lto form c charge (v24)

___________________________________________

LAND TITLE ACT FORM C (Section 233) CHARGE GENERAL INSTRUMENT - PART 1 Province of British Columbia PAGE OF PAGES

Your electronic signature is a representation that you are a subscriber as defined by the Land Title Act, RSBC 1996 c.250, and that you have applied your electronic signature in accordance with Section 168.3, and a true copy, or a copy of that true copy, is in your possession.

1. APPLICATION: (Name, address, phone number of applicant, applicant's solicitor or agent)

Deduct LTSA Fees? Yes 2. PARCEL IDENTIFIER AND LEGAL DESCRIPTION OF LAND:

[PID] [LEGAL DESCRIPTION]

STC? YES

3. NATURE OF INTEREST CHARGE NO. ADDITIONAL INFORMATION

4. TERMS: Part 2 of this instrument consists of (select one only)(a) Filed Standard Charge Terms D.F. No. (b) Express Charge Terms Annexed as Part 2A selection of (a) includes any additional or modified terms referred to in Item 7 or in a schedule annexed to this instrument.

5. TRANSFEROR(S):

6. TRANSFEREE(S): (including postal address(es) and postal code(s))

7. ADDITIONAL OR MODIFIED TERMS:

8. EXECUTION(S): This instrument creates, assigns, modifies, enlarges, discharges or governs the priority of the interest(s) described in Item 3 andthe Transferor(s) and every other signatory agree to be bound by this instrument, and acknowledge(s) receipt of a true copy of the filed standardcharge terms, if any.

Officer Signature(s) Execution Date Transferor(s) Signature(s)Y M D

OFFICER CERTIFICATION: Your signature constitutes a representation that you are a solicitor, notary public or other person authorized by the Evidence Act, R.S.B.C. 1996, c.124, to take affidavits for use in British Columbia and certifies the matters set out in Part 5 of the Land Title Act as they pertain to the execution of this instrument.

LAND TITLE ACT FORM D EXECUTIONS CONTINUED PAGE of PAGES

Officer Signature(s) Execution Date Transferor / Borrower / Party Signature(s)

_____________________________________________

_____________________________________________

_____________________________________________

Y M D

OFFICER CERTIFICATION: Your signature constitutes a representation that you are a solicitor, notary public or other person authorized by the Evidence Act, R.S.B.C. 1996, c.124, to take affidavits for use in British Columbia and certifies the matters set out in Part 5 of the Land Title Act as they pertain to the execution of this instrument.

LAND TITLE ACTFORM E

NATURE OF INTEREST CHARGE NO. ADDITIONAL INFORMATION






SCHEDULE PAGE OF PAGES

LAND TITLE ACTFORM E

ENTER THE REQUIRED INFORMATION IN THE SAME ORDER AS THE INFORMATION MUST APPEAR ON THE FREEHOLD TRANSFER FORM, MORTGAGE FORM, OR GENERALINSTRUMENT FORM.

SCHEDULE PAGE OF PAGES

Modification Agreement – Master Development Agreement Mackenzie Village

V.6

PART 2 – TERMS OF INSTRUMENT

MODIFICATION AGREEMENT

(Master Development Agreement)

THIS MODIFICATION AGREEMENT is dated for reference June 24, 2019,

BETWEEN:

CITY OF REVELSTOKE, a local government, duly incorporated under the laws of British Columbia, having an office at 216 Mackenzie Avenue, in the City of Revelstoke, Province of British Columbia, V0E 2S0

(the “City”)

AND:

0929468 B.C. Ltd. (Inc. No. BC0929468), a company duly incorporated under the laws of British Columbia, having an office at 3699 Catherwood Road, in the City of Revelstoke, Province of British Columbia, V0E 2S3

(the "Developer")

WHEREAS:

A. The Developer and the City entered into a Master Development Agreement that wasregistered in the Land Title Office as a Section 219 Covenant in favour of the City on January5, 2017, under registration number CA5749840 (the “Original MDA”) against title to theDeveloper’s lands legally described as:

