Canada M4C 5R1

February 10, 1998

To: East York Community Council

From: Richard Z. Tomaszewicz

East York Commissioner of Development Services

Subject: Authority to Enter into Subdivision and Pre-Servicing Agreements - 870 Pape Avenue

Purpose:

This report seeks the permission to enter into a subdivision agreement and a pre-servicing agreement with the owners of 870 Pape Avenue.

Source of Funds:

Not applicable.

Recommendations:

That the East York Community Council recommend to the Toronto City Council that the municipality execute a subdivision agreement, substantially in the form set out in Appendix AA@ of this report, and to enter into a pre-servicing agreement with the owners of 870 Pape Avenue.

Background:

The property at 870 Pape Avenue received a variety of planning approvals in the summer of 1997 to permit the construction of 78 semi-attached and townhouse housing units on a new plan of subdivision. As part of the approvals process, East York Council approved the conditions of draft plan approval for the plan of subdivision. A subdivision agreement with the owners of the property is required, in order to implement the draft plan conditions.

Comments:

As part of the subdivision approval process, agreements between the municipality and developers are made in order to protect municipal interests. A draft subdivision agreement for 870 Pape Avenue is attached as Appendix AA@ to this report. In addition to the matters addressed in the draft agreement, there will be additional schedules attached to the final agreement with respect to requirements resulting from the City Engineering staff review.

The developers have also requested the municipality for permission to begin construction of the roads, sewers, water etc. to service the site, prior to the completion of a subdivision agreement. This is a common practice in the development of subdivisions. Normally the municipality enters into a "pre-servicing" agreement with the developer in order to protect municipal interests.

Conclusions:

Council, through the recommendations of the East York Community Council should give authority for the municipality to enter into a subdivision agreement and a pre-servicing agreement with the owners of 870 Pape Avenue.

Contact Name:

David Oikawa, Director of Planning - Borough of East York

Phone - 778-2049

Fax - 466-9877

email - doikawa@borough.eastyork.on.ca

Respectfully submitted,

Richard Z. Tomaszewicz

East York Commissioner of Development Services

C:\My Documents\Reports to Council\870 pape version 2.wpd

Appendix A

"A" Legal Description of the Lands

"B" Approved reduced copy of the proposed Plan

"C" Description of approved Plans and Specifications

"D" Special Conditions re Construction of Services

"E" Restricted Lots requiring site plan approval

"F" Special conditions re Lots

"G" Cost Estimate of Works and Special Works

"H" Levies, fees, assessments and charges payable before registration of the Plan

"I" Conveyances and Easements

"J" Parks and Open Spaces

"K" Schedule of Phases

"L" Model Homes

"M" Dimensions of Lots and Blocks

"N" Special Warnings and Notices

Note: The above-noted description is not meant to be exhaustive, and is only a general description of some of the components to be contained in the Schedules. The City reserves the right to add, delete, alter, or amend the Schedules in accordance with its requirements.

SUBDIVISION AGREEMENT

THIS AGREEMENT made this ** day of **, 199**.

BETWEEN:

OF THE FIRST PART,

- and -

(hereinafter called the "City")

OF THE SECOND PART,

- and -

**

(hereinafter called the "Mortgagees")

OF THE THIRD PART.

WHEREAS the Developer warrants and represents that he is the owner of the lands and premises described in Schedule "A" attached hereto (hereinafter referred to as the "Lands");

AND WHEREAS the Developer has applied to the appropriate governmental authorities and agencies for approval of a registered plan of subdivision with respect to the Lands pursuant to the provisions of the Planning Act, as amended, a proposed copy of the said plan of subdivision being attached hereto as Schedule "B" (hereinafter referred to as the "Draft Plan");

AND WHEREAS the Developer warrants and represents that there are no encumbrancers of the Lands, save and except the Mortgagees herein;

AND WHEREAS this Agreement is entered into pursuant to the provisions of Subsection 51(26) of the Planning Act, as amended.

NOW THEREFORE THIS AGREEMENT WITNESSETH that in consideration of the covenants herein contained and other good and valuable consideration and the sum of ONE DOLLAR ($1.00) of lawful money of Canada now paid by each of the parties hereto to each of the other parties hereto (receipt whereof is hereby acknowledged) the parties hereto hereby covenant, promise and agree with each other as follows:

1.01 "Additional Works" means any Works or Special Works not specifically referred to in this Agreement, the schedules hereto or in the Plans and Specifications;

1.02 "Certificate of Completion" shall have the meaning attributed thereto in Sections 4.08, 8.00, and 11 hereof;

1.03 "City Engineer" means a person or firm designated by the City for this purpose;

1.04 "City Solicitor" means a person or firm designated by the City for this purpose;

1.05 "construct" shall mean construct, install, complete and maintain;

1.06 "constructed" shall mean constructed, installed, completed and maintained;

1.07 "construction" shall mean construction, installation, completion and maintenance;

1.08 "Consulting Engineer" means a competent professional engineer or firm of engineers employed by the Developer and skilled and experienced in municipal work and land development projects and registered with the Association of Professional Engineers of Ontario, possessing a current certificate of authorization to practice professional engineering as required by the Professional Engineers Act;

1.09 "Developer" means the registered owner of the Lands at the execution of this Agreement and all successors in title to such registered owner;

