allowing for the use of the Milton Avenue access point. Commissioner Werner asked if Condition #5 would be nullified if the adjacent owner didn’t agree to allow access for the construction of roadway improvements. Cherek stated that the language may need to be tightened up on both Conditions #1 and #5 in regards to nullification. The public hearing was opened and the following persons appeared to speak. Speakers who had already spoken at previous meetings on this topic were given a three-minute time limit:  Attorney John Groessl, representing Marwood Corporation, referred to the “Required Findings for Conditional Use Permit Approval” section of the staff report. He stated that he did not believe the plan met Finding #2 as Kwik Trip will be affected with vehicles using this driveway for ingress into the SARA project, that Kwik Trip will lose an egress point and the value of the property will be diminished. He stated that adequate access would not be provided as required in Finding #4. He added, referring to Finding #5, that adequate traffic measures were designed for this site five years ago. Lastly, he believed that required Finding #6, regarding adequate size and shape to accommodate this use, was not being met. Attorney Groessl stated that the project required 500 cars a day to make the service station viable and that many cars slowing down rapidly on Milton Avenue to make a u- turn could cause safety concerns. He also felt that there wasn’t fairness and consistency in the review of this project as compared to the when the frontage road was required for Target, Perkins, Fazolis, Arbys, Kwik Trip who were forced to pay for curb, gutter, paving. He stated that his client will not agree to release the escrow deed but will instead go to court starting with a restraining order. Commissioner Perrotto stated that he would like staff to address each of Attorney Groessl’s comments. Carl Weber, Public Works Director, addressed Attorney Groessl’s first concern regarding no access southbound through the new development. He stated that this was correct and that initially what was considered was a two-lane access easement that would allow movement both north and south, but in order to reduce the number of conflicts at the current access point (north side of Kwik Trip property), staff added a requirement that there be no egress southbound from the new development. In order to block egress from that development, there is no way to allow egress southbound through the site. Weber addressed the second concern regarding the restriction of egress from the Kwik Trip site by stating that nothing in the site plan changes in any way the traffic movements in and out of the Kwik Trip property as they occur now. He indicated that restrictions to the southbound movement would be on the new development site fully north of Kwik Trip’s existing access point and that restriction will be controlled not only by signage but by the extension of a landscape island which will reduce the lane width so that it is not two-lane. He added that movements into the site would logically come from the interstate or north of the interstate so egress would be sought at the intersection of Milton and Morse to return to the north. Weber stated that he could not speak to the concerns regarding job loss or diminished value of property.  Attorney Nancy Johnson, Brennan Steil Law Firm, on behalf of Milton Avenue Holdings, stated objections to the ingress & egress points at Milton Avenue and Morse Street as she believed that there are traffic flow problems even with minor modifications to include this as an ingress. She felt that putting up a sign doesn’t necessarily prohibit people from exiting. She stated that she doesn’t believe that the required Findings #2, #3 and #5 of the staff report have been met and recommends denial of the conditional use permit. Commissioner Perrotto asked Attorney Johnson if she was still not satisfied by Carl Weber’s responses and she stated that she doesn’t believe that changing the access point from ingress-egress to ingress only is going to prevent a traffic problem on Milton Avenue. Commissioner Werner asked Attorney Johnson if she had any proof of diminished value to property and she answered that she did not but she assumed there would be diminished value if Milton Avenue becomes congested and people have trouble accessing the site.  Paul Phillips, DUP Engineering, stated that he reviewed the site plan for the project and that the main concern is the traffic on Milton Avenue. He stated that a U-turn would be done at a slower rate than a typical 90 degree right-turn drive which would cause back up onto to Milton Avenue. He added that if someone has a green light they would be expecting to drive through but may have to slow to a stop which could raise the potential for rear-end accidents in that intersection. He stated that he sees a potential loss of revenue for businesses that are currently operating there because they would be harder to access, and the Morse Street access could become blocked with backed-up traffic. Commissioner Perrotto said that Mr. Phillips has some valid points and asked if Weber could address them. Weber, responding to Mr. Phillips concern about turning from Milton Avenue into the existing access, stated that it’s not an ideal traffic situation for Highway 26, however, it is an existing access point. He indicated that staff was asked early on if the new development could have their own access point and staff said no. He continued that because it’s an existing access point, traffic in this area is accustomed to movements being made at this location. The ingress is built as a drive apron rather than as a street and drivers making a turn there need to slow down at the crosswalk to protect pedestrians. He stated, therefore, that the difference in speed of those making a U-turn movement rather than a 90-degree turning movement would