(i) PID: 026-289-067, Lot A Section 23 Township 23 Range 2 West of the 6th MeridianKootenay District Plan NEP77921;

(ii) PID: 007-903-740, Lot A Section 23 Township 23 Range 2 West of the 6th MeridianKootenay District Plan 7421; and

(iii) PID: 016-503-694, The South Half of the Northeast Quarter of Section 23Township 23 Range 2 West of the 6th Meridian Kootenay District, Except Partsincluded in Plans 4526, 5352, 6130, 7318, 7421, 7449, 8287, 8445, NEP75340,NEP77921, NEP80457 and NEP87728,

(collectively, the “Lands”);

B. The parcels comprising the Lands were then consolidated pursuant to section 100(1)(b) of theLand Title Act, R.S.B.C. 1996 Ch. 250 on September 20, 2017 to create Lot 1, Section 23Township 23 Range 2 West of the 6th Meridian Kootenay District Plan EPP68841 (the“Consolidated Lot”);

of 343


V.6

C. The Consolidated Lot was then further subdivided on September 20, 2017 to create:

(i) PID:030-260-825, Lot 1 Section 23 Township 23 Range 2 West of the 6th MeridianKootenay District Plan EPP69441 (“Lot 1”); and

(ii) PID 030-260-833, Lot 2 Section 23 Township 23 Range 2 West of the 6th MeridianKootenay District Plan EPP69441 (“Lot 2”);

D. Lot 1 was then stratified by Strata Plan EPS4700 in connection with the development andconstruction of Phase 1 (as referred to on the Concept Plan – Updated) of the Development,and the parties agreed that the trail portion on Phase 1 could be moved to the other side ofNils Nelson Crescent, such change now reflected in the Trail Network Plan – Updated –Phases 2 and 3;

E. In connection with the Developer’s application for a development permit in respect of thoseportions of Lot 2 comprising Phase 2 and Phase 3 (each as referred to on the Concept Plan– Updated) of the Development, the City and the Developer have agreed to modify the OriginalMDA for the purposes of updating the Concept Plan, Trail Network Plan and Traffic ImpactAssessment for Phases 2 and 3 of the Development and clarifying certain terms andconditions in the Original MDA.

NOW THEREFORE in consideration of the matters referred to in the foregoing recitals, the covenants and agreements herein contained and the sum of Ten Dollars ($10.00) now paid by the City to the Developer and other good and valuable consideration, (the receipt and sufficiency of which is hereby acknowledged and agreed to by the parties), the parties hereto hereby covenant and agree as follows:

ARTICLE 1

DEFINITIONS

1.1 Terms which are used in this Modification Agreement and which have been defined in the Original MDA will have the meanings they are given in the Original MDA unless expressly stated to the contrary herein.

ARTICLE 2 MODIFICATIONS

2.1 The Original MDA is hereby amended as follows:

(a) Section 1.1 of the Original MDA is amended by adding a new definition of “ConceptPlan – Updated” after the definition of “Concept Plan” as follows:

“Concept Plan – Updated” means the plan entitled “Concept Plan – Updated”, dated March 25, 2019 prepared by Stark Architecture and attached to this Agreement as Schedule D-1;

(b) Section 1.1 of the Original MDA is amended by adding a new definition of “TrailNetwork Plan – Updated – Phases 2 and 3” after the definition of “Trail NetworkPlan” as follows:

of 343


V.6

“Trail Network Plan – Updated – Phases 2 and 3” means the plan entitled “Trail Network Plan – Updated – Phases 2 and 3”, dated March 25, 2019 prepared by Stark Architecture and attached to this Agreement as Schedule E-1;

(c) Section 1.2 of the Agreement is deleted in its entirety and replaced with a newsection 1.2:

“1.2 The following Schedules are attached to and form part of this Agreement:

(a) Schedule “A” – City of Revelstoke Bylaw No. 2103;(b) Schedule “B” – City of Revelstoke Bylaw No. 2102;(c) Schedule “C” – CD Zoning Plan;(d) Schedule “D” – Concept Plan;(e) Schedule “D-1” – Concept Plan – Updated;(f) Schedule “E” – Trail Network Plan;(g) Schedule “E-1” – Trail Network Plan – Updated – Phases 2 and 3;(h) Schedule “F” – MDA Covenant;(i) Schedule “G” – Mackenzie Village Trails Statutory Right of Way;(j) Schedule “H” – Existing Restrictive Covenants;(k) Schedule “I” – Set Back Area Covenant;(l) Schedule “J” – Vacation Rental Covenant;(m) Schedule “K” – Phase Development Covenant;(n) Schedule “L” – Master Site Servicing and Infrastructure Plans &

Report;(o) Schedule “M” - Traffic Impact Assessment;(p) Schedule “M-1” – Traffic Impact Assessment – Phases 2 and 3;(q) Schedule “N” – Assignment / Assumption Agreement;(r) Schedule “O” – Amended and Restated MDA.

(d) Immediately before Section 2, the following is added to the MDA as Section 1A:

“1A DEVELOPMENT IN ACCORDANCE WITH AGREEMENT.

1A.1 The Grantor covenants and agrees that any use, building, subdivision or development of the Lands shall occur in accordance with the terms and conditions of this Agreement.

1A.2 Without limiting the generality of section 1.1, the Grantor covenants and agrees that:

(a) the Grantor shall not, nor shall it permit, any improvement,development, building or facility to be made, placed, erected orconstructed upon the Lands;

(b) the Grantor shall not make any application to subdivide the Lands;

(c) the Grantee shall be under no obligation to issue a new building ordevelopment permit for any proposed improvement, development or

of 343


V.6

facility that is proposed to be made, placed, erected or constructed upon the Lands;

(d) the Grantee shall be under no obligation to issue an occupancy certificate for any building constructed upon the Lands;

(e) the Approving Officer for the Grantee shall be under no obligation to approve any application for subdivision of the Lands; and

(f) the Grantor shall take no action, directly or indirectly, to compel the approval of any subdivision plan or to compel the issuance of any building or development permit or occupancy certificate in respect of any improvement, development, building or facility upon the Lands,

unless in respect of such improvement, development, building, facility, subdivision application, building or development permit, occupancy certificate or subdivision approval the Grantor fully complies with the requirements of this Agreement.”

(e) Section 2.1 of the MDA is deleted in its entirety and is replaced with a new section 2.1 as follows:

“The parties acknowledge that the CD Zoning Plan, Concept Plan and Trail Network Plan are general and conceptual only, having been prepared without a determination as to whether the precise road alignment best suits the contours of the Lands. Parcel areas, locations and configurations have been shown only to provide an indication of possible parcel area, configuration, site coverage and location and such parcel areas, locations and configurations do not control final parcel area, configuration, siting and location of the parcels, and/or structures, however, subject to Section 2.5 below, any changes to the CD Zoning Plan, Concept Plan and Trail Network Plan shall be subject to the provisions of Part 14 of the Local Government Act, including public hearing and associated notice”.

(f) Section 2.2 of the MDA is amended by adding the following sentence to the end of section 2.2:

“The parties acknowledge and agree that the Prohibition Covenant was registered in the Land Title Office on September 20, 2017 against title to the Lands under registration number CA6312468.”

(g) Section 2.4 of the MDA is amended by adding the following sentence to the end of

section 2.4:

“The parties acknowledge that the City of Revelstoke Bylaw No. 2103 was adopted prior to February 1st, 2017.”