1.10 "Draft Plan" shall have the meaning attributed thereto in the second recital of this Agreement;

1.11 "Final Acceptance" shall have the meaning attributed thereto in Section 11;

1.12 "Geodetic Bench Mark" shall have the meaning attributed thereto in Section 4.18;

1.13 "Grade Control Plan" shall have the meaning attributed thereto in Section 7;

1.14 "Lands" shall have the meaning attributed thereto in the first recital of this Agreement;

1.15 "Laws" means any federal, provincial or municipal statute, regulation, by-law, order, ordinance, rule, policy or resolution;

1.16 "Lot" shall mean any lot or block within the Plan;

1.17 "Maintenance Period" shall have the meaning attributed thereto in Section 17.00;

1.18 "Plan" means a plan of subdivision for the lands based on the Draft Plan and registered pursuant to the provisions of the Planning Act, as amended;

1.19 "Plans and Specifications" means all plans and specifications referred to in Schedule "C" and any other plans and specifications which may be required pursuant to paragraph 3.0 of this Agreement;

1.20 "Resident Supervision" means a degree of service much greater than is normally provided under contract administration by the Consulting Engineer, and shall require the placement of competent personnel, including supervisory, inspection and layout staff, on the project in order to provide continuous service during all phases of construction of the Services;

1.21 "Services" means all services which may be required to fully service the Lands and any lands adjacent thereto in conjunction with the Lands, whether municipal services or services of a nature or kind that are not deemed to be municipal services, and without limiting the generality of the foregoing, shall include roads, curbs, gutters, sidewalks, storm sewers, sanitary sewers, private sewage disposal systems, water system, drainage works, swales, grading, landscaping, sodding, seeding, erosion control works, street lighting, fencing, signage, and all services, works, facilities and matters incidental thereto or in connection therewith, or necessary to complete any and all of the foregoing and shall be deemed to include Works, Special Works and Additional Works;

1.22 "Special Works" means Services on lands other than the Lands;

1.23 "Structure" means a building or structure of any kind whatsoever, including any dwelling or building governed by the Building Code Act, R.S.O. 1990, c. B.13, as amended;

1.24 "third party" or "third parties" mean any person, firm or corporation not a party to this Agreement;

1.25 "Works" means Services within the Lands.

2.00 The Developer shall construct the Works and Special Works described in this Agreement, together with all Additional Works required to be constructed in conjunction therewith, or in addition thereto, as may be determined by the City Engineer in accordance with the provisions hereof, and in compliance with all Laws, it being understood and agreed that the Works and Special Works enumerated or referred to in this Agreement or the schedules thereto shall not be the only works required to be constructed by the Developer.

3.00 All Services shall be constructed in accordance with the Plans and Specifications approved by the City Engineer. Approval by the City Engineer shall be deemed not to have been given if the Plan has not been registered or if the Plans and Specifications do not comply with all applicable Laws. The Plans and Specifications referred to in Schedule "C" and any other Plans and Specifications approved by the City Engineer may be amended from time to time, provided such amendments are made on or noted on the approved copies, and such amendments shall not be in effect unless approved by the City Engineer. All Plans and Specifications, and any other plans or drawings required pursuant to this Agreement of any kind whatsoever, shall be prepared and submitted in accordance with "Design Criteria and Standard Detail Drawings" as adopted from time to time by the City and any elevations on any Plans and Specifications or any other plans required pursuant to this Agreement shall refer and relate to the Geodetic Bench Mark as referred to therein.

4.00 The Developer shall not commence construction of any Services unless:

4.01 If construction of the Services has not been commenced within twelve (12) months after the approval of the Plans and Specifications, or if after commencement, work is interrupted for a period exceeding thirty (30) days and prior approval for such interruption of work has not been obtained from the City Engineer, the City may cause the City Engineer to revoke its approval of the Plans and Specifications. In the event of the revocation of such approval, the City may require the resubmission of Plans and Specifications in accordance with the then current standards and requirements of the City and other governmental agencies or authorities.

4.02 The Developer shall complete all Services herein referred to or required pursuant to this Agreement within two (2) years after the date of the registration of the Plan. Failure to fully complete all Services within that period of time shall be deemed to be a default of the Developer pursuant to the terms of this Agreement, and the City shall be entitled to avail itself of all remedies contained herein with respect to such default. Without limiting the generality of the foregoing, the City may require that the Developer ceases and desists from doing any further work on the Lands or pursuant to this Agreement, and the Developer hereby agrees to stop work if it receives notice to do so. The aforesaid Agreement to stop work refers to any and all construction of any nature or kind whatsoever in connection with the Lands, including the construction of houses or other buildings or structures on the lands, subject to Schedule "L".

4.03 The Developer shall construct all Services in accordance with the special conditions contained in Schedules "D", "E", "F" and "J" attached hereto. The Developer hereby agrees to construct the Services in accordance with the Schedules and to comply with all of the requirements contained in the said Schedules.

4.04 Notwithstanding the aforesaid, the City Engineer shall be permitted to schedule the construction of all Services in such order and in such priority as the City Engineer in the City Engineer's sole discretion deems advisable, and the Developer hereby agrees to abide by such scheduling as the City Engineer may from time to time direct, provided, however, that it is intended hereby that the scheduling submitted in accordance with Section 4.00(e) shall govern wherever possible.