not be much different. He added that there would be an expectation that those turning would be using a turn signal and break lights and that drivers following them need to respect that. He continued that the accident history at this location shows 4 traffic accidents at this access point in the past 3 years. One accident involved a driver making an inappropriate lane change, from the center lane to the right lane striking the vehicle in the right lane, which had little to do with turning movements in and out, and another accident involved a driver rear-ending an individual who was in the driveway before they were able to complete their turn. The other two accidents were vehicles egressing from the Kwik Trip site and colliding with vehicles that were traveling on Milton Avenue. There were no rear-end accidents related to the current configuration at the intersection. Weber stated that there shouldn’t be any traffic backups to the Morse Street entrance as the turn lane by design is a certain length to provide storage for the number of vehicles expected to cue at that location. As far as concerns regarding backups in the roundabout, he stated that roundabouts are designed to slow people down for the safety of both vehicle and pedestrian traffic. Commissioner Werner asked if having three lanes on Milton Avenue, when entering or existing the site, improves flow or reduces any of the potential backup problems. Weber stated that by law, someone leaving the site from Morse to Milton going south would need to enter into the nearest lane. Mr. Philips concurred with Weber’s statement and added that on the flip side, if you’re turning right off of Morse going eastbound, you’d turn into an immediate right-turn lane which could cause a potential conflict for people turning right on red. However, the accident history at this location doesn’t point this out as an issue.  Jeff Woodman, representing Marwood Corporation & Lawrence/Gloria Woodman, 406 Matterhorn Drive, Verona, stated that they were against the plan as presented tonight and questioned why the City reversed its position from 5 years ago when they cited safety concerns regarding opening up and extending the access road. He asked about the new condition (#5) within the staff report concerning the extension of the private roadway west of the site and said that he had not seen or agreed to the referenced Attachment B. He stated that they would like more information regarding this and how it would affect them. In responding to Mr. Woodman’s question, Weber stated that the discussion five years ago involved alternatives for getting traffic from the south to the north and his predecessor came up with three proposals. One was an extension of the frontage road in a conventional manner, which would have intersected with Morse Street in the same way that a frontage road intersects with other streets up and down Milton Avenue. A common problem with frontage roads is that their intersections with the streets perpendicular to the main road are too close and don’t provide enough queuing distance between the frontage road and the main road to allow vehicles to ingress and egress while there are vehicles stopped for the light on the side road. For that reason, the City did not want to see a conventional frontage road alignment there. A second alternative that came up followed the south and west sides of the new parcel. The third alternative was to complete a north south connection roadway between what is the existing east- west road in front of Target carrying past the strip mall and Kwik Trip out to Milton Avenue and the roundabout at Morse St. City Staff has put great effort into brokering an agreement between the new developer, existing property owners and the adjoining owner. Regarding Mr. Woodman’s comment on Condition #5, Weber indicated that the requirement staff has put on the new developer is that they do their portion to get the roadway built to their property line but if Marwood was to provide permission to get this completed and constructed (public access easement), that the developer still would hold that responsibility as they have offered to pay for the cost of that improvement. Staff has an agreement from this developer (Sara) to do its part but the condition is open ended as it is based on the agreement of the adjoining owner. Weber stated that to date, staff has not been able to accomplish the task of getting the parties to agree and that Condition #5 does not require anything of Marwood; it just requires something of SARA if Marwood agrees to participate. Chairperson Zolidis asked who owns the westerly access road and Weber answered that it was owned by BLM, the developer of the Menards site.  James Campbell, Representing Cambeck Petroleum, owner of Exxon station on Milton Avenue. Stated that the access point to this development is less than ideal on Milton Avenue and questioned why something that is less than ideal would be placed on the gateway into Janesville where many dollars have been spent doing traffic studies. He stated that the frontage roads have been a problem for so many years and asked why the City would take a chance on creating more traffic problems. He stated that the development would need potentially 500 cars per day to exist and that he felt most of those cars would head for the nearest driveway which would be on Milton Avenue.  Joseph Stadleman, AYA, representing Sara Investments. Stated that several changes to the plan have been agreed upon including the angled fuel canopy, reduction of one fuel pump, elimination of diesel from the site, rear access road design, moving of access easement to pave more land, and elimination of the ability to egress onto Milton Avenue from that location at Milton Avenue. He stated that the project was within the DOT standards of 75 feet from the intersection having ingress immediately from Milton Avenue onto our property. He said that traffic counts on Milton Avenue are roughly 30,000 per day past the site and that there had only been 4 accidents there within the past 3 years. He said that adding an outlet into the ingress means that if Kwik Trip is backed up, there will be an option to take a right and move off of Milton Avenue and that in his opinion, adding this egress makes it safer. Lastly, he said that the taper is designed for a larger volume of traffic than will ever be seen there and is designed for highway speeds.  