(h) Section 2.5 of the MDA is amended by adding the following sentence to the end of

section 2.5:

of 343


V.6

“Without limiting the generality of this Section 2.5, the parties acknowledge and agree that, for the purposes of this Agreement, substantial compliance, as it relates to parcel area only, will be achieved so long as any changes to the parcel areas for Phases 4 to 12 (as referred to in the Concept Plan- Updated) are not greater than +/- 10% of the parcel areas shown on the Concept Plan - Updated, provided however that the following will not be permitted without the consent of the City: (a) changes to the parcel area for those portions of the Lands comprising

CD-17 Subzone F (as referred to on the CD Zoning Plan), (b) effectively deleting phases or subzones by changes to other phases or

subzones. For greater certainty, the parties agree that Phases 1-3 (Subzones A and B and the portion of D abutting Nichol Road) may not be amended without modification of this Agreement.”

(i) Immediately after Section 6.3, the following is added to the MDA as section 6.4:

“Except as noted in this Section 6, this Agreement does not alter the law with respect to financing and construction of highways. The identification of a roundabout as a potential option in the Traffic Impact Assessment – Phase 2 and Phase 3 identifies the lands that the Developer has agreed to provide to the City, at its own cost and without expectation of compensation, to accommodate such roundabout should it be constructed in the future, but should not be construed as requiring the Developer to be solely responsible for it should it be required, unless such is provided for by legislation or bylaw.”

(j) Immediately after Section 12.3, the following is added to the MDA as section 12.4:

“12.4 The Grantor and the Grantee agree that the enforcement of this Agreement shall be entirely within the discretion of the Grantee and that the execution and registration of this covenant against the title to the Lands shall not be interpreted as creating any duty on the part of the Grantee to the Grantor or to any other person to enforce any provision or the breach of any provision of this Agreement.”

(k) Immediately before Section 13, the following is added to the MDA as Section 12A:

“12A RELEASE AND INDEMNITY 12A.1 The Grantor hereby releases and forever discharges the Grantee of and from any claim, cause of action, suit, demand, expenses, costs and legal fees whatsoever which the Grantor can or may have against the said Grantee for any loss or damage or injury that the Grantor may sustain or suffer arising out of this Agreement, except to the extent caused, or contributed to, by the negligence of the Grantee or breach of this Agreement by the Grantee.

of 343


V.6

12A.2 The Grantor covenants and agrees to indemnify and save harmless the Grantee from any and all claims, causes of action, suits, demands, expenses, costs and legal fees whatsoever that anyone might have as owner, occupier or user of the Lands or by a person who has an interest in or comes onto the Lands or by anyone who suffers loss of life or injury to his person or property, that arises out of the terms and restrictions of this Agreement or a breach of this Agreement by the Grantor, except to the extent caused, or contributed to, by the negligence of the Grantee or breach of this Agreement by the Grantee.”

(l) Immediately after Section 14.9, the following is added to the MDA as Section 14.10:

“The restrictions and covenants herein contained shall be covenants running with the Lands and shall be perpetual, and shall continue to bind all of the Lands when subdivided, and shall be registered in the Kamloops Land Title Office pursuant to section 219 of the Land Title Act as covenants in favour of the Grantee as a first charge (except only with respect to other encumbrances granted to the Grantee and those in the original Crown grant) against the Lands.”

(m) Schedule “C” of the Agreement is deleted and replaced with a new Schedule “C” in the form attached hereto as Appendix 1;

(n) New Schedule “D-1” is added in the form attached hereto as Appendix 2 and the page numbering of the subsequent pages is adjusted accordingly;

(o) A new Schedule “E-1” is added in the form attached hereto as Appendix 3 and the page numbering of the subsequent pages is adjusted accordingly;

(p) Schedule “L” is added in the form attached hereto as Appendix 4 and the page

numbering of the subsequent pages is adjusted accordingly;

(q) Schedule “M” is added in the form attached hereto as Appendix 5 and the page

numbering of the subsequent pages is adjusted accordingly;

(r) Schedule “M – 1” is added in the form attached hereto as Appendix 6 and the page numbering of the subsequent pages is adjusted accordingly; and

(s) Schedule “O” is added in the form attached hereto as Appendix 7 and the page numbering of the subsequent pages is adjusted accordingly.