4.05 If at any time and from time to time during the construction of the Services, the City Engineer is of the opinion that Additional Works are required to adequately provide for any of the Services referred to, or to properly service the lands or to provide for the best interest of the City and its inhabitants, the Developer shall construct such Additional Works as the City Engineer in writing directs. All Additional Works shall be constructed by the Developer in the same manner as if the same had been Works or Special Works, and without limiting the generality of the foregoing, such Additional Works shall be designed by the Consulting Engineer at the Developer's expense in accordance with criteria and standards set by the City Engineer and the design and construction of such Additional Works shall be subject to the approval of the City Engineer. Provided however the completion of Additional Works shall be on or before a date to be specified by the City Engineer, and shall in any event be completed expeditiously.

4.06 The Developer shall not connect any Services to existing municipal services without the prior written approval of the City Engineer.

4.07 All construction of Services shall be performed under the supervision of the Consulting Engineer, and in the event the Developer fails to employ such consulting Engineer, or the Consulting Engineer fails to provide the services enumerated in Section 5 hereof, the City may order the cessation of the construction of Services by the Developer and the Developer hereby agrees to cease and desist from any further construction of Services upon a written notice to that effect.

4.08 The construction of Services shall be deemed completed only upon the issuance of a Certificate of Completion by the City Engineer and Final Acceptance by the City in accordance with the terms of this Agreement.

4.09 No pavement shall be placed upon the streets, or sidewalks or curbs poured until compaction tests have been carried out upon the sub-grade and upon the granular base course by the City, and such pavement shall be placed upon the streets, and concrete shall be poured for sidewalks and curbs within a time period and in accordance with such conditions as specified by the City Engineer after the City Engineer has received, reviewed and approved such tests. The Developer shall reimburse the City for such tests.

4.10 The Developer shall raise or lower all valves, hydrants, water boxes, catch basins, manholes and any other Services to the final grade to the satisfaction of the City Engineer.

4.11 The Developer shall maintain the gravel and stone base or the asphalt in a useable condition for vehicular traffic and shall control dust to such a level acceptable to the City Engineer, and, until such time as the roads have been assumed by the City, the Developer shall repair any roadway forthwith after having been given notice by the City Engineer to make repairs. The Developer shall construct all streets that are connected to existing streets and roadways in such a manner as to provide a proper connecting link, including a transitional section. All debris and mud shall be removed promptly from all streets, including existing streets connected to such streets during and after construction. All street signs shall be posted (including the posting of temporary signs) as required by the Plans and Specifications and as directed by the City Engineer. The Developer shall reimburse the City for signs at all access points from existing streets to the Lands to advise the public of the current status of the road allowances within the Lands and the cost of the maintenance and replacement thereof if deemed necessary by the City Engineer.

4.12 In the event the Developer has commenced work on the Services, but before the Services have been given final acceptance by the City pursuant to the provisions of this Agreement, and any of the Services fail to function, or do not function properly, or are constructed in such a manner as to cause damage or pose a threat of damage of any nature or kind whatsoever, and in the sole opinion of the City Engineer, rectification or action is required to prevent damage or hardship to persons or property, the Developer shall, upon the written instructions of the City Engineer, do all acts and things as are required by the City Engineer to rectify the condition. In the event the condition as aforesaid is an emergency, or immediate rectification is required, then the City may take such action and do all such acts and things as are considered necessary and advisable in the place and stead of the Developer, and the Developer shall reimburse the City for any and all expenses incurred, whether directly or indirectly by the City, in connection with the same.

4.13 The City reserves the right to designate points of ingress and egress to the Lands for any purpose whatsoever until Final Acceptance. The Developer shall, at the Developer's expense, erect permanent type barricade in accordance with such specifications and at such locations as the City Engineer may in writing direct. If for any reason whatsoever, any person, firm or corporation, their servants and agents, or any unauthorized persons (including trespassers) damage or leave debris or mud in, under, upon or over any of the Services, whether by misadventure, inadvertence, lack of knowledge, intentionally or otherwise, the Developer shall forthwith repair any such Services and remove any debris or mud as the City Engineer may in writing direct.

4.14 The Developer shall maintain the Lands in a tidy condition and free from the accumulation of waste products and debris and shall cut all grasses and weeds at any time and from time to time to prevent growth in excess of fifteen (15) centimetres in height. When all work is substantially performed pursuant to this Agreement, the Developer shall remove the Developer's surplus products, tools, construction machinery, equipment, waste products and debris from the Lands, including any waste products and debris on the Lands caused by third parties. Notwithstanding the presence of successors in title to the original developer or third parties on the Lands, the Developer shall at all times continue to be responsible for maintaining the Lands in a tidy condition and free from the accumulation of waste, and the Developer shall remove or cause the removal of any waste products or debris from the Lands and Services or cut grasses and as aforesaid when requested to do so in writing by the City Engineer. The Developer shall be released from this obligation on a lot-by-lot basis only after the unconditional occupancy certificate is issued for the lot.

4.15 Defective work, whether the result of poor workmanship, use of defective products or damage through carelessness or other act of commission or omission of the Developer, and whether incorporated in the Services or not, which has been rejected by the City Engineer as failing to conform with the intent of this Agreement or the standards of the City, shall be removed promptly and replaced or repaired promptly in accordance with the directions of the City Engineer.

4.16 The City, the City Engineer and their respective servants and agents or representatives shall at any and all time have access to the Lands for any purpose whatsoever in connection with this Agreement and the Developer hereby grants the aforementioned right of access.

4.17 If the Developer covers or permits to be covered work that has been designated for special tests, inspections or approvals by the City Engineer before such special tests, inspections or approvals have been made, given or completed, the Developer shall, if so directed by the City Engineer, uncover such work, have the inspection or test satisfactorily completed and make good such work at the Developer's expense. The City Engineer may order any part or parts of the Services to be specially examined should he believe that such work is not in accordance with the requirements of this Agreement. If, upon examination such work is in the opinion of the City Engineer found not in accordance with the requirements of this Agreement, the Developer shall correct such work and regardless of any finding as aforesaid the Developer shall pay all expenses in connection with the provisions of this clause.

4.18 The Developer shall establish a monument as a permanent Geodetic Bench Mark within the Plan in a location and in such manner as approved by the City Engineer. Such monument shall be preserved and maintained by the Developer, and if necessary, the Developer shall, at the request of the City Engineer, establish such additional monuments for Geodetic Bench Marks as the City Engineer may require.

5.00 The Developer shall employ a Consulting Engineer to:

5.01 The employment of the Consulting Engineer by the Developer shall be confirmed to the City in a written letter of undertaking signed by the Consulting Engineer, acknowledging that he is aware of the terms of this Agreement and undertaking to provide the City with thirty (30) days' notice before withdrawing his services.

5.02 In the event the Consulting Engineer fails to provide services in accordance with the contract with the Developer as herein provided, or in accordance with the terms of this Agreement, or should the Consulting Engineer withdraw his services for the Developer, such failure or withdrawal shall be deemed to be a default pursuant to this Agreement.

6.00 The City may, at its option, require other consultants to assist the City Engineer, or otherwise supervise, inspect, or submit reports to the City, and the Developer shall pay for the cost of such additional consultants. If during the construction of the Services, the City Engineer or the City deems it necessary to revise or alter the Plans and Specifications, the Developer shall cause its Consulting Engineer to revise the same and submit such revisions to the City Engineer for approval. In such event, all Services shall be constructed in accordance with such approved revised Plans and Specifications.

6.01 The Developer shall, at all times and from time to time, at the Developer's expense, furnish all reasonable aid and assistance to the Consulting Engineer, the City Engineer and any other consultant, inspector or inspection firm in connection with this Agreement, the Services, the Plan, or the Lands, including all necessary testing and inspection of material and methods as may be required by the Consulting Engineer, the City Engineer, inspector or inspection firm, including the provision of reasonable facilities for the inspection of any materials and workmanship, and, when required, the provision of samples for testing. All tests required as aforesaid, shall be carried out in accordance with the specifications of the person requesting such test, and shall be performed at the cost of the Developer. Notwithstanding any inspection that may be carried out by the City Engineer, or any inspector or inspection firm on behalf of the City, the failure of the City Engineer or the said inspector or inspection firm to condemn or object to any defective work or material shall not constitute a waiver of any specification or the approval or acceptance of any defective work or material, and the Developer shall remain responsible for all and any work done or required to be done in accordance with the terms of this Agreement, including the repair or replacement of any defective work or material, at the Developer's sole cost and expense. In the event the City Engineer has required any quantitative or qualitative test for any purpose whatsoever as a precondition of any further construction, the Developer shall not construct such Services for which the test is required until such test has been received, reviewed and approved by the City Engineer and has issued an order in connection therewith. Such order may specify such work and in what manner it should be done, and may be subject to conditions and may specify that such work is to be completed within a specified time period, and the Developer shall comply with all terms of such order.

7.00 The Developer agrees that prior to the application for any building permit for any Structure on the Plan, it will prepare and have approved by the City Engineer a Grade Control Plan for all Lots. The Grade Control Plan shall show all details required by the City Engineer, and without limiting the generality of the foregoing, shall show:

7.01 The Developer agrees to operate a grade control program to the satisfaction of the City Engineer to ensure that all proposed development on the Lands conforms with the intent of the approved Grade Control Plan. In the event, in the opinion of the City Engineer, the Developer is not conforming with the Grade Control Plan, the City Engineer may issue a work order specifying what changes, alterations, or corrections the Developer is required to make. Failure to make such changes, alterations or corrections forthwith upon demand, or within a period of time prescribed by the City Engineer, shall be deemed to be default by the Developer under the terms of this Agreement.

7.02 All Lots and all lands owned by the Developer abutting the Lands shall be graded to drain in accordance with the Grade Control Plan. Until the roads laid out according to the Plan have been expressly assumed by the City as part of the City road system, the Developer shall provide adequate drainage of the surface water from the Lands. The Developer shall construct all Services in such a manner that no damage shall result by reason of the drainage therefrom or in connection therewith to persons other than the Developer or to property owned by persons other than the Developer. For the purposes of this clause, "persons other than the Developer" shall include successors in title to the Developer. The Developer shall grant and convey or cause to be granted and conveyed any and all easements required for drainage purposes herein referred to or as may be required from time to time in the discretion of the City Engineer. If Services are to be constructed to drain the Lands through lands other than the Lands, all such Services shall be designed in a sufficient size for the drainage requirements of an overall drainage area to be determined by the City Engineer.