Eric Schwartz, President of Sara Investments, Madison, WI, and developer of the site. Stated that at the Plan Commission’s request, he had met with Mr. Woodman to try to work out some of the issues regarding the project but didn’t have any success. He asked that the Plan Commission not delay their decision.  Bill Mears, 21 Forest Park Blvd, one of the owners of the site, stated that he worked on this gateway several years ago when developing the new Menards site. He stated that he appreciated all of the hard work that City Staff has put forth during this process and that he would like to see the Plan Commission come to a decision on this item today. The public hearing was closed. Commissioner Voskuil asked what would happen if the Plan Commission voted on this item tonight and then found out that the Wisconsin Department of Transportation would not allow the Milton Avenue access point. Cherek stated that based on staff’s conversation with the DOT, this change is viewed as an eligible alteration in an area along their right-of-way that would require a permit but that staff is still awaiting final verification on that. Weber stated that because this is a connecting highway, the City holds the authority but the DOT holds the right to review and object. He added that the DOT advised staff they had purchased the access rights back in the 60’s, permitted a driveway at this location under certain conditions, and that they can chose to not allow those conditions to be expanded. Weber answered that if the Plan Commission chose to approve staff’s recommendation on the project tonight, the DOT cannot override that decision but they can restrict access. Chairperson Zolidis asked what the timeline for issuance of a permit would be if the DOT approves the access point. Weber stated it would depend on how the state looks at the widening of the driveway and whether they determine it needs to go through a permit process. Staff is still waiting for a definitive answer from the state on this question. Commissioner Perrotto stated that although the project is not ideal, it’s rare for any project to be ideal and that there are always concerns and problems which hopefully can be mitigated. He added that he was impressed with Staff’s work and Carl Weber’s rebuttal and that he will be voting for approval of the conditional use permit. Commissioner Voskuil stated she is torn on this project but she was surprised by the number of non-accidents at this location. She stated that everyone did a good job of presenting information on the project and that she will vote in favor of the conditional use permit. Chairperson Zolidis stated that she still has ingress/egress concerns and would be voting against the project. There was a motion by Commissioner Adams with a second by Commissioner Perrotto to approve the request subject to Staff’s recommendation. Commissioner Werner offered a friendly amendment to Conditions #1 and #5. With acceptanceof the friendly amendment, the motion presented was to approve the conditional use permit to allow the construction of a gasoline station/convenience store and a restaurant with a drive-up window at the southwest corner of the intersection of Milton Avenue and Morse Street (3377 Milton Avenue) subject to the following conditions: 1. It appears likely that the Wisconsin Department of Transportation has review approval authority over a change of use of the Milton Avenue access point and has not yet made a final determination. Therefore, approval of this use is subject to the Wisconsin Department of Transportation allowing for the use of the Milton Avenue access point adjacent to the development site. If it is determined that the Wisconsin Department of Transportation does not have review approval authority, this condition will be nullified. 2. Approval of this use is subject to positive action on the acceptance and recording of a quit claim deed for a public right-of-way conveyance adjoining Milton Avenue by the City See Attachment A Council. (). 3. Approval of this use is subject to the recording of a deed held in trust by the City for a ten-foot wide strip of right-of-way to extend the frontage access road dedication north to See Attachment A the subject site (). Positive action by the City Council on acceptance of the deed is required. 4. The private roadway adjoining the west side of the developmental site must be extended See Attachment A and improved to the south property line (). 5. The project developer must extend and improve the private roadway located west of the site onto the adjacent property to the south (behind Kwik Trip), as shown on the site plan, if the adjacent property owner agrees to allow access within two years of conditional use permit approval for construction of roadway improvements. This condition shall be nullified if the project developer does not construct a gasoline station and restaurant with drive-up window as being requested by this conditional use. Improvements to this public access road must follow substantially the design specifics as Attachment B shown on. 6. Compliance with the conditions of the updated site plan review letter dated February 10, 2011. 7. That the signage for the proposed building meets the requirements of the Janesville Sign Ordinance for Sign District A except as follows:  Two ground signs may be permitted instead of one.  