ARTICLE 3 GENERAL

3.1 This Modification Agreement will, from and after the date of its registration in the Land Title Office, be read and construed along with the Original MDA and be treated as part thereof and the Original MDA, as modified hereby, will continue to be of full force and effect and the parties hereby confirm and ratify the Original MDA as modified hereby.

of 343


V.6

3.2 The Grantor hereby releases and forever discharges the Grantee of and from any claim, cause of action, suit, demand, expenses, costs and legal fees whatsoever which the Grantor can or may have against the said Grantee for any loss or damage or injury that the Grantor may sustain or suffer arising out of this Modification Agreement, except to the extent caused, or contributed to, by the negligence of the Grantee or breach of this Modification Agreement by the Grantee.

3.3 The Grantor covenants and agrees to indemnify and save harmless the Grantee from any and all claims, causes of action, suits, demands, expenses, costs and legal fees whatsoever that anyone might have as owner, occupier or user of the Lands or by a person who has an interest in or comes onto the Lands or by anyone who suffers loss of life or injury to his person or property, that arises out of the terms and restrictions of this Modification Agreement or a breach of this Modification Agreement by the Grantor, except to the extent caused, or contributed to, by the negligence of the Grantee or breach of this Modification Agreement by the Grantee.

3.4 The parties acknowledge and agree that nothing contained or implied in this Modification Agreement will be construed as limiting or prejudicing the rights and powers of the City in the exercise of its functions pursuant to the Local Government Act and the Community Charter, or any other right or power under any public or private statutes, bylaws, orders or regulations, all of which may be fully exercised as if this Modification Agreement had not been entered into.

3.5 This Modification Agreement shall enure to the benefit of and be binding on the parties hereto and their respective successors and assigns.

3.6 This Modification Agreement shall be governed and construed in accordance with the laws of the Province of British Columbia.

3.7 This Modification Agreement may be signed by the parties hereto in counterparts and by facsimile or pdf email transmission, each such counterpart, facsimile or pdf email transmission copy shall constitute an original document and such counterparts, taken together, shall constitute one and the same instrument and may be compiled for registration as a single document.

IN WITNESS WHEREOF the parties have executed this Modification Agreement on the General Instrument - Part 1 which is part hereof.

of 343


V.6

APPENDIX 1

SCHEDULE “C”

CD ZONING PLAN

[see attached]

of 343

CD - 17 Subzone A 0.72 Hectares(0.82 inc SRWs)

CD - 17 Subzone B 0.73 Hectares(0.99 inc SRWs)

CD - 17 Subzone C 3.2 Hectares

CD - 17 Subzone D 4.24 Hectares

CD - 17 Subzone E 0.94 Hectares

CD - 17 Subzone F 1.45 Hectares

Green Space 1.01 Hectares

Property Boundary

Nichol Road

Hay

Road

Arrow Drive

Civic Address: Nichol Road, Revelstoke, BC V0E 2S0

Owner: 0929468 BC Ltd.Contact: David Evans3669 Catherwood RoadRevelstoke, BC V0E 2S31 (604) 932-9835email: [email protected]

Legal: REM S1/2 of NE 1/4 of SEC23, TP23, W 6M, KOOTENAY DISTRICT

Lot Area: 14.4 Hectares

Update Date: March 25th, 2019

Road Right-of-Ways

Easements

Aspen Cr.