7.03 The Developer shall provide that all foundation weeping tiles of any Structure constructed on the lands shall be connected to a storm sewer system or drainage system or otherwise constructed in such a manner to be approved by the City Engineer.

7.04 The Developer shall upon request of the City Engineer, take such erosion control measures and construct such erosion control works as the City Engineer may in writing direct. Such erosion control measures may, without limiting the generality of the foregoing, include:

(a) temporary sodding or seeding;

(b) temporary grading measures;

(c) use of barriers, fencing and embankments;

(d) permanent planting, seeding, or sodding;

(e) use of rip-rap or other similar methods;

(f) construction of culverts, drains and spillways;

(g) sedimentation ponds, retention ponds, detention ponds or siltation ponds.

8.00 The Developer covenants and agrees to keep in a proper state of repair and operation all Services for a minimum period of two (2) years from the date of the issuance of the Certificate of Completion for such Services, and in any event until Final Acceptance thereof.

8.01 Without limiting the generality of any of the foregoing, the Developer hereby agrees during the maintenance period and until Final Acceptance as follows:

Provided however, the City may in its sole discretion perform this obligation for or on behalf of the Developer, and in doing so charge the Developer a fee based on rates established by the Ministry of Transportation for such work. The City shall not be responsible for any damage to Services as a result of this work, and in the event the City damages its equipment as a result of any breach of the Developer of the terms of this Agreement, the Developer shall pay all costs and expenses for the repair or replacement of such equipment. Nothing herein shall be construed as maintenance by the City for the purposes of creating any statutory duty on the City for the maintenance of public highways or with respect to the assumption of the roadways as public highways, it being understood and agreed that the City status in this capacity is as a sub-contractor or agent of the Developer and not as a municipality.

8.02 If during any maintenance period provided herein, in the opinion of the City or the City Engineer, the Developer is not adequately performing its obligations pursuant to this Agreement, or such obligations are not being performed expeditiously or in the best interests of the City, the City may, without prior notice to the Developer, enter upon the lands and repair, replace or otherwise obtain the Services at the Developer's expense.

9.00 The City may refuse the issuance of a building permit for any Structure on any Lot, if:

(j) the City Solicitor has not certified that the Plan has been registered and that all easements and conveyances required to be conveyed pursuant to this Agreement have been received in satisfactory form and have been registered and that the title with respect to any conveyance is free and clear of any liens or encumbrances and in the case of easements is not subordinate to any liens or encumbrances;

(k) all dead trees on the Lands have not been removed;

(l) a curb cut has not been made at the approved location for a driveway to the Lot in a manner and at a location approved by the City Engineer and the remaining curb and gutter have not been constructed in accordance with the requirements of the City Engineer. If deemed necessary by the City or the City Engineer, the applicant for a building permit shall pay a curb deposit at the time of the issuance of the building permit in an amount and on such terms as determined by the City;

(m) a letter of credit has not been provided to the City, in form satisfactory to the City Solicitor and Treasurer, providing security in the amount of $ as security at the rate of $5,000.00 per Lot, up to a total of Lots, for compliance with the provisions of Section 10 hereof. The City acknowledges that it is prepared to waive the necessity of a separate letter of credit for this sum at the time the letter of credit is provided as set out in Schedule "G" solely on the understanding that the said sum of $ shall be covered within said letter of credit at such time as the Developer would have been entitled otherwise to a reduction in said letter (i.e. the letter of credit shall not be reduced in this amount upon completion of the first $ of work or services). The letter of credit shall be reduced at the rate of $5,000.00 per Lot upon the issuance of unconditional occupancy certificates for each of the last ten lots in the Plan to be sold;

(n) all letters of credit have not been provided by the Developer;

(o) all applicable Laws have not been complied with; or

(p) a letter of credit has not been provided to the City, in a form satisfactory to the City Solicitor, providing security in the amount of $ as security at the rate of $2,000.00 per Lot for Lots, for compliance with the provisions of Schedule "D" relating to the grading and sodding of Lots. The City acknowledges that it is prepared to waive the necessity of a separate letter of credit for this sum at the time the letter of credit is provided as set out in Schedule "G" solely on the understanding that the said sum of $ , together with the sum set out in subsection 9.00(n) (totalling $ ) shall be covered within said letter of credit at such time as the Developer would have otherwise been entitled to a reduction in said letter (i.e. the letter of credit shall not be reduced in this amount upon completion of the first $ of work or services). The letter of credit shall be reduced, as regards this $ , at the rate of $2,000.00 per Lot upon the issuance of unconditional occupancy certificates for each of the Lots in the Plan.

10.00 The Developer hereby agrees that no structure erected on any Lot shall be occupied for any purpose whatsoever unless an "occupancy certificate" has been issued by the City, to permit occupancy of such Structure, and such occupancy certificate may provide:

10.01 The Developer hereby covenants and agrees to advise any purchaser of any Lot of the requirement pertaining to occupancy certificates as herein contained, and hereby further covenants and agrees that in any agreement whereby the Developer purports to sell, convey, transfer, assign, lease or otherwise deal with any Lot, the Developer shall obtain an acknowledgment from the other party to such an agreement that such other party is aware of the provisions of this Agreement pertaining to occupancy certificates. In the event the Developer does not obtain such an acknowledgment, the Developer shall be deemed to be in default pursuant to the terms of this Agreement. The Developer, forthwith after receipt of a copy of such an acknowledgment shall file a true copy thereof with the City Solicitor.