Per the submitted ground sign plan, the large “hi-rise” pylon sign shall be located on the north section of the lot adjacent to Morse Street. The “low rise” ground See sign shall be located on the east section of the lot adjacent to Milton Avenue ( Attachment A ).  The “hi-rise” pylon sign shall not exceed 300 square feet per face.  The “low rise” sign shall not exceed 90 square feet, excluding the gas price sign which is exempt from signage regulations. 8. The access on the south property line near the Milton Avenue access point connecting See Attachment to the frontage road must be designed and marked as ingress only. ( A ). 9. At no time shall diesel fuel be sold on this site. The motion carried on a 5-1-0 vote with Chairperson Zolidis voting in opposition. cc: Eric Levitt Jay Winzenz Duane Cherek RESOLUTION NO. 2011-788 A resolution authorizing the acceptance of a right-of-way dedication at 3377 Milton Avenue and the acceptance of a separate deed held in trust adjoining property located at 3359 Milton Avenue for a public frontage road extension. WHEREAS, the City of Janesville and Marwood Corporation entered into an escrow agreement on January 6, 1999, providing an executed quit claim deed for a public frontage road conveyance to be held in escrow by the City Attorney; and WHEREAS , said quit claim deed would dedicate as right-of-way to the City of Janesville a 10-foot wide parcel of land to extend the Milton Avenue frontage road north to a frontage road to be constructed and dedicated to the City upon the property located at 3377 Milton Avenue as described in “Attachment A”; and WHEREAS , BLM Land, LLC, owner of adjoining property to the north located at 3377 Milton Avenue, proposes to dedicate as public right-of-way a 30-foot wide strip of land adjacent to Milton Avenue extending from the south property line north to Morse Street as described in “Attachment B”; and WHEREAS , the proposed BLM Land, LLC dedication of land upon 3377 Milton Avenue would satisfy the condition(s) precedent in the aforementioned escrow agreement between the City and Marwood Corporation granting the City Attorney the authority to record the quit claim deed; and WHEREAS , the Janesville Plan Commission reviewed and voted to approve a conditional use permit for a proposed gasoline/convenience store and restaurant with drive-up window subject to City Council: (1) acceptance of the deed held in trust, and (2) the conveyance of land for public right-of-way at 3377 Milton Avenue; and WHEREAS , the acceptance and recording of said conveyances for public right-of-way purposes will facilitate traffic circulation improvements which benefit this specific area of City, the City as a whole, the community, and its citizens; and WHEREAS , the Janesville Plan Commission reviewed this proposed land acquisition in combination with their approval of the conditional use permit at their meeting on 3 January, 2011 recommending approval, but not commenting upon the financial aspects of the proposed transactions; and; WHEREAS , the Common Council of the City of Janesville hereby find these two matters and proposed conveyances are of benefit to, and in the best interests of, the specific area and the City. NOW, THEREFORE, BE IT RESOLVED , by the Common Council of the City of Janesville, that they hereby approve and authorize the City of Janesville’s acceptance of said conveyances from the respective owners of property adjoining Milton Avenue south of Morse Street; and BE IT FURTHER RESOLVED , that the City Manager and his designee(s) may, from time to time, negotiate, draft, amend, execute and enter into such additional agreements, forms, conveyances, documents, and amendments thereof; and take all other action(s) concerning these two property conveyances and related matters as the City Manager may, from time to time and at any time, decide necessary and/or desirable to effectuate the intent of this resolution. ADOPTED: Motion by: Second by: APPROVED: Councilmember Aye Nay Pass Absent Brunner Dongarra-Adams Eric J. Levitt, City Manager Liebert McDonald ATTEST: Rashkin Steeber Voskuil Jean Ann Wulf, City Clerk-Treasurer APPROVED AS TO FORM: Wald Klimczyk, City Attorney Proposed by: Community Development Department Prepared by: Community Development Department and City Attorney RESOLUTION NO. 2011-789 A resolution authorizing the City Manager to accept and record a quit claim deed conveyance from the Wisconsin Department of Transportation (WisDOT) concerning an Access Point on STH 26 (Milton Avenue) and further authorizing the City Manager to enter into a Memorandum of Understanding with BLM Land, LLC and Sara Investment Real Estate, LLC., concerning the STH 26 (Milton Avenue) Access Point pertaining to their property at 3377 Milton Avenue. WHEREAS, BLM Land, LLC. (hereinafter “BLM”) owns certain real property located at 3377 Milton Avenue located on the southwest corner of STH 26 (Milton Avenue) and Morse Street in the City of Janesville, County of Rock, State of Wisconsin (hereinafter Subject Property” “); and WHEREAS , BLM intends to sell the Subject Property in fee simple to Sara Investment Developer” Real Estate, LLC. (hereinafter “) who thereupon desires to construct a Development” gasoline/convenience store with a restaurant (hereinafter “) and obtain right-in only access off of STH 26 (Milton Avenue) to the current Milton Avenue Subject Property frontage road adjoining the to the south; and WHEREASAccess Point” , the STH 26 (Milton Avenue) access point (hereinafter “) Subject Property would not provide direct access to the but would provide right-in only Subject Property access to the from the Milton Avenue frontage road (see Attachment “A”); and WHEREASWisDOT” , the Wisconsin Department of Transportation (hereinafter “) Subject Property purchased the access rights for the STH 26 frontage of the several WisDOT years ago; however, now has agreed to provide to the City of Janesville City”Access (hereinafter “) a jurisdictional