DEVELOPMENT AGREEMENT By and Among, CITY OF SIOUX CITY, IOWA. and‘TABLE OF CONTENTS DEVELOPMENT AGREEMENT ARTICLE I. DEFINITIONS Section 1.1. Definitions ARTICLE I, REPRESENTATIONS AND WARRANTIES Section 2.1. Representations and Warranties of the City Section 2.2. Representations and Warranties of Developer .., ARTICLE III, CONDITION, PREPARATION AND CONVEYANCE OF DEVELOPMENT PROPERTY Section 3.1. Condition of Development Property Section 3.2. Inspection by Developer Prior to Closing. Seetion 3.3. Work tobe Performed by City Section 3.4. Purchase Price Section 3.3. Form of Deed Section 3.6. Abstract of Title Section 3.7. Tax and Assessments . Section 3.8, Time and Place for Closing and Delivery of Deed ‘Section 3.9. Recordation of Deed Section 3.10. Conditions Precedent to Conveyance of Property « Section 3.11. City's Responsibilities for Certain Other Actions ARTICLE IV, CONSTRUCTION OF MINIMUM IMPROVEMENTS. Section 4.1. Construction of Minimum Improvements . Section 4.2. Construction Plans. Section 4.3, Commencement and Completion of Construct Section 4.4. Cerificate of Completion ARTICLE V. ECONOMIC DEVELOPMENT GRANT Section 5.1. Economie Development Grant. Section 5.2. Source of Grant Funds LimitedSection 5.3. Conditions Precedent to Funding by City 12ARTICLE VI. COVENANTS Section 6.1. Covenants of the Developer. Section 6.2. Execution of Assessment Agreement ARTICLE VIL. PUBLIC IMPROVEMENTS. Section 7.1. Public Improvements .. ARTICLE VIII, INDEMNIFICATION Section 8.1. Release and Indemnification Covenants ARTICLE IX. ASSIGNMENT OR TRANSFER Section 9.1. Status of the Developer; No Transfer or Assignment 17 Section 9.2. Prohibition Against Use as Non-Taxable or Centrally-Assessed Property : ane ” ARTICLE X, DEFAULT AND REMEDIES Section 10.1. Events of Default Defined Section 10.2. Remedies on Default Section 10.3. Revestng Title inthe City Upon Happening of Event ‘Subsequent to Conveyance to the Developer Section 104. Resale of Resoquied Property; Dispston of Proceeds Section 10.5. No Remedy Exclusive Section 10.6. No Implied Waiver «oo. Section 10.7, Agreement to Pay Attomeys’ Fees and Expenses ARTICLE XI, MISCELLANEOUS Section 11.1. Notices .. Section 11.2. Governing Law... Section 11.3. Entire Agreement Section 11.4. Severability Section 11.5. Performance by City Section 11.6. No Third Party Beneficiaries - Section 11.7. InterpretationSection 11.8, Amendment; Waiver Section 11.9. Successors and Assigns Section 11.10. Agreement Section 11.11. Termination Date EXHIBITS Exhibit A - Development Property Exhibit B- Minimum Improvements Exhibit C- Minimum Assessment Agreement Exhibit D - Public Improvements Exhibit E- Form of Legal Opinion Exhibit F - Form of DeedDEVELOPMENT AGREEMENT ‘This Development Agreement ("Agreement") is made as of the _day of 20___, by and among the City of Sioux City, Lowa, a municipal ‘corporation with its principal offices located at 405 - 6th Street, Sioux City, lowa 51102 (the "City”), and sa with its principal offices located at (the "Developer’). win ETH: WHEREAS, in furtherance of the objectives of Chapter 403 of the Code of Lowa, 2009, as amended (the "Urban Renewal Act”), the City is engaged in carrying out urban renewal project activities in an area known as the Urban Renewal Area ("Urban Renewal Area”); and WHEREAS, the City owns certain property located within the foregoing Urban Renewal Area, as more particularly described in Exhibit A attached hereto and made a ppart hereof (which property as so described is hereinafter referred to as the "Development Property"); and. WHEREAS, the Developer is willing to purchase and cause certain building improvements to be constructed on the Development Property (defined herein as the "Minimum Improvements"); and WHEREAS, the parties have determined that certain public improvements are required to enable the development of the foregoing project, which are conceptually described hercin (the "Public Improvements"); and WHEREAS, the City has agreed to pay the costs and expenses of the design and construction of the Public Improvements to the extent provided herein and construct the same as hereinafter set forth; and WHEREAS, the City anticipates issuing municipal bonds to finance the Public Improvements and an Economic Development