10.02 The City may refuse to issue an occupancy certificate if:

11.00 The City may accept all or a part of the Services as completed upon the issuance of a Certificate of Completion and after the expiry of all Maintenance Periods provided herein, and the City may refuse to accept all or a part of the Services unless:

11.01 Upon the City being satisfied that all of the Services required to be constructed pursuant to this Agreement have been constructed in compliance therewith, and that such Services are able to perform the function for which they were intended to be constructed, and upon the termination of the guarantee or Maintenance Periods, and upon maintenance of the said Services having been carried out to the satisfaction of the City Engineer, and upon compliance with all Laws, and upon the City having considered this Agreement and all of the terms and conditions contained herein, and upon a By-law of Council of the City to the effect that the City is prepared to accept all or part of the Services being enacted, then the City may in writing indicate such Final Acceptance of such services whereupon:

11.02 Notwithstanding any actions of the City prior to Final Acceptance as aforesaid, no Services shall be deemed assumed by the City for any purpose whatsoever. The Developer shall at all times be liable for the performance and maintenance of such Services until Final Acceptance thereof.

12.00 Prior to the commencement of construction of any of the Works and Services (including any grading), the Developer shall provide the City with an amount payable in cash or by certified cheque being not less than 100% of the total cost as determined by Schedule "G" attached hereto, which shall be held by the City as security for the obligations of the Developer pursuant to any of the provisions of this agreement. If in the opinion of the City at any time and from time to time, such amounts are insufficient, such amounts may be increased, and the Developer shall pay such additional sum as may be required as a result of such increase. In determining the sufficiency of the amount, regard need not be placed solely to the particulars outlined in Schedule "G" attached hereto, but the total cost of satisfying all of the obligations of the Developer pursuant to any of the provisions of this Agreement. The City may accept an irrevocable letter of credit drawn on a chartered bank of Canada acceptable to the City in lieu of such total cash amounts referred to in Schedule "G" attached hereto and such additional amounts as determined by the City, provided such letter of credit shall be in a form acceptable to the City Solicitor and Treasurer and contain the following provisions:

12.01 All reductions on the letter of credit shall be in the sole discretion of the City and the City shall not be obligated to reduce the letter of credit by any amounts based on actual work performed by the Developer.

12.02 In the event the Developer fails to provide sufficient cash or a letter of credit as required pursuant to the provisions of this Agreement, such failure shall be deemed to be a substantial default pursuant to provisions of this Agreement and such default shall enable the City to realize on all or a part of the Lands secured by this Agreement in the same manner as if the City was enforcing its rights as a mortgagee against such lands.

12.03 Prior to the registration of the Plan (or at any time set out in Schedule "H", whichever is later), the Developer shall pay to the City in cash or by certified cheque the total amount of such levies, fees, deposits, assessments and charges more particularly set out in Schedule "H" attached hereto. In the event any of the fees and charges are estimated, the City shall account to the Developer for such fees and charges when they are actually incurred, and if additional monies are required with respect to such fees and charges, the Developer shall pay such fees and charges forthwith to the City.

13.00 The Developer hereby agrees to convey or cause to be conveyed those lands and premises more particularly set out in Schedule "I" attached hereto to such grantees as the City may direct and in such form and manner acceptable to the City Solicitor. If the conveyance is to be made in fee simple, such conveyance shall be for good and marketable title to the lands to be conveyed, free and clear of all liens and encumbrances. If the conveyance is by way of easement, the form of the conveyance shall be acceptable to the City Solicitor, and the grantee shall acquire good and marketable title to the easement free and clear of all liens and encumbrances, or in the alternative, any encumbrancer affecting the lands being subject matter of the easement shall postpone and subordinate its interest in favour of the grantee on such terms and in such form approved by the City Solicitor. All conveyances, whether in fee simple or for easements, shall be made at the Developer's expense, and the Developer shall reimburse the City for any and all costs and expenses incurred by the City, whether directly or indirectly for the aforesaid.

13.01 In addition to the conveyances and easements described in Schedule "I" attached hereto, if in the opinion of the City additional easements or conveyances are required in connection with or to facilitate the Services, then upon request, the Developer shall convey or cause to be conveyed such additional lands or easements on the same terms and conditions as if the same had been included in Schedule "I" attached hereto, provided such request for any additional land or easement required to be conveyed to the City shall not include any of the Lands covered by any Structure, and provided further, any request for a conveyance of any part of the Lands in fee simple shall be limited to the obligation of the Developer hereunder and shall not be binding on any Purchaser of any Lot on which a dwelling has been erected.

13.02 The Developer hereby agrees that the Developer shall obtain from any purchaser of the Lands, or any part thereof, or of any Lot, a covenant to grant on any Part of the Lands not covered by any Structure such additional easements required for utility or drainage purposes by the City as the City may in writing advise. Notwithstanding the aforesaid, registration of this Agreement on title to the Lands shall be deemed to be binding on all successors in the title to the Developer.

13.03 The Developer hereby agrees that in any agreement for the sale, conveyance, or other disposition of any Lot or any part of the Lands to another person or corporation, the Developer shall obtain from such person or corporation a covenant for a right of entry for a period of twenty (20) years from the date of such conveyance for drainage and grading purposes. Notwithstanding the aforesaid, registration of this Agreement on title to the Lands shall be deemed to have the effect of such reservation and shall be binding on all successors in title to the Developer.