transfer to allow, maintain, and alter the PointWisDOT if needed, subject to various conditions set forth in the quit claim deed conveyance to the City (see Attachment “B”); and WHEREASWisDOT , is requiring that in order to allow for the jurisdictional transfer of Access PointCityCity the to the , the agrees to accept and record a quit claim deed conveyance that specify the terms, conditions, and responsibilities associated with this City Access Point, and/or that subject the to current and future conditions, requirements, and performance as set forth in the attached quit claim deed conveyance; and WHEREAS , the terms and provisions of the transfer document and conveyances allow WisDOT to require future traffic studies, construction, improvements, and even closure Access Point of the if warranted by a demonstrated accident history at the intersection which exceeds statewide crash rates for this type of roadway and/or as otherwise WisDOT required in the conditions set forth in the quit claim deed conveyance; and WHEREASCityDeveloperBLM , the is requiring that the and enter into a separate MOU stating that all restrictions, requirements, limitations, and liabilities outlined by WisDOT in quit claim deed conveyance to the City shall be the sole responsibility of the DeveloperSubject Property since the Developer/City and every future owner of the agreement will be recorded and run with the land, which Developer and successor responsibilities shall include, but not be limited to, the payment and/or reimbursement to the City of any and all costs, expenses, fees, payments, liabilities, and expenditures of any kind or nature by the City directly and/or indirectly associated with, arising from, Access Point and/or pertaining to the including, but not limited to, reconfiguration, construction, closure, traffic studies, and/or mitigation to resolve traffic issues; and WHEREASCity , the Common Council of the of Janesville hereby find that accepting the Access Points right(s), privileges, conditions, responsibilities, and authority from WisDOTCity , are of benefit to, and in the best interests of, the ; and WHEREASBLMDeveloperCity , and the have agreed to enter into a MOU with the Developer addressing the key points of and successor responsibility (see Attachment “C”); and WHEREASCity , the Common Council of the of Janesville hereby find that entering into Developer the MOU with the concerning the right(s), privileges, conditions, WisDOT responsibilities, and authority from , are of benefit to, and in the best interests City of, the ; and WHEREASCity’sWisDOT , the acceptance of the conveyed right(s), privileges, and Developer responsibilities is not conditioned upon nor subject to the City’s entry into the MOU. NOW, THEREFORE, BE IT RESOLVED , by the Common Council of the City of Janesville, they hereby authorize and direct the City Manager, City Clerk, and/or his/her designee(s) to negotiate, enter into, and execute on behalf of the City of Janesville the attached quit claim deed conveyance and MOU; and to negotiate, draft, execute, record, and file such additional agreements, documents, papers, and forms as may, from time to time, be necessary and/or desirable to effectuate such agreement and/or the intent of this resolution, as the City Manager may decide; and BE IT FURTHER RESOLVED , that the City Manager and/or his designee(s) may, from time to time, negotiate, draft, amend, execute, and enter into such changes, other documents, and other agreements and/or take such other action(s) as the City Manager from time to time may deem necessary and/or desirable to effectuate the intent of this resolution . ADOPTED: Motion by: Second by: APPROVED: Councilmember Aye Nay Pass Absent Brunner Dongarra-Adams Eric J. Levitt, City Manager Liebert McDonald Rashkin Steeber Voskuil ATTEST: Jean Ann Wulf, City Clerk-Treasurer APPROVED AS TO FORM: Wald Klimczyk, City Attorney Proposed by: Community Development Department Prepared by: Community Development Department and City Attorney Document Number QUIT CLAIM DEED State Grantor Wisconsin Department of Transportation Exempt from fee: s.77.25(2r) Wis. Stats. DT1563 98 (Replaces RE3047) THIS DEED, made by the State of Wisconsin, Department of Transportation, GRANTOR, quit claims to the City of Janesville, GRANTEE(s), for the sum of (mutual benefits) pursuant to Section 84.09(5), (5)(c) and (5m) Wisconsin Statutes, the property right/restriction described below and that is fully accepted and agreed to by the City of Janesville by the act of recording this quit claim deed. Legal Description / Restrictions See attached This space is reserved for recording data Return to Wisconsin Department of Transportation Division of Transportation System Development Southwest Region, La Crosse Office Attention: 3550 Mormon Coulee Road La Crosse, WI 54601 Parcel Identification Number/Tax Key Number N/A As approved by the Governor of the State of Wisconsin on (Date) (State Real Estate Manager) (Date) Print Name State of Wisconsin ) ) ss. La Crosse County ) On the above date, this instrument was acknowledged before me by the named person(s) or officers. (Signature, Notary Public, State of Wisconsin) (SEAL) (Print or Type Name, Notary Public, State of Wisconsin) (Date Commission Expires) Project ID F014-2(2) This instrument was drafted by Wisconsin Department of Transportation Parcel No. 8 LEGAL DESCRIPTION AND RESTRICTIONS A non-exclusive restrictedright of direct access between the right-of-way of the highway, currently designated as STH 26/Milton Avenue, and which right of direct access interest is owned by the State of Wisconsin, Department of Transportation in land contained within the following described tract being part of the NE1/4-SE1/4 of section 18, Township 3 North, Range 13 East lying northwesterly and adjacent to the right of way line located 65 feet northwesterly of and parallel to the following described reference