0 20 50m

Mackenzie VillageSchedule C-1 Updated - CD Zoning Plan

UPDATED

Stark Architecture Ltd.316 - 402 W. Pender Street Vancouver, BC V6B 1T6t: 604 620 1210 e: [email protected]

scale: 1 : 2000

31Schedule "C-1" Updated - CD Zoning Plan

Mackenzie Village - Phase 2 & 3Nichol RoadRevelstoke, BC

March 25th, 2019

of 343


V.6

APPENDIX 2

SCHEDULE “D-1”

CONCEPT PLAN – UPDATED

[see attached]

of 343

Phase 1 7,375 m2

Phase 2 8,815 m2 (Inc SRWs)

Phase 3 8,933 m2 (inc SRWs)

Phase 4 5,811 m2

Phase 5 5,552 m2

Phase 6 9,795 m2

Green Space

Property Boundary

Nichol Road

Hay

Road

Arrow DriveMackenzie Village

PHASE 2 PHASE 3PHASE 1

PHASE 5PHASE 4

PHASE 6

PHASE 7

PHASE 9

PHASE 10

PHASE 11

PHASE 8

PHASE 12

Tille

n Rd

Phase 7 12,435 m2

Phase 8 7,324 m2

Phase 9 9,595 m2

Phase 10 9,911 m2

Phase 11 15,539 m2

Phase 12 16,604 m2

7,375 m28,815 m2 8,933 m2

5,552 m25,811 m2

9,795 m2

12,435 m2

9,595 m2

7,324 m2

9,911 m2

16,604 m2

15,539 m2

Schedule D-1 Updated - Concept Plan

Legend

Phase TimelinePhase 1 build out: Existing (2018) Phases 2 and 3 build out: 3 years (2021) Full Build Out (2029)






0 20 50m

UPDATED


scale: 1 : 2000

32Schedule D-1 Updated - Concept Plan


March 25th, 2019

of 343


V.6

APPENDIX 3

SCHEDULE “E-1”

TRAIL NETWORK PLAN – UPDATED – PHASES 2 AND 3

[see attached]

of 343

Existing Lot Line

Proposed Parks

Property Boundary

Mackenzie VillageSchedule E-1 Updated - Trail Network PlanLegend

Phase TimelinePhase 1 build out: Existing (2018) Phases 2 and 3 build out: 3 years (2021) Full Build Out (2029)






Gravel Pathways

20 m Commercial Road R.O.W. - Two Way (Road B to Nichol)

14 m Road R.O.W. - 6m wide Roads

Proposed Recreation Nodes

Proposed Neighbourhood Node

Paved / Snow Cleared / Greenways

NEIGHBOURHOOD NODE

RECREATION NODE

PROPOSED GREEN SPACE / POTENTIAL STORMWATER MANAGEMENT

SEPARATED SIDEWALK ALONG NICHOL ROAD

PROPOSED PARK / SNOW STORAGE

0 20 50m

UPDATED

RECREATION NODE

PROPOSED PARK

PRO

POSE

D P

ARK

RECREATION NODE

PROPOSED OPEN SPACE SLOPE PROTECTION AREA

PROPOSED PARK / POTENTIAL STORMWATER MANAGEMENT


scale: As indicated

33Schedule "E-1" Updated - Trail Network Plan


March 25th, 2019

of 343


V.6

APPENDIX 4

SCHEDULE “L”

MASTER SITE SERVICING AND INFRASTRUCTURE PLANS & REPORT

[see Schedule “L” to the Amended and Restated MDA attached hereto as Schedule “O”]

of 343


V.6

APPENDIX 5

SCHEDULE “M”

TRAFFIC IMPACT ASSESSMENT

[see Schedule “M” to the Amended and Restated MDA attached hereto as Schedule “O”]

of 343


V.6

APPENDIX 6

SCHEDULE “M-1” TRAFFIC IMPACT ASSESSMENT – PHASES 2 & 3

[see Schedule “M-1” to the Amended and Restated MDA attached hereto as Schedule “O”]

of 343


V.6

APPENDIX 7

SCHEDULE “O” AMENDED AND RESTATED MDA

For reference only, attached as Schedule “O”, is an amended and restated MDA, as it

should appear following the amendments described in Article 2 of the Agreement to

which this Appendix 7 is attached.

[see attached]

of 343

lto form c charge (v24)

Documents