ESCROW AGREEMENT

Between the Minnehaha Creek Watershed District

and [INSERT name of PERMITTEE ]

This Agreement is made by and between the Minnehaha Creek Watershed District, a watershed district under Minnesota Statutes Chapters 103B and 103D (MCWD), and INSERT name of PERMITTEE ], a(n) [INSERT DESCRIPTION OF PERMITTEE (e.g. “a Minnesota limited liability company”or“individual”] (Permittee), to establish a cash escrow in fulfillment of financial assurance requirements under MCWD Permit no. XX-XXX.

Recitals

A. Pursuant to Minnesota Statutes § 103D.345, the MCWD has adopted and implements permitting rules governing development and other activity within the boundaries of the MCWD that may have an impact on water resources.

B. MCWD rules require as a condition of permit approval that a permittee provide and maintain a financial assurance in the form of a bond, letter of credit or cash escrow for the purpose of covering costs the MCWD may incur in monitoring and inspecting activity under the permit and in responding to violations of MCWD statutes, rules, permits and orders.

C. This Agreement documents that a cash escrow has been submitted by Permittee or on Permittee’s behalf to fulfill a financial assurance obligation under Permit no. XX-XXX and specifies the conditions and procedures under which the MCWD will hold and may draw on the escrow. Permittee and the MCWD, in executing this Agreement, concur that it is legally binding.

Agreement

1. Permittee has submitted a cash escrow in the amount of $X,XXX.XX. The MCWD will hold the escrow in an escrow account where it may be commingled with escrow funds held by the MCWD on behalf of parties other than Permittee. The MCWD need not hold the funds in an interest-bearing account and Permittee will not be entitled to interest on the escrow. If the escrow is submitted in a form other than cash and the escrow amount is not credited promptly to the MCWD account, the MCWD may declare this Agreement null and void by written notice to Permittee.

2. Additional escrow funds will be submitted by Permittee or on Permittee’s behalf, and unused funds will be released to Permittee, in accordance with the MCWD Rules and duly adopted resolutions and policies of the MCWD Board of Managers.

3. Escrow funds will become the sole property of the MCWD, and Permittee agrees to the relinquishment of all legal and equitable interest therein, as follows:

a. The MCWD may invoice Permittee for permit review, compliance monitoring, and other eligible costs in accordance with duly established MCWD procedures.

b. If after notice and opportunity to be heard the MCWD finds violation of a MCWD statute, rule, permit or order, the MCWD may give written notice to Permittee. The notice will describe the violation and the action required to correct it. If within twenty (20) days of notice delivery the violation has not been corrected and arrangements acceptable to the MCWD have not been made, without further notice the MCWD may take steps it deems reasonable to correct the violation, and may have access to the property during reasonable times for that purpose. Provided, that the MCWD will give 24 hours’ notice before entry and exercise due care to avoid unnecessary disturbance or damage to the property. If the MCWD finds that entry is required to address an occurring or imminent threat to water resources, it may enter and correct without prior hearing or opportunity to cure, but only to the extent reasonably necessary to address the threat.

c. The MCWD may invoice Permittee for reasonable costs incurred for activity under paragraph 3b. If payment is not made within 30 days, the MCWD may transfer funds from the escrow account into MCWD accounts and credit Permittee accordingly.

4. Escrow funds submitted hereunder are submitted to secure the performance of Permittee under permit no. XX-XXX. All obligations of the MCWD under this Agreement in holding and using the escrow funds are to Permittee only. Nothing in this Agreement creates any right in any third party as against the MCWD or in any way waives or abridges any immunity, defense or liability limit of the MCWD. Permittee indemnifies the MCWD for any claim, liability or cost the MCWD incurs as a result of a party other than Permittee asserting ownership in or a right to the escrow funds or any party thereof. Permittee will not assign or purport to assign any interest in the escrow funds or this Agreement to any third party, except in conjunction with a transfer of Permittee’s permit approved in writing by the MCWD.

5. Nothing in this Agreement affects Permittee’s legal right, if any, to appeal a finding of violation or seek a legal determination of the purposes to which the MCWD may use the escrow funds.

6. The Permittee agrees that, should the escrow funds submitted hereunder remain unclaimed by the Permittee or his successor in interest so as to become “abandoned property” as that term is defined in Minnesota law, the District may assess a service charge from the unclaimed assets to cover costs of attempting to locate the Permittee or his successor in interest and, if necessary, reporting and paying the unclaimed funds as required by law.

7. This Agreement is effective on the signature of the parties and terminates when the District releases the escrow or declares the Agreement null and void under paragraph 1, above. The Agreement may be amended only in a writing signed by the parties. An increase or decrease in the amount of escrow funds held by the MCWD for permit no. XX-XXX does not constitute an amendment.

8. Notice to Permittee under this Agreement is effective when sent by certified mail to Permittee’s address as stated in the permit application or such other address as Permittee subsequently has notified the MCWD in writing. The law of the State of Minnesota will govern any legal proceeding concerning this Agreement. Venue for any such proceeding will be in the county where the real property that is the subject of this Agreement is located. The recitals are incorporated as a part of this Agreement.

IN WITNESS WHEREOF, the parties hereto have executed this Agreement.

MINNEHAHA CREEK WATERSHED DISTRICT

By: ___________________________________	Date:

Administrator

PERMITTEE

By: _______________________________	Date:

[print name here]

State of : Minnesota
County of :

This instrument was acknowledged before me on _____________ (date) by ______________________(name(s) of person(s)) as_____________________(type of authority, e.g., officer, trustee, etc.) of _________________________________(name of party on behalf of whom the instrument was executed)[DELETE SECTION IN ITALICS IF SIGNING IN AN INDIVIDUAL CAPACITY].

______________________	(Signature of notarial officer)
(Stamp)

Notary Public	Title (and Rank)
My commission expires:

ESCROW PROVIDER ACKNOWLEDGEMENT & RELEASE

The undersigned acknowledges having received and understood the Agreement to which this acknowledgement is attached. By signing, the undersigned agrees to hold the Minnehaha Creek Watershed District (MCWD) harmless from and releases any and all claims the undersigned may have to the funds or any part thereof provided to the MCWD for the purposes described in and under the terms of the Agreement.

Acknowledged, intending to be legally bound

By: _______________________________	Date:

[print name here]

State of : Minnesota
County of :

This instrument was acknowledged before me on _____________ (date) by ______________________(name(s) of person(s)) as_____________________(type of authority, e.g., officer, trustee, etc.) of _________________________________(name of party on behalf of whom the instrument was executed)[DELETE SECTION IN ITALICS IF SIGNING IN AN INDIVIDUAL CAPACITY].

______________________	(Signature of notarial officer)
(Stamp)

Notary Public	Title (and Rank)
My commission expires: