Loading...
HomeMy WebLinkAboutExecutive Committee Appendices 1993Exi1g3 THE METROPOLITAN TORONTO AND REGION CONSERVATION AUTHORITY BRIEF TO THE COMMISSION ON PLANNING AND DEVELOPMENT REFORM IN ONTARIO March, 1993 Executive Committee Meeting #1/93 held March 12, 1993 METROPOLITAN TORONTO AND REGION CONSERVATION AUTHORITY BRIEF TO THE COMMISSION ON PLANNING AND DEVELOPMENT REFORM IN ONTARIO March, 1993 OVERVIEW Ex�l`73 The Metropolitan Toronto and Region Conservation Authority has previously submitted comments to the Commission with respect to its interests in and concerns with the municipal planning process. In February, 1992, staff met with the Commission and summarized Authority interests as follows: 1. Natural resource systems must be protected, maintained and, where degraded, enhanced to ensure long -term quality of life and health. 2. The natural resource system must be defined to ensure its functions, forms and features can continue. The system contains significant core areas, corridors and connecting linkages which, together, support an integrated natural environment. The definitions must be clear and become entrenched in the planning process. 3. Only uses which do not impact the features, forms, and functions of the natural system should be permitted within the system. 4. Uses adjacent to natural areas must not impact their form, functions, or features. 5. Identifying the natural system and designating it as a "green infrastructure" which is not available for development must be the first step in any land use planning exercise. 6. Potential cumulative impacts on the natural system must be recognized and addressed at the beginning of the planning process. The Commission, in its Draft Report, has addressed many of the issues raised by the Authority, by recommending that one of the "purposes" of municipal planning should be to protect and conserve the natural environment and foster the well -being of ecosystems for the benefit of present and future generations ". This will be an important change to the Act, which has previously served more as a guide for how to develop land. RECOMMENDATION: THAT THE METROPOLITAN TORONTO AND REGION CONSERVATION AUTHORITY ENDORSE THE RECOMMENDATION OF THE COMMISSION THAT ONE OF THE PURPOSES OF MUNICIPAL PLANNING BE TO PROTECT AND CONSERVE THE NATURAL ENVIRONMENT. PLANNING ON A WATERSHED BASIS The Commission has recommended that the Planning Act should require that, in preparing plans, upper -tier municipalities must develop policies based on studies done on a watershed basis" and that "conservation authorities should be given a clear mandate to prepare watershed and sub - watershed studies ". Authority staff was concerned that use of the word "should" rather than "shall" meant that these activities were to be optional. The Commission's intent was clarified, to staff, at the public forum on February 23, 1993, at Metro Hall. The recommendation is to make planning on a watershed basis a requirement in the revised Act. Staff, prior to this clarification, had suggested to the Commission that the principle of watershed planning be included as a statement of provincial policy. Given that the recommendation is to establish this process as a municipal requirement, not an option, this may not be necessary: however, there would be benefit to linking the watershed planning process with the province's objectives for "Natural Heritage and Ecosystem Protection and Restoration ". A recommendation to this effect is made later in this brief. EX319z Under the Conservation Authorities Act, authorities are given the power: "to study and investigate the watershed and to determine a program whereby the natural resources of the watershed may be conserved, restored, developed and managed ". Section 21(a). The Metropolitan Toronto and Region Conservation Authority has established the Don Watershed Task Force, which we believe could be a model for the type of process that would study and evaluate watershed resources; involve all stakeholders including municipalities, interested citizens, ministries and other public agencies; identify the characteristics and condition of the natural heritage system within the watershed; establish a vision for the watershed; identify the protection, management and restoration requirements and the programs necessary for their achievement; and agree upon the responsibilities for, phasing and funding of implementation. RECOMMENDATION: THAT THE AUTHORITY PROVIDE THE COMMISSION WITH INFORMATION REGARDING THE DON WATERSHED TASK FORCE AS A MODEL OF A PROCESS FOR THE DEVELOPMENT OF A WATERSHED STRATEGY. One of the first steps for the Don Watershed Task Force was the identification of watershed resources and the preparation of a "State of the Ecosystem" report, another recommendation of the Commission which could be partially fulfilled through the watershed planning process - that part related to the natural environment. Monitoring of changing conditions will be an ongoing process. We believe that this process gives effect to the recommendations of the Commission and that the Authority, having the watershed as its area of jurisdiction, an existing mandate, and acting as a partnership between municipal and provincial governments, can coordinate this work. In the discussion of watershed planning, there is a concern expressed that this process could be perceived as shifting land use decision- making from municipalities to conservation authorities. The Metropolitan Toronto and Region Conservation Authority undertakes to coordinate the development of a watershed strategy and to ensure that all interested stakeholders within the watershed are provided an opportunity to participate. With a watershed strategy in place, all stakeholders, including the conservation authority and the municipalities within the watershed, would have agreed upon which lands were not suitable for development and on the performance standards necessary for protection, enhancement and /or restoration of the natural heritage system. In our opinion, the municipality would then determine the appropriate uses on those lands that have been deemed suitable for development. With full participation there should not be a concern for the loss of municipal decision- making powers. RECOMMENDATION: THAT CONSERVATION AUTHORITIES COORDINATE THE WATERSHED PLANNING PROCESS ENSURING THE INVOLVEMENT OF ALL INTERESTED CITIZENS, MUNICIPALITIES, PROVINCIAL MINISTRIES AND AGENCIES; AND, THAT, IN PREPARING PLANS, MUNICIPALITIES DEVELOP POLICIES BASED ON STUDIES DONE ON A WATERSHED BASIS. The core areas, corridors and connecting links of the natural heritage system would be identified as a major component of the "State of the Ecosystem" report, at the start -up of the development of the watershed strategy. This process should be cross - referenced in the proposed provincial policy statements as a mechanism to achieve provincial objectives. (ie., Policy A. 2., page 24: "....endangered species habitat will be identified, as a part of the watershed and subwatershed planning processes, and...) 2 EX`l /93 RECOMMENDATION: THAT THE WORDING OF THE SECTION(S) OF THE PROPOSED PROVINCIAL POLICY STATEMENTS DEALING WITH THE NATURAL HERITAGE SYSTEM, BE AMENDED TO ADD REFERENCE TO THE WATERSHED AND SUBWATERSHED PLANNING PROCESSES AS MECHANISMS WHEREBY THESE AREAS CAN BE IDENTIFIED AND PROTECTED. With respect to the distinction made between regional and local significance, the Authority is of the opinion that a systems approach to natural heritage resources cannot differentiate levels of significance. The practice of priorizing, ranking or assigning relative values to natural heritage features is no longer relevant if a systems approach is taken. Within the system, all components contribute to overall health and are interrelated. For example, research into the functioning of watercourses has shown that the loss of headwaters tributaries, small watercourses previously considered only Locally significant, will, over time, affect downstream areas in two ways. First, the loss of numerous small natural storage areas and runoff attenuation in the upstream sections of a watershed can impact the main stem of the watershed causing it to adjust and deepen and can increase the frequency of flooding and erosion and decrease water quality. Secondly, the loss of headwaters habitats and natural nutrient sources can result in biologically depressed river and estuary ecosystems. These characteristics are exhibited within the urbanized watersheds within the Greater Toronto Area and considerable time and money is being spent on their rehabilitation. RECOMMENDATION: THAT THE COMMISSION DELETE REFERENCES TO REGIONAL AND LOCAL SIGNIFICANCE FROM ITS RECOMMENDATIONS RESPECTING PROVINCIAL POLICIES FOR NATURAL HERITAGE PROTECTION IN ORDER TO ENSURE A SYSTEMS APPROACH. DEVELOPMENT STANDARDS The Commission has recommended that the Province establish development standards that "should respect and protect significant natural and cultural features ", including standards for storm - surface drainage; setbacks; and plantings, parks and open space. The Authority has some concerns with respect to the establishment of provincial standards related to the natural heritage system. The tendency in building standards is to ensure the minimum rather than to require the maximum. If that same approach were to be applied to the natural heritage system, we would anticipate considerable degradation. The Commission supports the protection, enhancement and restoration of the natural heritage system and should clarify its objectives specific to these recommended standards. In the case of ecosystems, it would seem preferable to have provincial objectives, rather than to set minimum performance standards. As discussed, above, we would see the establishment of specific standards related to the natural heritage system occurring as a part of the watershed strategy and being directly related to achieving the goals and objectives of the individual watershed. RECOMMENDATION: THAT, SHOULD THE PROVINCE PROCEED TO ESTABLISH DEVELOPMENT STANDARDS WITH RESPECT TO THE FORM, FEATURES AND /OR FUNCTIONS OF THE NATURAL HERITAGE SYSTEM, CONSERVATION AUTHORITY REPRESENTATION BE INCLUDED ON THE COMMITTEE RESPONSIBLE FOR THIS TASK. The Commission also recommends that municipalities consider delegating to staff the authority to approve variances of up to 10% from zoning controls for existing buildings or structures. If this recommendation were in place and standards related to the natural heritage system had been adopted, we are concerned that this would permit these standards to be compromised without consultation and could result in cumulative impacts. The Commission has also recommended that lot- creation, rezoning and development permit applications that may have a potential impact on environmental features and /or functions be accompanied by an environmental impact statement. The Commission, however, assumes "smaller projects would not be subject to this kind of review ". The intent of this exemption needs to be clarified to ensure that "small" but potentially harmful projects can be brought into the process and, further, to recognize that the cumulative impacts of a number of "small projects" can be significant. 3 Exs /93 RECOMMENDATION: THAT THE COMMISSION GIVE FURTHER CONSIDERATION TO THE DEVELOPMENT CONTROL MECHANISMS PROPOSED AND THEIR ABILITY TO ENSURE THE PROTECTION, ENHANCEMENT AND RESTORATION OF THE NATURAL HERITAGE SYSTEM. THE CONSERVATION AUTHORITIES ACT In addition to its recommendations respecting watershed planning, the Commission has made a number of comments and suggestions with respect to conservation authorities; that consideration be given to delegating the issuance of water- taking permits to conservation authorities; that the mandate of authorities to address ecosystem protection matters through Fill, Construction and Alteration to Waterways Regulations be clarified; and that appeals regarding conservation authority permits be referred to the Ontario Municipal Board rather than the Commissioner of Lands and Mines. All of these suggestions are consistent with recommended amendments to the Conservation Authorities Act which this Authority and the Association of Conservation Authorities have supported for some time. The Commission is specifically responsible for recommending changes to The Planning Act and for identifying other issues related to the planning and development process in Ontario. It is most helpful to have the Commission's support in bringing forward the issue of amendments to the Conservation Authorities Act. RECOMMENDATION: THAT THE METROPOLITAN TORONTO AND REGION CONSERVATION AUTHORITY REQUEST THE COMMISSION TO REITERATE ITS SUGGESTIONS WITH RESPECT TO AMENDMENTS TO THE CONSERVATION AUTHORITIES ACT AS A PART OF ITS FINAL REPORT AND THAT THEY BE STATED AS RECOMMENDATIONS TO THE PROVINCE OF ONTARIO. LAND STEWARDSHIP The Commission has included a discussion of Land Stewardship under Other Issues. Land Stewardship has been recommended by the Authority as one mechanism for the protection, enhancement and restoration of the natural heritage system. While many recent reports have recommended this mechanism, there has been little done to develop stewardship information packages that would assist private landowners in practising good land management both on large rural lots and where urban and suburban properties abut components of the natural heritage system. Given that this resource would be a valuable tool across the Province, it would seem appropriate for it to de developed by a Provincial ministry based on input from various ministries and agencies. Local watershed characteristics and management requirements would be addressed as a part of the development of the watershed strategy and subwatershed plans. RECOMMENDATION: THAT THE PROVINCE OF ONTARIO COORDINATE THE DEVELOPMENT OF A PRIVATE LAND STEWARDSHIP MANUAL TO ENCOURAGE GOOD LAND MANAGEMENT PRACTICES ON PRIVATE LANDS AND OF A PRIVATE LAND STEWARDSHIP PARTNERSHIP AMONGST INTERESTED MINISTRIES AND AGENCIES, INCLUDING CONSERVATION AUTHORITIES, TO FACILITATE IMPLEMENTATION. 4 Ex,/93 FINANCIAL IMPACT In making its recommendations with respect to watershed planning and the role of conservation authorities in the process of planning and development in Ontario, the Commission has recognized that there will be a financial impact on authorities. Authorities have advocated watershed planning as a first step in the planning process and now must be prepared to coordinate the development of these strategies. This is consistent with the position taken by The Metropolitan Toronto and Region Conservation Authority that its role be that of watershed manager. In the short term, there will be a need to allocate funds to start up the development of watershed strategies. This may result in a delay in implementing other specific projects, however, will be of long term benefit in achieving the environmental goals of the Authority and its watershed municipalities. RECOMMENDATION: THAT THE METROPOLITAN TORONTO AND REGION CONSERVATION AUTHORITY DISCUSS WITH ITS MEMBER MUNICIPALITIES AND THE PROVINCE OF ONTARIO THE FINANCIAL IMPLICATIONS OF AND OPPORTUNITIES TO ACCELERATE THE DEVELOPMENT OF INDIVIDUAL WATERSHED STRATEGIES. 5 THE METROPOLITAN TORONTO AND REGION CONSERVATION AUTHORITY TENDER UNITS for TENDER ED 93 -02 RENTAL OF HEAVY CONSTRUCTION EQUIPMENT AND OPERATOR Resolution #E50/93 Executive Committee Meeting #2/93 April 2, 1993 TENDER UNITS CATEGORY RATE PER HOUR TRACTOR BULLDOZERS CRAWLER TYPE S &S FERNVIEW TRENDCO VIC PRIESTLY WASERO DAGMAR T&M 1. 80 KW minimum net flywheel power 56.00 57.50 65.00 64.95 70.00 72.00 97.00 2. 100 KW minimum net flywheel power 63.50 66.00 70.00 69.95 72.50 82.00 73.00 3. 140 KW minimum net flywheel power 68.00 73.00 84.00 , 94.95 80.00 95.00 144.00 FRONT END LOADER - CRAWLER MOUNTED 1. 13,500 KG minimum operating weight 56.00 58.00 64.00 69.95 78.00 76.00 74.00 1 3/4 - 2 1/4 m3 normal bucket 2. 21,000 KG minimum operating weight 62.50 69.50 70.00 85.00 96.00 120.00 144.00 2 1/2 - 3 1/2 m3 normal bucket HYDRAULIC BACKHOE - CRAWLER MOUNTED 1. 24,500 KG minimum operating weight 68.75 76.50 80.00 81.95 85.00 96.00 85.00 1 m3 nominal bucket size 2. 40,000 KG minimum operating weight 93.50 104.50 98.00 114.95 90.00 106.00 172.00 1.5 m3 nominal bucket size FRONT END LOADER - 4WD RUBBER MOUNTED 1. 14,000 KG minimum operating weight 61.75 69.00 75.00 66.95 70.00 85.00 75.00 2 1/4 - 2 3/4 m3 nominal bucket size TWO WHEEL DRIVE TRACTOR WITH LOADER/BACKHOE COMBINATION 1. 45 KW minimum power 3/4 m3 nominal 42.50 45.00 48.00 44.85 50.00 58.00 49.00 bucket size 2 CATEGORY RATE PER HOUR ROCK TRUCKS - OFF HIGHWAY TYPE S &S FERNVIEW TRENDCO VIC PRIESTLY WASERO DAGMAR T&M 1. 14,000 KG payload 7 m3 minimum 69.75 75.00 88.00 67.95 85.00 140.00 106.00 struck capacity 2. 23,000 KG payload 13 m3 minimum 79.00 85.00 95.00 95.95 120.00 140.00 134.00 struck capacity DUMP - TANDEM REAR AXLE, DIESEL OR GAS 1. 24,000 KG minimum gross vehicle 38.00 45.00 40.00 41.00 45.00 55.00 45.00 weight TOTAL $759.25 $824.00 $877.00 $898.40 $941.50 $1,126.00 $1.198 E X io/R3 THE METROPOLITAN TORONTO AND REGION CONSERVATION AUTHORITY ADMINISTRATIVE FEES FOR FILL, CONSTRUCTION AND ALTERATION TO WATERWAYS REGULATION SERVICES (ONTARIO REGULATION 158) Executive Committee Meeting #4/93 June 11, 1992 THE METROPOLITAN TORONTO AND REGION CONSERVATION AUTHORITY ADMINISTRATIVE FEES FOR FILL, CONSTRUCTION AND ALTERATION TO WATERWAYS REGULATION SERVICES (ONTARIO REGULATION 158) Ontario Regulation 158 Permit Applications Under the above Regulations, permission is required from the MTRCA to: • • Ex ti /33 construct a building or structure including paved surfaces whether above or below grade, in a flood plain, pond or swamp place fill on flood plains, wetlands or steep slope areas designated in the Regulation alter a watercourse A. Each application for a permit to fill, construct or alter a waterway must be accompanied by the appropriate fee, as noted in the following Schedule: ONTARIO REGULATION 158 PERMIT APPLICATIONS FEE I SERVICE DELIVERY GUIDELINES Works on Personal Residential Property $ 65 per application Applications will be scheduled for approval or refusal at regularly scheduled (monthly) MTRCA Executive Committee meetings. Initial review by staff should by completed within 60 days upon receipt of the permit application package. Time required to complete the review varies based on the complexity of the application. Municipal Projects (Regional /Local) $ 75 per application Multi -lot (more than 3) or Multi -Unit development and associated infrastructure (SWM ponds, services, outfalls, roads, etc.). $ 300 per application Other (Utilities, commercial, industrial additions, etc.) $ 200 per application Permit Revisions 50% of current fee Permit Renewals $ 65 Exemptions - Municipal Projects on lands under management agreement with the Authority No Charge B. Fees may be paid by cheque or money order, made payable to The Metropolitan Toronto and Region Conservation Authority ( MTRCA). C. Fees are non - refundable, except where review indicates that no permit is necessary. D. Permits require renewal two years from date of issue, but may be extended for a one year period if approved in writing by the Conservation Authority provided the proposed work remains the same as originally permitted. E. After a permit has expired, a new application must be submitted, and the above Schedule of Fees will apply. Ontario Regulation 158 Property Information A. Each request for an Ontario Regulation 158 property clearance must be accompanied by the appropriate fee as noted in the following Schedule: ONTARIO REGULATION 158 PROPERTY INFORMATION FEE SERVICE DELIVERY GUIDELINES Property Searches - generally Solicitor /realtor enquiries for real estate transactions S 75 Written response should be provided within 10 days of a specified closing date. Municipal Building Permit Approvals - site plan clearances (not regulated) S 65 Initial review by staff should be completed within 30 days upon receipt of the complete clearance package. B. Fees may be paid by cheque or money order, made payable to The Metropolitan Toronto and Region Conservation Authority (MTRCA). C. Fees are non - refundable, except where review indicates that the property is located beyond the MTRCA's watershed jurisdiction. D. Ontario Regulation 158 is amended from time to time. Applicants are encouraged to confirm information received beyond a one year time frame if /as required. Should you require additional information regarding these administrative fees, please contact: The Metropolitan Toronto and Region Conservation Authority Water Resource Division Plan Review Section 5 Shoreham Drive Downsview, Ontario M3N 1S4 Telephone: (416) 661 -6600 Fax: (416) 661 -6898 RATES EFFECTIVE JULY 1, 1993 EX i3 /93 THE METROPOLITAN TORONTO AND REGION CONSERVATION AUTHORITY LETTER OF INTENT The Etobicoke Waterfront Partnership Dated: December 10, 1993 Executive Committee Meeting #11/93 January 7, 1994 Ex pi /'t3 ETOBICOKE LAKEFRONT CORPORATION December 10, 1993 Mr. Donald J. Prince Manager /Property and Administrative Services The Metropolitan Toronto and Region Conservation Authority •, 5 Shoreham Drive Downsview, Ontario M3N 1S4 Dear Mr. Prince: Re: The Etobicoke Waterfront Partnership ("EWP ") and The Metropolitan Toronto and Region Conservation Authority ( "MTRCA ") Agreement of Purchase and Sale Further to our various discussions, this letter is intended to set out our intention to enter into an agreement with you that will contain the terms and conditions outlined below, it being understood, however, that this letter shall not be considered to create any rights or obligations between us but merely represents our mutual intention to enter into a binding contract upon agreement being reached on all matters, formal approval by EWP and MTRCA and our respective solicitors and to be duly executed not later than January 31, 1994. It is understood that the solicitors for the MTRCA shall prepare the first draft for our review. The major terms of such an agreement will include the following: 1. EWP shall convey to MTRCA good title to the following lands (the "EWP Lands "): (a) Part 2 and Part 6 on the draft reference plan prepared by Wildman Stewart Young Limited under their file number 9334/9335 dated January 1993, a copy of which is attached; (b) Part 2 and Part 4 on the draft reference plan prepared by Wildman Stewart Young Limited under their file number 9337/9333 dated January 1993, a copy of which is attached; Madison Centre, 4950 Yonge Street, Suite 1500, North York, Ontario, Canada M2N 6K1, (416) 222 -3208, Fax (416) 222 -5744 EX IS/7$ Mr. Donald J. Pnnce December 10, 1993 Page 2 (c) Part 2 and Part 6 on the draft reference plan prepared by Wildman Stewart Young Limited under their file number 9341 to 9345 dated January 1993, a copy of which is attached; (d) Part 3 on the draft reference plan prepared by Wildman Stewart Young Limited under their file number 9354 dated December 23, 1992, a copy of which is attached; Free and clear of all liens, charges and encumbrances and a release and quit claim of all littoral, shoreline and riparian rights that the EWP Land or lands of EWP to the north or west of the EWP Lands above described have or enjoy. 2. MTRCA shall convey to EWP good title to the following lands (the _ "MTRCA Lands "), being Parts 10 and 11 on draft reference plan prepared by Wildman Stewart Young Limited under their file number 9341 to 9345 dated January 1993 and stamped April 6, 1993, copy attached, free and clear of all liens, charges and encumbrances. 3. The conveyances referred to above will be subject to compliance with the provisions of Section 50 of the Planning Act and the conveyance of the MTRCA Lands to an Order -in- Council as required pursuant to the Conservation Authorities Act. The MTRCA Lands will be subject to the littoral, riparian or shoreline rights being extinguished or retained by MTRCA in a manner satisfactory to the MTRCA. 4. The EWP Lands will not include any density rights and the MTRCA Lands do not have density rights attached to them; no amount will be paid for the EWP or The Metropolitan Toronto and Region Conservation Authority lands but each will be Valued at $10,000.00 for Land Transfer Tax purposes. 5. The conveyance of the EWP Lands to MTRCA and the MTRCA Lands to EWP shall be completed within 30 days of the satisfaction of the following conditions: (a) the City of Etobicoke has passed a by -law or by -laws approving the transfer of the density from the EWP Lands, in accordance with the Ex /6 /93 Mr. Donald J. Prince December 10. 1993 Poge 3 approved Etobicoke Motel Strip Secondary Plan, to those portions of land owned by EWP between Lakeshore Road and Waterfront Drive, such by- law(s) to be final and binding and not subject to any further appeals; (b) that the Waterfront Amenity Areas and Waterfront Drive will, with the exception of the EWP Lands, be in public ownership or agreements of purchase and sale will have been executed, with all conditions to such agreements of purchase and sale having been satisfied or waived; (c) MTRCA and the City of Etobicoke will have undertaken to EWP, in a form and on timing satisfactory to EWP, to commence construction of the Waterfront Drive, storm sewers and other storm water . facilities; that the storm sewer and facilities will be designed and built to accept run -off from the Central Site; and that the storm sewer; facilities and Waterfront Drive will be substantially completed by the first phase of the central site; (d) no additional area development charges will be imposed upon EWP by the City of Etobicoke as a result of works arising from the Public Amenity Area or Waterfront Drive except development charges that are imposed upon all developments by Etobicoke regardless of where the development occurs; and (e) satisfactory arrangements will have been made by EWP with the City of Etobicoke with respect to vehicular parking under Waterfront Drive, access to such parking from both south and the north sides of the travelled portion of Waterfront Drive, and the installation of services, including storm, sanitary, water, hydro, gas, telephone and cable television. Any and all access to parking to be from within the limits of the Waterfront Drive road allowance, unless otherwise agreed to by the MTRCA. If these conditions are not satisfied or waived by both parties within 36 months of the execution of the binding contract herein contemplated (the "Agreement "), the Agreement shall be null and void and each party released from all obligations to the other. EX 17 /93 Mr. Donaid J. Prince December 10, 1993 Page 4 6. From the time of execution of the Agreement, MTRCA and the City shall be entitled to commence construction on the EWP Lands for the purposes of the Public Amenity Area, Waterfront Drive and servicing; provided that EWP shall be indemnified and saved harmless for any liability or damages that may result during such work, including showing EWP and its affiliated companies as the named insured on a general liability insurance policy in the amount of 52 million to be taken out by MTRCA and the City prior to the commencement of any such work. 7. During the design of the Public Amenity Area, MTRCA shall consult with EWP in the design process. 8. The lakefilling of the Public Amenity Area and Waterfront Drive shall provide for the acceptance of excavated material originating . from the development of EWP land situated north of the Public Amenity Area and Waterfront Drive, subject to the payment of nominal dumping fees, the environmental condition of the soils being acceptable to MTRCA and the timing of the lakefilling being satisfactory to MTRCA. 9. Either party shall have the right to register notice of the Agreement after it is executed on title to the lands being acquired by that party, provided any mortgagees or chargees of either party's lands have first agreed in writing to be bound by the terms of the Agreement. 10. EWP may require that Part 4 on Plan 9341 to 9345 referred to above be considered part of the EWP Lands for the purposes of the Agreement provided the consent of the owner of Part 4 is first obtained by EWP and notwithstanding any other provision hereof, the density of Part 4 to be transferred shall be in accordance with the approved Etobicoke Motel Strip Secondary Plan. 11. Both parties will undertake to use all reasonable efforts to fulfil all the terms and conditions and their respective obligations as provided in the agreement, keep the other party fully apprised on a timely basis of all matters relating to the agreement and proceed as expeditiously as possible to fulfil all of the terms and conditions of and complete the agreement. EX 18 /93 Mr. Donald J. Prince December 10, 1993 Page 5 If you approve the foregoing, please sign this letter below and it will form the basis for entering into formal negotiations; it being understood and agreed that your approval will not create any binding obligations on either party and only the execution of the formal Agreement shall bind the parties. Yours very truly, ETOBICOKE WATERFRONT PARTNERSHIP Per: Approved this /57(4day of 1993. THE METROPOLITAN TORONTO AND REGION CONSERVATION AUTHORITY Per: -- cc: W. Rosenman, Weir & Foulds EX 19 /q3 THE METROPOLITAN TORONTO AND REGION CONSERVATION AUTHORITY AGREEMENT OF PURCHASE AND SALE ETOBICOKE WATERFRONT PARTNERSHIP and THE METROPOLITAN TORONTO AND REGION CONSERVATION AUTHORITY Executive Committee Meeting #11/93 January 7, 1994 Authority Meeting #12/93 January 28, 1994 THIS AGREEMENT made as of the _ day of BETWEEN: EX).1)1c0,„, ETOBICOKE WATERFRONT PARTNERSHIP (hereinafter called the "EWP ") — and — OF THE FIRST PART THE METROPOLITAN TORONTO AND REGION CONSERVATION AUTHORITY (hereinafter called "MTRCA ") OF THE SECOND PART I. WHEREAS EWP and MTRCA have agreed the lands described in Schedule "A" attached hereto ( "EWP Lands ") will be sold, transferred and conveyed to MTRCA and the lands described in Schedule "B" attached hereto ( "MTRCA Lands ") will be sold, transferred and conveyed to EWP all on the terms and conditions as hereinafter contained. NOW THEREFORE in consideration of ONE ($1.00) DOLLAR and other good and valuable consideration the receipt of which is by each of the parties hereto acknowledged, the parties hereto, covenant, agree, declare and provide as follows: 1.(a) EWP shall transfer, sell and convey the EWP Lands to MTRCA and Parts 10 and 12 on the draft Reference Plan referred to in Schedule "A ", Item 1 (the "Etobicoke Lands ") to the Corporation of the City of Etobicoke and MTRCA shall transfcr, sell and convey the MTRCA Lands to EWP on the Closing Date, as hereinafter defined, free and clear of all liens, charges and encumbrances, save and except for Permitted Encumbrances as described in Schedules "C -1" and "C -2 ". 1.(b) The panics acknowledge and agree: (i) that the Etobicoke Lands and MTRCA Lands or portions thereof will be filled by MTRCA, and MTRCA shall be entitled to enter upon the MTRCA Lands subsequent to the Closing Date, for such purpose, subject to the other provisions herein, with the result that the Etobicoke Lands and the MTRCA Lands may have shore, littoral or riparian rights attaching thereto notwithstanding the Etobicoke Lands and MTRCA Lands no longer abut the watcr's edge or the top of bank of Lake Ontario. (ii) that after the conveyance of the MTRCA Lands to EWP and the Etobicoke Lands to the Corporation of the City of Etobicoke and the filling thereof no shore, littoral and riparian rights are to remain with the MTRCA Lands or the Etobicoke Lands; (iii) that Part 9 on the draft reference Plan referred to in Schedule "A ", item 1 will be transferred to the Corporation of the City of Etobicoke by either MTRCA or the Province of Ontario. Accordingly, EWP covenants and agrees to execute such releases, quit claims, transfers and acknowledgements and conveyances as may be reasonably requested by MTRCA to convey such rights to MTRCA subsequent to the conveyance of the MTRCA Lands to EWP and the Etobicoke Lands to the Corporation of the City of Etobicoke and without limiting the generality of the foregoing, upon the completion of any filling to be carried out by MTRCA or others, and in any event not later than five (5) years after the Closing Date, EWP shall convey to MTRCA all of those portions of Parts 11 and 13 on Plan 64R— , File No. 9341 to 9345 stampcd January 13, 1994, if any that lie cast of a line drawn parallel to the then top of bank of the water's edge of Lake Ontario and one (1) metre wcst thcrcof and, to the Corporation of the City Ex 19 2. of Etobicoke all those portions of the Etobicoke Lands, if any, that lie east of a line drawn parallel to the then top of bank of the water's edge of Lake Ontario and one (1) metre west thereof. 1.(c) With respect to those portions of the EWP Lands being Parts 2 and 6 on Plan 64R— File No. 9341 to 9345 stamped January 13, 1994, and Parts 2 & 4 on Plan 64R— , File No. 9337/9338, if five (5) years following the Closing Date the water's edge, top of bank, and one (1) metre wide strip adjacent to the top of bank are not located within the EWP Lands but are located on adjoining lands of EWP to the west of the EWP Lands, EWP shall cause to be conveyed those portions of the adjoining lands of EWP lying to the east of a line drawn parallel to the top of the bank and one (1) metre west thereof to the intent and purpose that all of the lands of EWP, abutting the EWP Lands, that are then covered by water or enjoy shore, littoral and riparian rights, as reasonably requested by MTRCA's solicitor, will be conveyed to MTRCA. EWP shall execute such assurances, acknowledgements, releases, and quit claims as may be reasonably requested by MTRCA from time to time so that no lands of EWP adjoining thc EWP Lands enjoy shore, littoral or riparian rights. 2. Subject to the other provisions hereof, no monies shall be payable by either of the parties to the other. For land transfer tax and GST purposes the EWP Lands and MTRCA Lands shall eac,: Je valued at TEN THOUSAND ($10,000.00) DOLLARS. 3. EWP shall be entitled both before and after the Closing Date to do all things necessary to transfer subsequent to the Closing Date any density rights now or on the Closing Date attaching to the EWP Lands to other lands of EWP in accordance with the City of Etobicoke Motel Strip Secondary Plan C -65 -86 dated July, 1992 (the "Secondary Plan ") and MTRCA shall not object to any such transfer and shall execute and do all things as reasonably requested by EWP, at the expense of EWP to carry out such transfer. 4.(a) The Closing Date shall be thirty (30) days after thc following conditions have been satisfied or waived by both parties, or such other date as agreed by the parties, at which time vacant possession shall be given of the lands being conveyed provided if the conditions arc not satisfied or waived by the parties within three (3) years of the date of this Agreement, this Agreement shall be considered null and void and of no force and effect and each of the parties shall be released from their obligations herein to the other. The conditions are: (1) the City of Etobicoke has passed a by —law or by —laws approving the transfer of the density from the EWP Lands in accordance with the Secondary Plan and such by —law is final and binding and not subject to any further appeals; (ii) that the Watcrfront Amenity Areas and Waterfront Drive, as described in Schedules "D -1" and "D -2" respectively, will, with the exception of the EWP Lands, be in public ownership or agreements of purchase and sale will have been executed with any conditions in any such agreements that could otherwise be reasonably expected to prevent the agreements from being completed having been satisfied or waived; (iii) that thc City of Etobicoke will have undertaken to EWP to do the following: (1) to commence construction of Waterfront Drive, and the storm sewers and other storm water facilities in connection with Waterfront Drive; (2) to design and build such storm water facilities and sewers so that it will accept run —off from the Central Site as described in Schedule "E" attached hereto; and (3) the storm water facilities and sewers and Waterfront Drive will be substantially completed by the time the first residential premises on the Central Site are available for occupancy; (iv) 3. Exzz /93 that MTRCA will have undertaken to EWP to fill those portions of thc Etobicokc Lands, MTRCA Lands, EWP Lands, Waterfront Drive and the Waterfront Amenity Areas presently covered by water, such agreement to provide for access as agreed by EWP over its lands adjacent to the EWP Lands, the MTRCA Lands and the Etobicokc Lands. (v) by thc time the conditions mentioned in paragraphs 4.(a).(a), (b), (c), (e) and (f) hereof are satisfied or waived or within three (3) years of the date hereof, whichever first occurs, no additional area development charges will have been imposed upon EWP by the City of Etobicoke as a result of the work done by MTRCA, the City of Etobicoke or others on the Waterfront Amenity Areas or Waterfront Drive except: (1) development charges that are imposed upon all developments by the City of Etobicoke regardless of the location of the developments; (2) development charges that are imposed by the City of Etobicoke upon all developments located within the area of the Secondary Plan for services and facilities that arc deemed by the City of Etobicoke to be for the benefit of the lands as designated within the Secondary Plan. (vi) satisfactory arrangements will have been made by EWP with the City of Etobicoke with respect to vehicular parking under Waterfront Drive, with access from both sides of the travelled portion of Waterfront Drive and under Parts 10 and 12 on draft reference Plan referred to in Schedule "A ", item 1, and the installation thereon of services including storm, sanitary, water, hydro, gas, telephone and cable television; (vii) the consent of the Lieutenant — Governor —in— Council to the conveyance by MTRCA of the MTRCA Lands shall have been received. 4.(b) This Agreement is conditional it being approved by the City of Etobicoke, the Province of Ontario and the Municipality of Metropolitan Toronto within sixty (60) days of the date of this Agreement and if not approved within the said sixty (60) days, this Agreement shall be considered null and void and the parties hereto shall be released from all obligations hereunder. 5. Upon the execution of this Agreement, MTRCA and those permitted by it, including the City of Etobicoke and their servants, agents, employees and contractors shall be entitled to enter upon the EWP Lands and the Etobicoke Lands and also, subject to the prior agreement of EWP, not to be unreasonably withheld, to cross other lands of EWP for the purpose of constructing the Waterfront Amenity Areas and Waterfront Drive, filling the EWP Lands and the Etobicoke Lands and all servicing in connection therewith provided MTRCA shall have first given to EWP: (i) an indemnity and hold harmless agreement against any claims that may be made against EWP as a result of the construction by MTRCA and others permitted by MTRCA of the Waterfront Amcnity Area and Waterfront Drive; (ii) satisfactory evidence of public liability insurance in an amount of not less than TWO MILLION ($2,000,000.00) DOLLARS has been obtained against third party claims arising from the aforementioned construction with such insurance including EWP as a named insured with such policy of insurance to obtain cross — liability and severability of interest endorsements; (iii) an undertaking not to interfere with construction on the other lands of EWP and to repair any damages caused as a result of the construction or entry. 6. MTRCA agrees EWP shall be consulted with respect to the design of thc Watcrfront Amenity Area prior to thc final determination of such design. EX zV13 4. 7. EWP in developing lands owned by it adjacent to the EWP Lands shall be entitled to deposit material excavated from such lands on the Waterfront Amenity Areas and Waterfront Drive provided: (i) EWP pays for the right to lakefill at the same rate as that then charged to others for depositing; (ii) the condition of the material to be deposited by EWP satisfies the standards set by MTRCA under the Improved Lakcfill Quality Assurance Program; (iii) the material is delivered and deposited only at those times MTRCA is accepting similar material for filling on the Waterfront Amenity Area or Waterfront Drive. 8. This Agreement may be registered by either party against the EWP Lands or the MTRCA Lands. EWP agrees with respect to the EWP Lands, and MTRCA agrees with respect to the MTRCA Lands, that all mortgagees, chargees or encumbrancees of the EWP Lands and MTRCA Lands, respectively, if any, will agree within 30 days of the date of this Agreement to provide whatever discharges, releases or assurances may be required to complete the exchanges contemplated herein whether or not such mortgages, charges or encumbrances are in good standing and without any payments or charges and further, do all such things as may be required to carry out the terms of this Agreement in the event of any default by either EWP or MTRCA under any such mortgages, charges or encumbrances. On or prior to the Completion Date, EWP shall remove and discharge all liens, charges and encumbrances registered against the EWP Lands and MTRCA shall remove and discharge all liens, charges and encumbrances registered against the MTRCA Lands other than, in each case, Permitted Encumbrances. Neither party after the execution of this Agreement shall mortgage, charge or encumber the EWP Lands or the MTRCA Lands unless the mortgagee, chargee or encumbrancee first agrees to be bound by all of the terms of this Agreement. 9. Both parties will undertake to use all reasonable efforts to fulfil all of the terms and conditions and their respective obligations as provided in the Agreement, keep the other party fully apprised on a timely basis of all matters relating to the Agreement and proceed as expeditiously as possible to fulfil all of the terms and conditions of and to complete the Agreement. 10. Each party shall be allowed until 11:59 p.m. on the 180th day following the date of this Agreement ( "Requisition Date ") to examine the title to the property to be conveyed to it at its own expense. 11. Neither party shall call for the production of any title decd, abstract, survey or other evidence of title to the property to be conveyed to it except such as are in the possession or control of the other party. 12. Provided that the title to the EWP Lands and the MTRCA Lands are good and free from all registered restrictions, charges, liens, and encumbrances save and except for Permitted Encumbrances. If within the specified times referred to in paragraph 10 any valid objection to title is made in writing to the party to convey such lands and which that party is unable or unwilling to remove, remedy or satisfy and which the party making the objection will not waive, this Agreement notwithstanding any intermediate acts or negotiations in respect of such objections, shall be at an end and neither party shall be liable for any costs or damages. Save as to any valid objection so made by such day; except for any objection going to the root of the title or any liens, charges, encumbrances or restrictions arising after the Requisition Date, each party shall be conclusively deemed to have accepted the other's title to the property to be conveyed to it. 13. This Agreement shall be effective to create an interest in the EWP Lands, the Etobicoke Lands and the MTRCA Lands only if the subdivision control provisions of the Planning Act are complied with on or before completion. MTRCA hereby covenants to proceed at its expense to obtain any necessary consent on or before completion for the conveyance of the MTRCA Lands to EWP. The parties acknowledge the conveyance of the EWP Lands will not 5. Exz11 /93 require a consent if, MTRCA complies with s. 50(3)(e) of the Planning Act and MTRCA agrees to do so. 14. Each party covenants that it shall not be a non — resident of Canada within the meaning of the Income Tax Canada on the Completion Date. 15. Any realty taxes and local improvement charges, as applicable, shall be apportioned and allowed to the day of completion (the day itself to be apportioned to the party acquiring the particular property). 16. The Transfer/Deeds shall, save for the Land Transfer Tax Affidavits, be prepared in registrable form at thc expense of the party conveying. Each Transfer/Deed to be delivered on completion shall contain the statements contemplated by clauses 50(22)(a), (b) and (c) of the Planning Act, R.S.O. 1990. 17. Time shall in all respects be of the essence hereof provided that the time for doing or completing of any matter provided for herein may be extended or abridged by an agreement in writing signed by the parties or by their respective solicitors who are hereby expressly appointed in this regard. 18. This Agreement including schedules attached hereto shall constitute the entire agreement between the parties. There is no representation, warranty, collateral agreement or condition, whether direct or collateral, or express or implied, which induced any party hereto to enter into this Agreement or on which reliance is placed by any such party, or which affects this Agreement or the property or supported hereby other than as expressed herein. This Agreement shall be read with all changes of gender or number required by the context. 19. MTRCA will allow EWP and EWP's authorized representatives access to the MTRCA Lands to carry out such reasonable tests and inspections as EWP or its authorizcd representatives may deem necessary. EWP will allow MTRCA and MTRCA's authorized representatives access to the EWP Lands to carry out such reasonable tests and inspections as MTRCA or its authorized representatives may deem necessary. If either party is dissatisfied with the results of the tests and inspections and notifies the other party of its dissatisfaction, either party may terminate this Agreement by notice given to the other not later than six (6) months following the date hereof whereupon each of the parties will be released from all of their obligations hereunder to the other. 20.(a) EWP represents and warrants, and for the purpose of this representation and warranty EWP includes EWP and each of its partners to MTRCA as at the date hereof as following: (1) It is a partnership duly created and validly subsisting under the laws of the Province of Ontario, that the partners of the partnership have not changed during the time it has owned the EWP Lands; it has thc capacity to own and sell the EWP Lands; and to enter into, execute and deliver this Agreement and all other agreements and instruments contemplated hereby; (ii) All necessary action has been taken by EWP and its partners to authorize the execution and delivery of this Agreement and to execute and deliver all deeds, documents and instruments which is necessary to conclude the transaction contemplated by this Agreement; (iii) There are no agreements, options or othcr rights to which EWP is, or may become, obligated to sell the EWP Lands or any part thereof; (iv) None of the entering into this Agreement, thc sale of the EWP Lands or the performance by EWP of any of its other obligations under this Agreement will contravene, breach or result in any default under any statutes, regulations or legislation creating or regulating EWP, its partnership agreement, constating documents or other organizational documents or under any mortgages, leases, agreements, other legally binding instruments, licenses, permits, statutes, 6. regulations, ordcrs, judgments, decrees or law to which EWP is a party or by which it may be bound; (v) No authorization, consent or approval of, or filing with or notice to, any governmental agency, regulatory body, court or other person is required in connection with the execution, delivery or performance of this Agreement by EWP or the sale of the EWP Lands hereunder except as specifically provided herein; (vi) There arc no actions, suits or proceedings now existing or, to the knowledge of EWP, threatened against or affecting EWP at law or in equity or before any federal, provincial, municipal or other government department, commission, board, bureau, agency or agencies relating to the EWP Lands which have or would if successful, materially adversely affect the EWP Lands; (vii) There are no leases, licenses, occupancy or tenancy agreements or agreements to lease all or any part of the EWP Lands; 20.(b) MTRCA represents and warrants to EWP as follows: (i) It is a corporation duly created and validly subsisting under the laws of the Province of Ontario and has the corporate capacity to sell the MTRCA Lands in accordance with thc terms hereof and to enter into, execute and deliver this Agreement and the agreements and other instruments contemplated hereby; (ii) All necessary statutory requirements have been satisfied and all necessary corporate action has been taken by MTRCA to authorize the execution and delivery of this Agreement and to execute and deliver all deeds, documents and instruments which is necessary to conclude the transaction contemplated by this Agreement, subject to the consent referred to in paragraph 4.(a)(vii) and the approvals referred to in paragraph 4.(b) hereof being granted; (iii) There are no agreements, options or other rights to which MTRCA is, or may become, obligated to sell the MTRCA Lands or any part thereof except to other public bodies; (iv) None of the entering into this Agreement, the sale of the MTRCA Lands pursuant to this Agreement or the performance by MTRCA of any of its other obligations under this Agreement will contravene, breach or result in any default under any statutes, regulations or legislation creating or regulating MTRCA, thc by —laws, constating documents or other organizational documents of MTRCA or under any mortgages, leases, agreements, other legally binding instruments, licenses, permits, statutes, regulations, orders, judgments, decrees or law to which MTRCA is a party or by which MTRCA may be bound; (v) Other than as referred to herein, no authorization, consent or approval of, or filing with or notice to any governmental agency, regulatory body, court or other person is required in connection with the execution, delivery or performance of this Agreement by MTRCA or the sale of the MTRCA Lands hereunder; (vi) There are no actions, suits or proceedings now existing or, to the knowledge of MTRCA, threatened against or affecting MTRCA at law or in equity or before any federal, provincial, municipal or other government department, commission, board, bureau, agency or agencies relating to the MTRCA Lands which have or would if successful, materially adversely affect the MTRCA Lands; (vii) There are no leases, licenses, occupancy or tenancy agreements or agreements to lease all or any part of the MTRCA Lands; 20.(c) The representations and warranties of the parties in paragraphs 14 and 20 or any document delivered pursuant to paragraph 20 shall not merge on completion of the transfers contemplated herein but will continue in full force and effect. 7. Exz6 h3 21.(a) The obligation of EWP to complete the transactions contemplated herein is subject to the satisfaction of, or compliance with, at or prior to the Closing Date or the time otherwise specified herein, of each of the following conditions (each of which is acknowledged to be for the exclusive benefit of EWP): (i) MTRCA shall certify and acknowledge on the Closing Date the representations and warranties of MTRCA made in or pursuant to this Agreement are true and correct as at the Closing Date with the same force and effect as if made at and as of the Closing Date; (ii) On the Closing Date MTRCA shall not be in breach of any agreement on its part contained in this Agreement; (iii) From the date of execution hereof to the Closing Date there shall have bccn no materially adverse change to the MTRCA Lands other than as permitted or contemplated herein; (iv) If any of the conditions contained in this paragraph 21.(a) shall not bc fulfilled or performed at or prior to the Closing Date to the satisfaction of EWP (acting reasonably) other than as a result of a default by EWP, EWP may by notice to MTRCA terminate this Agreement and the obligations of EWP and MTRCA under this Agreement whereupon each party shall be released from all of their obligations hereunder to the other and this Agreement shall bc thereafter considered null and void. 21.(b) The obligation of MTRCA to complete the transactions contemplated herein is subject to the satisfaction of, or compliance with, at or prior to the Closing Date or the time otherwise specified herein, each of the following conditions (each of which is acknowledged to be for the exclusive benefit of MTRCA): (i) EWP shall certify and acknowledge on the Closing Date the representations and warranties of EWP made in or pursuant to this Agreement are true and correct as at the Closing Date with the same force and effect as if made at and as of the Closing Date; (ii) On the Closing Date EWP shall not be in breach of any agreement on its part contained in this Agreement; (iii) From the date of execution hereof to the Closing Date there shall have been no materially adverse change to the EWP Lands other than as permitted or contemplated herein; (iv) If any of the conditions contained in this paragraph 21.(b) shall not be fulfilled or performed at or prior to the Closing Date to the satisfaction of MTRCA (acting reasonably) other than as a result of a default by MTRCA, MTRCA may by notice to EWP terminate this Agreement and the obligations of MTRCA and EWP under this Agreement whcrcupon each party shall be released from all of their obligations hereunder to the other and this Agreement shall be thereafter considered null and void. 22. Any notice or any service or tender of documents or money hereunder may be made upon EWP or MTRCA or their respective solicitors. Any notice hereunder shall be duly and properly given if in writing and if to EWP addressed to EWP at: Etobicokc Waterfront Partnership 4950 Yonge Street Suite 1500 North York, Ontario M2N 6K1 Attention: 8. and if to MTRCA addressed to MTRCA at: 5 Shoreham Drive Downsview, Ontario M3N 1S4 Attention: Chief Administrative Officer or if by facsimile transfer to EWP at: Fax No. (416) 222 -5744 and if to MTRCA at: Fax No. (416) 661 -6898 Any notice delivered as aforesaid or communicated by facsimile transfer as aforesaid shall be deemed to have been received on the date of delivery or on the date of receipt of the facsimile transfer if delivered or received during normal business hours and otherwise on the next following business day. Any notice mailed as aforesaid shall be mailed within Ontario by prepaid registered post and shall be deemed to have been received on the third day after the date of mailing unless there is an interruption of postal service by reason of a labour dispute in which event such notice shall bc deemed to be received on the date of receipt. Either party may from time to time in the manner aforesaid provide the other party of any change of address or fax number for the purpose of notice hereunder. 23.(a) MTRCA agrees that it will, on the Closing Date, pay to EWP any Goods and Services Tax ( "GST ") that may bc exigible in respect of the transaction contemplated herein, unless MTRCA provides EWP on the Closing Date with a registrant number that is valid for purposes of the GST and a certificate of a senior officer of MTRCA certifying that the registration number is that issued to the MTRCA and is in full force and effcct. MTRCA covenants to EWP to remit directly to Revenue Canada, Customs and Excise, any GST that may be exigible in respect of the purchase and sale of the Lands. 23.(b) EWP agrees that it will, on the Closing Date, pay to MTRCA any Goods and Services Tax ( "GST ") that may be exigible in respect of the transaction contemplated herein, unless EWP provides MTRCA on the Closing Date with a registrant number that is valid for purposes of the GST and a certificate of a senior officer of EWP certifying that the registration number is that issued to the EWP and is in full force and effect. EWP covenants to MTRCA to remit directly to Revenue Canada, Customs and Excise, any GST that may be exigible in respect of the purchase and sale of the Lands. 24. Time shall be of the essence of this Agreement and of the contract of purchase and sale to be constituted as aforesaid. All of the terms and conditions of this Agreement and all of the representations and warranties herein contained shall not merge on the Closing but shall rcmain in full force and effect. 25. EWP represents and warrants that has not retained any broker or agent with respect to the sale of the Lands, and will indemnify and save MTRCA harmless in respect thereof. MTRCA represents and warrants that it has not retained any broker; agent or other intermediary to act for MTRCA in connection with the purchase of the Lands and will indemnify and save EWP harmless in respect thereof. 26. Each party will be responsible for its own legal fees and other charges incurred in connection with the transfer of the EWP and MTRCA Lands, all negotiations between the parties and the consummation of the transaction contemplated hereby. 27. Each of the parties hereto shall promptly do, make, execute or deliver, or cause to be done, made, executed or delivered, all such further acts, documents and things as may reasonably be required from time to time, at the expense of the party so requiring for the purpose 9. Ex 28%93 of giving effect to this Agreement and shall use reasonable efforts and take all such steps as may bc reasonably within its power to implement to thcir full extent the provisions of this Agreement. 28. This Agreement (including the documents to be delivered at Closing) constitutes the entire agreement between the parties pertaining to the subject matter of this Agreement. There are no warranties, representations or agreements between the parties in connection with such subject matter except as specifically set forth or referred to in this Agreement. Except as expressly provided in this Agreement, no amendment, waiver or termination of this Agreement shall be binding unless executed in writing by the party to bc bound thereby. No waiver of any provision of this Agreement shall constitute a waiver of any other provision nor shall any waiver of any provision of this Agreement constitute a continuing waiver unless otherwise expressly provided. Unless specifically provided herein, the entering into of this Agreement and the tcrms and provisions hereof shall not be considered a waiver of any requirement, prohibition or otherwise under any statute, law, regulation, by —law or otherwise. 29. This Agreement shall extend to and bind the respective successors and assigns of the parties hereto. IN WITNESS WHEREOF EWP and MTRCA have hereunto caused to be affixed their corporate seals attested by the hands of their proper officers duly authorizcd in that behalf. SIGNED, SEALED AND DELIVERED in the presence of:— RCAN7U2:Je 21■OL94 ETOBICOKE WATERFRONT PARTNERSHIP by its partners: Per: Per: THE METROPOLITAN TORONTO AND REGION CONSERVATION AUTHORITY Per: Per: We have authority to bind the Corporation. SCHEDULE "A" EWP Lands 1. Part of water lot in front of Lot 1, Registered Plan 1229 and part CLS 42807 being shown as Parts 2 and 6 on draft Reference Plan 64R- prepared by Wildman Stewart Young Limited, File No. 9341 to 9345 stamped January 13, 1994; 2. Part of water lots in front of Lots 6, 7 and 8, Registered Plan 1229 being shown as Parts 2 and 4 on draft Reference Plan 64R- prepared by Wildman Stcwart Young Limited, File No. 9337/9338 dated January, 1993. 3. Part of CLS 41183 being shown as Part 3 on draft Reference Plan 66R- prepared by Wildman Stewart Young Limited, File No. 9354 dated December, 1992; 4. Part of water lot in front of Lots 11, 12, 13 and 14, Registered Plan 1229 being shown as Parts 2 and 6 on draft Reference Plan 64R- prepared by Wildman Stcwart Young Limited, File No. 9334/9335 dated December, 1992. SCHEDULE "B" MTRCA Lands. 1. Unpatented water lot being shown as Parts 11 and 13 on draft Reference Plan 64R- prepared by Wildman Stewart Young Limited, File No. 9341 to 9345 stamped January 13, 1994; SCHEDULE "C -1" Permitted Encumbrances of EWP Lands SCHEDULE "C -2" Permitted Encumbrances of MTRCA Lands Ex 30 /9s SCHEDULE "D -1" Waterfront Amenity Areas SCHEDULE "D -2" Waterfront Drive Etobicoke Motel Strip Property Parcels SCALE PARCEL TO BE CONVEYED TO E.W.P. ® PIRCELS TO BE CONVEYED TO M.T.R.C.A. ® P.ARCELS TO REMAIN IN E.W.P. OWNERSHIP (EN'P. Etoticote Waterfront PartnerstO - farmery CAMROST) (M.TRCAMefro Toronto u Region Conservation Authuly) EX 32. ic?3 THE METROPOLITAN TORONTO AND REGION CONSERVATION AUTHORITY AGREEMENT NEWPORT DEVELOPMENT CORPORATION and THE METROPOLITAN TORONTO AND REGION CONSERVATION AUTHORITY Executive Committee Meeting #12/93 February 11, 1994 Authority Meeting #1/94 February 25, 1994 BEN BY:Xerox Telecop.er /041 ; 2- -74 ;11:1:;,i.1 .4anUINER ROBERTS-, x074'44407 »91561od6;; 4 THIS AGREEMENT made in quadruplicate this day of , 199 B E T W E E N: NEWPORT DEVELOPMENT CORPORATION (hereinafter referred to as "Newport ") OF THE FIRST PART - and - THE METROPOLITAN TORONTO AND REGION CONSERVATION AUTHORITY (hereinafter referred to as the "Authority ") OF THE SECOND PART RECITALS: I. WHEREAS Newport is the owner of Parts 1, 2, 3 and 4 on draft reference plan of part of lot 27, Registered Plan 1176 and Water Lot patented to William John Brown August 1, 1911 and Water Lot CL 1728, City of Etobicoke, Municipality of Metropolitan Toronto, prepared by Wildman Stewart Young Limited dated January , 1993, file no. 9347/9349 and hereinafter referred to as the Lands; II. AND WHEREAS Newport has claimed title, including density rights, to certain lands adjoining the Lands being Part 1 on Reference Plan 66R -15676 hereinafter referred to as the Crown Lands; AND WHEREAS it has bean agreed by Newport and the Authority that Newport shall quit claim, surrender and release all of its right, title and interest in the Crown Lands and the said Parts 2 and 4 including any riparian rights, held or enjoyed by it near or in the vicinity of the Crown Lands and the said Parts 2 end 4 and to effect such quit claim, surrender and release shall convey and quit claim all right, title and interest in the said Parts 2 and 4 and the Crown Lands subject to the release and relinquishment by the Authority to Newport of all density rights in the Crown Lands and the said Parts 2 and 4; NOW THEREFORE in consideration of $1.00 and other good and valuable consideration (the receipt of which is hereby by each of the parties hereto acknowledged from the other) the parties hereto agree, stipulate, declare and provide as follows: 1. (a) Newport shall immediately upon passage of a by -law by the City of Etobicoke, that is no longer subject to appeal and that permits the transfer of, or does in fact transfer, density rights for 11. residential dwelling units to the Lands, other than the said Parts 2 and 4, from the Crown Lands pursuant to the Motel Strip Secondary Plan C- 65 -86, transfer to the Authority all of its right, title and interest in the said Parts 2 and 4 and in the Crown Lands in such form and manner as may be reasonably requested by the Authority and shall give such assurances as may be reasonably requested by the Authority, to execute such further and other transfers, deeds, powers of attorney and other documents as may be reasonably requested by the Authority to carry out the intent and purpose of this Agreement. EX 34 15 3 I1,tirrU 11,400 JG4G to v 2. (b) The Authority shall transfer and convey upon passage of the aforesaid By -law as may be requested by Newport all of its right, title and interest in and to all density rights accruing or attaching to the Crown Lands and the said Parts 2 and 4 as it may now or hereafter enjoy in such form and manner as may be reasonably requested by Newport and in accordance with Motel Strip Secondary Plan C- 65 -86; shall not object to the passage of the said By- law, and shall give such assurances as may be reasonably requested by Newport to execute such further and other transfers, deeds, powers of attorney and other documents to carry out the full intent and purpose of this Agreement. (0) Newport shall pay to the Authority the sum of $180,000.00 upon the later of the first building permit, other than a demolition permit or a building permit to construct a sales office or pavilion to sell the Lands or any portion thereof or interest therein or any condominium unit to be constructed on the Lands, being issued for the construction of any building, structure or improvement upon the Lands and the passage of the By -law as provided in the preceding paragraph 1.(a), and that until such payment is made, such obligation shall form a charge upon the Lands. Provided that if no such building permit is issued by 5th anniversary of the date of this Agreement Newport shall make the payment of the $180,000.00 to the Authority except as provided in the following sentence. The Authority acknowledges having received on account of the payment of $180,000.00 the sum of $10,000.00, which sum is non - refundable and non - returnable in any event. 2. Newport further covenants, acknowledges and agrees: (a) only Parts 2 and 4 of the Lands touches the high water mark, shore or water's edge of Lake Ontario and no littoral, riparian or shore rights belong to or in any way pertain to the Lands other than the said Parts 2 and 4; (b) no part of the Crown Lands touches the high water mark, shore or water's edge of Lake Ontario and no littoral, riparian or shore rights belong to or in any way pertain to the Crown Lands; (c) it or its successors and assigns shall not claim or use any littoral, riparian or shore rights it may have or acquire as a result of any claim it may have had or made to ownership of the Crown Lands; (d) without restricting the generality of any of the preceding, upon the conveyance of the said Parts 2 and 4 and upon any subsequent filling of any water - covered area of the Lands, Newport shall convey, quit claim and surrender all littoral, riparian and shore rights in any way pertaining to the Lands and the Crown Lands to the Authority or its nominee, including, without limiting the generality of the foregoing, all rights of access and dockage over the Crown Lands and shall execute all such deeds, releases and other assurances as may be reasonably required by the Authority from time to time; (e) if any water - covered area of the Lands is not filled within five years of the date hereof, the Authority shall be entitled to a conveyance of a one metre strip along the water's edge adjoining such water - covered area, all to the intent and purpose that the riparian, littoral and shore rights connected with the Lands are transferred and conveyed to the Authority. 3. The terms and conditions of this Agreement shall not merge or terminate but shall remain in full force and effeot v.VVVW.v v.1 1 4 40 I .,r ..r RU AC^i1W C.'S I:, OU i J.w0001 J 04G r 3. r_x3s /q. notwithstanding the granting of any deeds, conveyances, transfers or otherwise or the doing of anything contemplated herein. 4. The parties agree that this Agreement may be registered against title to the Lands and the Crown Lands. 5. Any deeds or transfers to be given shall be prepared by the party giving same, in accordance with the other provisions hereof and shall otherwise be in registrable form. Any surveys required for the purpose of this Agreement shall be supplied by and at the cost of the Authority. Any Land Transfer Tax to be paid in connection with the transfer of the said Parts 2 and 4 and the Crown Lands shall be paid by the Authority. 6. Time shall be of the essence of this Agreement and this Agreement shall be effective to create an interest in the Lands described herein only if the subdivision control provisions of the Planning Act are complied with. 7. The parties shall execute all such deeds, transfers, covenants and declarations and give such further assurances as may be reasonably required to carry out the terms of this Agreement. 8. This Agreement shall be binding upon the successors and assigns of the parties and both parties covenant and agree not to transfer their interest in the Lands or the Crown Lands without causing any such transferee to enter into an agreement similar to this Agreement with the other party to this Agreement. 9. Nothing herein shall be construed to abrogate or waive any requirement of law for the obtaining of any approvals, consents, permits, licenses or otherwise that may be otherwise required. 10. This Agreement supersedes, replaces and renders null and void all of the terms, conditions, rights and obligations contained in the agreement between the parties dated October 27, 1988. DATED at Toronto this day of 199 NEWPORT DEVELOPMENT CORPORATION Per: and: THE METROPOLITAN TORONTO AND REGION CONSERVATION AUTHORITY Per: and: RC 44400:y 03/02/04