line: Commencing at a point on the east line of said Section 18, 1070 feet south of the east one-quarter corner; Thence N71° Thence N25°ne. Access rights were originally conveyed to the grantor in the Conveyance of Access Rights document Document 611328 in Volume 59, Page 634 recorded as , in the office of the Register of Deeds, in Rock County. Additional Restrictions : The following restrictions apply to the above non-exclusive restricted right of direct access: 1. Access is limited to Right-In/Right- 2. Access to Milton Ave Frontage Road 11 (1) to the north is limited to ingress only as shown on Exhibit A the attached site plan [ hereto]; 3. Any new access location and configuration created by GRANTEE must be first reviewed by, approved by and recorded by the GRANTOR; 4. All costs associated with the design and construction and maintenance of this access must be paid by GRANTEE; 5. GRANTOR reserves the right to require the modification, including modification to type of access, or elimination of this access in the event that traffic patterns result in constrictions or backups into the intersection with Morse Street or crash rates expectations for the function of this type of connecting highway facility or exceed other similar objective safety or function determinations or judgments made by GRANTOR; 6. GRANTEE shall pay all costs associated with the modification or removal of this access in the event that it is deemed necessary by the GRANTOR for any of the above reasons; 7. GRANTEE shall modify or eliminate this access and pay the costs associated therewith as specified by GRANTOR within 60 days of written demand by GRANTOR, unless a longer 8. GRANTEE assumes all risk of damages due to loss of access should this access be closed or modified in the future and shall not seek any compensation whatsoever from GRANTOR for such losses; 9. This conveyance is not valid until it is recorded with the Rock County Register of Deeds and returned to GRANTOR; 10. This conveyance is not valid until a corresponding and conforming permit is issued under Wis. Stat. 86.07(2) by the authority in charge of maintenance of STH 26/Milton Avenue and a certified copy of the permit provided to GRANTOR. This non-exclusive restricted right to highway access provided to GRANTEE by this instrument does not allow GRANTEE to deny other existing users access to the highway at this location whose right of access is presently reflected in any recorded instrument at the time of execution of this instrument by GRANTOR. It is the intent of this instrument that GRANTEE will work cooperatively with area developers and property owners so as not to obstruct the connection of the roadway constructed on the public access easement which runs along the property line between Lots 2 and 3 of Certified Survey Map Document 1777507 Volume 30, Page 333-342, described as follows: Part of the NE ¼. Section 18, T3N, R13E, City of Janesville, Rock Co, WI to property currently occupied by the Kwik Trip Convenience store located at 3359 Milton Avenue and the Target shopping center It is expressly intended and agreed between the GRANTOR AND GRANTEE as parties hereto that: These covenants, burdens, and restrictions are individual and personal to the GRANTEE City of Janesville and do not run with the land and do not apply to any successors or assigns of GRANTEE. They forever bind the GRANTEE; and upon breach or failure of all or any part thereof all right, title and interest in and to the above-described non-exclusive restricted right of direct access and restricted right to use the highway access shall immediately vest in the GRANTOR, State of Wisconsin, the same as if this instrument had not been given, except that GRANTEE shall remain obligated to fulfill all of the covenants, burdens and restrictions imposed with regard to modification, elimination, payment and risk of loss of access. This quit claim deed and all its covenants, burdens and restrictions are duly accepted by the City of Janesville and binding on the City of Janesville as indicated by the undersigned duly authorized official of the GRANTEE City of Janesville: FOR CITY OF JANESVILLE NAME TITLE DATE MEMORANDUM OF UNDERSTANDING  (MOU) By and Between BLM Land, LLC (BLM) and SARA Investment Real Estate, LLC (GRANTEE, DEVELOPER) and The CITY of Janesville (GRANTOR, CITY) Permitting DEVELOPER Right-in Only Access off of Highway 26 in Janesville, Wisconsin Under Certain Terms, Conditions, and Obligations BLM Land, LLC owns real property located at 3377 Milton Avenue and desires to sell the property to SARA Investment Real Estate, LLC (DEVELOPER) who proposes to develop the property and desires right-in access off of Highway 26 (Milton Avenue) to this site and project WHEREAS, BLM BLM Land, LLC property located at 3377 Milton Avenue located on the southwest corner of STH 26 (Milton Avenue) and CITY Morse Street constituting approximately 1.5 acres in the of Janesville, County of ) (See Attachment "A"); and WHEREASBLMSUBJECT PROPERTY , intends to sell the in fee simple to SARA Investment Real Estate, LLC. (hereinafte) who thereupon desires to construct a gasoline/convenience store with a restaurant (hereinafter ) and obtain right-in only access off of STH 26 (Milton Avenue) to the SUBJECT PROPERTY current Milton Avenue frontage road adjoining the to the south; and WHEREAS ) SUBJECT PROPERTY would not provide direct access to the but would provide right-in SUBJECT PROPERTY only access to the from the current north terminus of the Milton WHEREAS ) SUBJECT PROPERTY purchased the access rights for the STH 26 frontage of the WisDOTCITY several years ago; however, now has agreed to provide to the of CITY ) a jurisdictional and rights grant transfer to the to Access Point allow, maintain, and alter the if needed, subject to various conditions set WisDOTCITY forth in the quit claim deed and conveyances to the (see Attachment WHEREASWisDOTCITY , and the have entered in separate writings including, but not limited to, a certain quit claim deed and related conveyance(s) and attachments thereto WisDOT QUIT CLAIM DEED (hereinafter collectively "") that effectuate the jurisdictional and rights grant transfer and that specify the terms, conditions, obligations, Access Point responsibilities, and privileges associated with and pertaining to this , CITY and/or that subject the to current and future conditions, requirements, obligations, WisDOT QUIT CLAIM DEED and performance as set forth in the attached ; and WHEREASWisDOT , , in order to allow for the jurisdictional and rights grant transfer of Access PointCITYCITY, the to the , is requiring that the in part, engage in future traffic Access Point studies, construction, improvements, and even closure of the if warranted by a demonstrated accident history at the intersection which exceeds statewide crash rates for this type of roadway and/or as otherwise required in the conditions set forth in WisDOT QUIT CLAIM DEED the ; and WHEREAS, WisDOT WisDOT QUIT has retained certain rights and privileges in the CLAIM DEED;WisDOT QUIT CLAIM DEED and the assigns, grants, vests, and WisDOT Access Point conveys many of the rights, privileges, and authority to the CITY; and WHEREASWisDOT QUIT CLAIM DEED , said specifically enumerates restrictions CITY including, but not limited to, such as requiring the pay for traffic studies and/or SUBJECT PROPERTY close the connection on the to Morse Street or to the Milton WisDOT Avenue frontage road if determines that vehicle crash data exceeds standards CITY for similar intersections and that any costs associated be paid for by the ; and WHEREASCITYDEVELOPERBLM , the is requiring the and to enter into this separate MOU agreeing that all restrictions, requirements, limitations, obligations, conditions, WisDOTWisDOT liabilities, and current privileges outlined and enumerated by in the QUIT CLAIM DEEDBLMDEVELOPER, shall be the sole responsibility of and the and SUBJECT PROPERTY then of each and every future owner of the since this DEVELOPER/CITY MOU will be recorded and shall run with the land; and WHEREASBLMDEVELOPER, , , the and successor responsibilities, obligations, restrictions, limitations, conditions, liabilities, and privileges shall include, but are not CITYWisDOT QUIT CLAIM DEED limited to, those set forth for the in the ; and WHEREASBLMDEVELOPER, , , the and each and every successor shall pay and/or CITY reimburse to the any and all costs, expenses, fees, payments, liabilities, and CITY expenditures of any kind or nature by the directly and/or indirectly associated with, WisDOT QUIT CLAIM arising from, and/or pertaining to any provision set forth in the DEEDAccess Point and/or the including, but not limited to, reconfiguration, construction, reconstruction, maintenance, repair, closure, traffic studies, penalties, and/or mitigation to resolve traffic issues; and WHEREASCITY , the Common Council of the in open session found that accepting the Access Points right(s), privileges, conditions, responsibilities, liabilities, authority, and WisDOTWisDOT QUIT CLAIM DEED privileges from and entering into the were and CITY are of benefit to, and in the best interests of, the ; and WHEREASBLMDEVELOPER , and the have agreed to enter into this MOU with the CITYBLMDEVELOPER addressing the key points of , , and successor responsibility; and WHEREASCITY , the Common Council of the in open session found that entering into BLMDEVELOPER this MOU with , the , and all successors concerning the right(s), WisDOTWisDOT privileges, conditions, responsibilities, and authority from and the QUIT CLAIM DEEDCITY , are of benefit to, and in the best interests of, the ; and WHEREASWisDOT , the acceptance of the conveyed and granted right(s), privileges, responsibilities, conditions, obligations, and liabilities is not conditioned upon BLMDEVELOPER nor subject to the entry into this and MOU; and WHEREAS , by signing below, Terry McGuire represents and certifies that he is empowered to fully bind each and every of the other general, managing, and limited BLM partner members of ; and WHEREAS , by signing below, Eric Schwartz represents and certifies that he is empowered to fully bind each and every of the other general, managing, and limited DEVELOPER partner members of the ; and WHEREAS , by signing below, the Janesville City Manager and City Clerk-Treasurer CITY represent and certify that they are jointly and severally empowered to bind the , pursuant to duly adopted Resolution No. 2011- 789; and Now, therefore, for the good and valuable consideration of the rights, interests, privileges, responsibilities, and benefits flowing and inuring to each party hereto from this MOU, the sufficiency of which is hereby acknowledged by all parties hereto, the CITY, BLM,DEVELOPER and the hereby acknowledge, understand, agree, promise, and enter into this MOU, especially agreeing to the following conditions for using said ACCESS POINTS , as follows: Each of the above recitals is reiterated and incorporated herein by reference as if 1. fully set forth verbatim.  Lawfully adopted Janesville Common Council File Resolution No. 2011-789 2. is reiterated and incorporated herein by reference as if fully set forth verbatim.  ACCESS POINT To ensure that the public safety is facilitated at the for the 3. DEVELOPMENTSUBJECT PROPERTY access drive and into the and , the CITY, BLM,DEVELOPER and agree to and shall limit access off of STH 26 (Milton Avenue) as right-in only.  CITYBLMDEVELOPER The , , and agree to and shall limit access to Morse 4. Street as set forth below.  Each and every restriction, obligation, condition, requirement, promise, and 5. WisDOT QUIT CLAIM DEED privilege set forth in the and related conveyance(s) CITY and documents to the are reiterated and incorporated herein by reference as if fully set forth verbatim AND become the sole obligations, responsibilities, BLMDEVELOPER conditions, requirements, and privileges with which , the , and each and every of their respective joint and several heirs, successors, and assigns, shall and must comply at all times in all ways.  All restrictions, requirements, limitations, obligations, and liabilities outlined and 6. WisDOTWisDOT QUIT CLAIM DEED herenceforth enumerated by in their BLMDEVELOPER, shall be the sole responsibility of and the and each and every of their respective heirs, successors, and assigns, such that each of them SUBJECT PROPERTY and then of each and every future owner of the is so responsible.  This MOU shall be recorded and shall run with the land.  7. BLMDEVELOPERSUBJECT PROPERTY The , , and successor owner 8. responsibilities shall include, but not be limited to, the payment and/or CITY reimbursement to the of any and all costs, expenses, fees, payments, liabilities, and expenditures of any kind or nature by the CITY directly and/or indirectly associated with, arising from, and/or pertaining to the Access Point including, but not limited to, reconfiguration, construction, closure, traffic studies, and/or mitigation to resolve traffic issues; and  BLMDEVELOPER , the , and each and every of their respective joint and several 9. heirs, successors, and assigns, shall at all times in all ways indemnify, save, and CITY hold harmless, and repay and reimburse to the , within five (5) days of CITY invoicing from the , any and all costs, fees, expenses of whatever kind or CITY nature paid, expended, or incurred by the arising from and/or pertaining to WisDOT QUIT CLAIM DEEDAccess Point, the , and/or this MOU.  BLMDeveloper and and each of their respective successors and assigns as fee 10. Subject Property simple owners of the shall cease to have further liability under this MOU with respect to facts or circumstances first arising after the party has Subject Property transferred its fee simple interest in the , except, however, for CITY The shall monitor traffic flow and crash rates at the connections of the 11. Milton Avenue Frontage Road to STH 26 (Milton Avenue) and Morse Street. If WisDOT crash rates in the areas of these connections meet or exceed the DEVELOPER statewide crash rate for similar connections, the or the owner of SUBJECT PROPERTY the may be required to close or remove any access onto SUBJECT PROPERTY the adjacent to and from the Milton Avenue frontage road and Morse Street.  Any and all costs associated with traffic or engineering studies and the costs of 12. SUBJECT PROPERTY removing or closing the access points onto the adjacent to the Milton Avenue frontage road and Morse Street shall be paid by the DEVELOPERSUBJECT PROPERTY or the then owner of the .  CITY If and/or when the has determined the need for a traffic study to examine 13. ACCESS POINT crash rates at or near the and that traffic study has indicated WisDOTDEVELOPER that the crash rate threshold has been exceeded, or the SUBJECT PROPERTY owner of the shall comply with any and all deadlines set CITY by the for compliance.  The covenants, burdens and restrictions shall run with the land and shall forever 14. DEVELOPER SUBJECT PROPERTY bind the or owner of the CITY and assigns; and upon breach or failure of all or any part thereof, the may bring an action in the courts of this state to enforce said restriction, and shall recover in any such action its costs and expenses of enforcing the restriction BLM including, but limited to, actual attorney and expert fees and time, from , the DEVELOPERSUBJECT PROPERTY , subsequent owners, and their respective heirs, successors, and assigns, trustees, personal representatives, or administrators.  CITY The Administration will make sincere, good faith effort to work cooperatively 15. with area developers and property owners so as not to obstruct the connection of the roadway constructed on the public access easement which runs along the property line between Lots 2 and 3 of Certified Survey Map Document 1777507 Volume 30, Page 333-342, described as follows: Part of the NE ¼. Section 18, T3N, R13E, CITY of Janesville, Rock Co, WI., to property currently occupied by the Kwik Trip Convenience store located at 3359 Milton Avenue and the Target shopping center.  This MOU is effective on the date the document is duly executed by all 16. signatories. This MOU will be null and void if not duly executed by all signatories by noon, June 1, 2011.   SARA INVESTMENT REAL ESTATE, LLC CITY OF JANESVILLE   By: By:  Eric Schwartz Eric J. Levitt, City Manager   Dated:  By:  Jean Ann Wulf, City Clerk-Treasurer  BLM LAND, LLC  Dated:  By:  Terry McGuire   Dated:    State of Wisconsin ) ) ss. Dane County ) On the above date, this instrument was acknowledged before me by the named person(s) or officers, Eric Schwartz. (SEAL) (Signature, Notary Public, State of Wisconsin) (Print or Type Name, Notary Public, State of Wisconsin) (Date Commission Expires) State of Wisconsin ) ) ss. Rock County ) On the above date, this instrument was acknowledged before me by the named person(s) or officers, Terry McGuire. (SEAL) (Signature, Notary Public, State of Wisconsin) (Print or Type Name, Notary Public, State of Wisconsin) (Date Commission Expires) State of Wisconsin ) ) ss. Rock County ) On the above date, this instrument was acknowledged before me by the named person(s) or officers, Jean Ann Wulf, City Treasurer. (SEAL) (Signature, Notary Public, State of Wisconsin) (Print or Type Name, Notary Public, State of Wisconsin) (Date Commission Expires) State of Wisconsin ) ) ss. Rock County ) On the above date, this instrument was acknowledged before me by the named person(s) or officers, Eric J Levitt, City Manager. (SEAL) (Signature, Notary Public, State of Wisconsin) (Print or Type Name, Notary Public, State of Wisconsin) (Date Commission Expires)  The CITY of Janesville by Resolution No. 2011-789 agrees to the obligation under this MOU.