13.04 All conveyances referred to in this section shall be at the expense of the Developer and the Developer shall provide all reference plans requested by the City Solicitor in connection with such conveyances.

13.05 The Developer shall not use any of the lands or easements conveyed pursuant to this Agreement or any other lands owned by the City or by any governmental agency or body or by any utility, or subject to any easement in favour of the City or any governmental agency or body or any utility, for the depositing of any debris or storage of earth or material in connection with the development of the Lands or otherwise, and the Developer shall be responsible for preventing and removing the same from the Lands or other lands as aforesaid caused by third parties, at the Developer's expense. If necessary, the Developer shall, at the direction of the City Engineer, erect signs, temporary barriers and fencing to prevent the same.

14.00 Prior to the registration of the Plan, the Developer shall maintain insurance, and continue to maintain such insurance until final acceptance, against all damages or claims for damage with an insurance company satisfactory to the City. Such policy or policies shall include the City as a named insured and a certified copy of such insurance policy shall be delivered to the City and be in full force and effect until a Certificate of Completion has been issued by the City Engineer for all Services required pursuant to this Agreement and final acceptance by the City of such Services. Such policy of insurance shall be in a form acceptable to the City Solicitor and without limiting the generality of the foregoing, shall provide:

15.00 The Developer and Mortgagees hereby consent to the registration of this Agreement upon the Lands and hereby acknowledge that the same constitutes a first lien upon the Lands (not subject to any other liens or encumbrances) as security for any obligation of the Developer pursuant to this Agreement, in priority to any interest of the said Developer and Mortgagees. The said lien shall be enforceable upon a judgment or order of any court and all or any part of the Lands may be realized as security for such lien in the same manner as if the City was enforcing its rights as a mortgagee under a mortgage.

15.01 The Mortgagees agree that in the event of their obtaining or transferring the equity of redemption in the Lands under their mortgage, the title thereto shall be subject to the terms hereof in the same manner as if they had executed this Agreement as Developer.

16.00 Any default by the Developer, or by its agents, servants, heirs, executors, administrators, successors or assigns of any provision of this Agreement shall permit the City to enforce its rights pursuant to this Agreement by taking any of the following actions, or any combinations thereof:

16.01 Any action taken or remedy elected by the City, shall not be or construed to be mutually exclusive of any other action not taken or remedy not elected by the City, nor shall the City be required to take any action or elect any remedy, other than such action or remedy which the City in its sole discretion determines advisable, and the City shall not be liable to any party to this Agreement or otherwise for failure to take any action or elect any remedy. No consent or waiver, express or implied by the City to or of any breach or default hereunder shall be deemed or construed to be a consent or waiver to or of any other breach or default, and the City hereby expressly reserves its rights to rescind or repeal any waiver, whether express or implied, with respect to any breach or default, whereupon the City shall have all of its rights and remedies pursuant to this Agreement, notwithstanding its previous consent or waiver. Failure on the part of the City to complain of any act or failure to act or to declare or notify the Developer of any breach or default, irrespective of how long such failure continues, shall not constitute a consent or waiver of the City of its rights hereunder. Nothing herein shall give any third party the right to compel the City to enforce any of its remedies pursuant to this Agreement or to hold the City or its agents accountable or liable for any acts or omissions with respect to this Agreement.

17.00 The Developer hereby agrees that the Services shall be constructed in a good and workmanlike manner free of any defect, notwithstanding such defect being as a result of faulty workmanship, material or design, so that such Services shall operate for the purpose for which they were intended free of any defects for a period of not less than two (2) years from the date upon which a Certificate of Completion for such Services has been issued, and during such guarantee period, the Developer shall repair any defects that may be required in accordance with the requirements of the City Engineer (hereinafter called the "Maintenance Period"). Provided however, nothing herein shall require the City Engineer to issue a Certificate of Completion for any Services until all Services have been constructed, unless in the sole opinion of the City Engineer, it is desirable to issue such Certificate of Completion for a part of such Services.

17.01 Prior to the issuance of any Certificate of Completion for any Services, and when requested to do so by the City, the Developer shall provide the City with a maintenance guarantee for such Services with respect to which the Certificate of Completion is to be issued, as follows:

18.00 All the Services to be constructed on lands conveyed to the City or to such other government agency as herein provided, whether by a conveyance in fee simple or by easement, shall upon construction thereof at any and from time to time, vest wholly in the City, and the Developer shall have no claims or rights thereto, except as expressly provided herein to the contrary, and the Developer hereby further waives any claim or right pursuant to the Construction Lien Act in respect thereof or the Lands.

19.00 The Developer hereby agrees:

20.00 The Lands shall be developed and building permits for Structures on the Lands shall only be issued in accordance with the phases and at the tines as set out and established in Schedule "K" hereof and on such terms and conditions as set out therein.

21.00 All the Schedules referred to herein and attached hereto shall be and form part of this Agreement. The Developer acknowledges and agrees that the Developer shall comply with all of the requirements set out in all of the said Schedules, at the Developer's own cost and expense.