Grant to the Developer and using incremental taxes to make certain other payments as described herein, and Developer has agreed to pay, or cause to be paid, certain projected real estate taxes by execution of a Minimum Assessment Agreement; andWHEREAS, the parties desire to memorialize their understandings with respect to the foregoing Project and the Public Improvements, and other matters related to this development; and WHEREAS, the City believes that the development of the Development Property is in the vital and best interests of the City and in accordance with the public purposes ‘and provisions of the applicable State and local laws and requirements under which the project has been undertaken and is being assisted. NOW, THEREFORE, in consideration of the mutual covenants and agreements set forth herein, and other valuable consideration the receipt and sufficiency of which are hereby acknowledged, itis agreed as follows: ARTICLE I. DEFINITIONS Section 1.1. Definitions. In addition to other definitions set forth in this ‘Agreement, all capitalized terms used and not otherwise defined herein shall have the following meanings unless a different meaning clearly appears from the context: ‘Agreement means this Agreement and all Exhibits hereto, as the same may be from time to time modified, amended or supplemented. ‘Assessment Agreement means the Minimum Assessinent Agreement, substantially the form of the Agreement contained in Exhibit C attached hereto and hereby made a part of this Agreement, among the Developer, City and the Assessor, entered into ‘pursuant to Section 6.2 of this Agreement, ‘Assessor's Minimum Actual Value means the agreed minimum actual value of the ‘Minimum Improvements and the Development Property for calculation and assessment of real property taxes, as set forth in the Assessment Agreement, Bonds mean the general obligation or tax increment revenue bonds or notes to be issued by the City to fund the Economie Development Grant and the costs of the Public Improvements City means the City of Sioux City, Towa. Code means the Code of Iowa, 2011, as amended. ‘Construction Plans means the plans, specifications, drawings and related documents reflecting the construction work to be performed by the Developer on the Development Property; the Construction Plans shall be as detailed as the plans, specifications, drawings 2and related documents which are submitted to the building inspector of the City as required by applicable City codes. County means Woodbury County, Lowa, Developer means __ a ‘and its successors and assigns. Development Property means that portion of the Urban Renewal Area ofthe City described in Exhibit A hereto. Economie Development Grant means the economic development grant payments to ‘be made by the City to the Developer under the provisions of Article V hereof. Event of Default means any of the events described in Section 10.1 of this Agreement. First Mortgage means any Mortgage granted to secure any loan made pursuant to either a mortgage commitment obtained by the Developer from a commercial lender or other financial institution to fund any portion of the construction costs and initial ‘operating capital requirements of the Minimum Improvements, or all such Mortgages as. appropriate, which is recorded prior to the recording of the Assessment Agreement. Full Time Employees means either () "full ime" employee who works atleast 40 hours per week or 2,080 hours per year or (ii) any combination of "part-time" employees who, in the aggregate, work at least 2,080 hours per year. Funding Date means each of the dates of payment of a portion of the Economic Development Grant to the Developer, described in Section 5.1 hereof. ‘Minimum Improvements shall mean the tobe constructed by the Developer on the Development Property, together with all related site improvements described in the Construction Plans, as described in Exhibit B hereto. Mortgage means any morigage or security agreement in which the Developer has granted a mortgage or other security interest in the Development Property, or any portion ‘of parcel thereof, or any improvements constructed thereon. Project shall mean the construction of the Minimum Improvements on the Development Property, as described in this Agreement.