22.00 If the registered Plan varies from the Plan on which this Agreement is based, and as a result of such variations, certain changes are required to be made to this Agreement or the Schedules attached thereto or with respect to the financial requirements of the Developer in connection therewith, it shall be sufficient for the City to deliver to the Developer a letter indicating the amendments to this Agreement, whereupon such amendments shall be deemed to be incorporated into this Agreement. The Developer hereby covenants and agrees to comply with the terms and conditions of such amendments as if they had been incorporated into the original agreement, and the encumbrancers hereby further acknowledge and agree that such amendments shall have the same effect as if they had been originally incorporated into this Agreement to which they are a party.

22.01 Schedule "M" attached hereto is a certificate from an Ontario Land Surveyor as to the frontage and area of all Lots and Blocks for the purpose of allowing the determination as to conformity with the zoning by-laws in effect at the time of issuance of a building permit.

23.00 The Developer hereby agrees not to assign this Agreement without the express consent to be obtained in writing from the City. Such consent may be refused by the City unless:

24.00 Time shall at all times be of the essence of this Agreement.

25.00 All notices, demands or requests provided for or permitted to be given pursuant to this Agreement shall be made in writing as follows:

25.01 All notices, demands or requests shall be deemed to have been properly given if delivered personally or sent by prepaid and registered mail, return receipt requested. If notice is given by mail, the same shall be effective five (5) business days upon being deposited with the post office, or upon proof of delivery by return receipt. However, in the event of the interruption of postal services, the notice shall not be deemed to have been given during such period of interruption, unless the notice has been actually received.

26.00 This Agreement shall be interpreted, construed and enforced in accordance with the Laws of the Province of Ontario.

27.00 If any provision in this Agreement or the application thereof to any person or circumstances shall be invalid or unenforceable to any extent, the remainder of this Agreement and the application of such provisions to other persons or circumstances shall not be affected thereby and shall be enforced to the greatest extent permitted by Law.

28.00 Recognizing that each party hereto may find it necessary from time to time to establish to third parties the then current status of performance hereunder, each party agrees upon the written request of any other party, to furnish promptly a written statement on the state of any matter pertaining to this Agreement to the best of the knowledge and belief of the party making such statement.

29.00 The Developer hereby agrees to indemnify and save the City completely harmless with respect to any claims, demands, costs, actions, causes of action, suits, proceedings, debts, damages or costs whatsoever, at law or in equity, suffered or incurred by the City, whether directly or indirectly, as a result of this Agreement, the Lands, the Plan, or as a result of any other matter or thing in connection therewith or pertaining thereto, including any default by the Developer pursuant to the terms of this Agreement, or by reason of any negligence or wrongful act of the Developer, its servants, agents or representatives, and without limiting the generality of the foregoing, such indemnification shall extend to the following:

29.01 The Developer shall pay promptly any and all accounts rendered by the City to the Developer pursuant to any provision of this Agreement, and all accounts shall be due and payable upon the date that the same are rendered. Failure to pay such accounts within fifteen (15) days from the date thereof shall result in interest being added thereto at the rate of one and one-quarter (1-1/4%) per cent per month until payment in full has been received.

30.00 The Developer covenants and agrees with the City that it shall carry out its duties and obligations diligently and expeditiously hereunder and with due care.

31.00 All personal pronouns used in this Agreement, whether used in the masculine, feminine or neuter gender, shall include all other genders; the singular shall include the plural, and vice versa and shall refer solely to the parties signatory thereto except where otherwise specifically provided. Titles of articles and sections are for convenience only, and neither limit nor amplify the provisions of this Agreement, and all references herein to articles, sections, paragraphs or subdivisions thereof, shall refer to the corresponding article, section, paragraph or subdivision thereof, unless specified reference is made to such articles, sections or subdivisions of another document or instrument.

32.00 Subject to the restrictions on assignment hereof by the Developer, this Agreement shall enure to the benefit of and be binding upon the respective successors and assigns of each of the parties hereto. If a party hereto is a person, this Agreement shall further be binding upon the respective heirs, executors, legal representatives and administrators of such person. "Successors and assigns" shall include any successor in title to the Developer as if such successor in title had entered into this Agreement in the place and stead of the Developer, and in the event of more than one successor in title to the Developer, or successors in title to part of the Lands, all of such parties collectively shall be deemed to be the Developer pursuant to the terms of this Agreement. For greater certainty, it is intended that the obligations of the Developer shall also be binding upon all of the successors in title to the Developer of the Lands save and except any Lands conveyed to the City, but no conveyance to any successor in title shall relieve the Developer of its obligations pursuant to this Agreement.

33.00 This Agreement may be simultaneously executed in several counterparts each of which when so executed shall be deemed to be an original and such counterparts together shall constitute but one and the same instrument.

IN WITNESS WHEREOF the parties hereto have affixed their corporate seals, duly attested by the hands of their proper signing officers in that respect.

SIGNED, SEALED AND DELIVERED ) CITY OF TORONTO

In the presence of )

)

Authorized to be executed ) Per:

by By-law No. passed )

on the day of )

, 19 . )

) Per:

)

)

) (**DEVELOPER**)

)

)

) Per:

) Name:

) Title:

)

) Title:

)

) We have authority to bind the

) Corporation.

)

)

) (**MORTGAGEE**)

)

)

) Per:

) Name:

) Title:

)

)

) Title:

)

) We have authority to bind the

) Corporation.