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11 19 2024
Located at Chubbuck City Hall CHUBBUCI( 290 E Linden Ave. Chubbuck, ID 83202 208-237-2400 The urban renewal agency in the City of Chubbuck, Idaho Agenda for Regular Meeting Scheduled Date: November 19, 2024 Time: 5:30 pm Location: Chubbuck City Hall Council Chambers, 290 E Linden Ave., Chubbuck, ID CALL TO ORDER & DISCLOSURE OF CONFLICTS OF INTEREST (IF ANY) II. WELCOME TO NEW CDA COMMISSIONER OLIVER IBARRA III. ACTION ITEM: APPROVAL OF MINUTES for the September 17, 2024 regular meeting IV. GENERAL BUSINESS 1. The Board will review administrative and ministerial claims, as defined by Resolution 2024-3, approved by the Chair and Executive Director since the last Regular Meeting. 2. PRESENTATION: Project Status of 152 Evans (Josh Ellis): An update will be provided from Josh Ellis, the developer of 152 Evans, and next steps. 3. ACTION ITEM: DDA Funding Extension Request by Josh Ellis for 152 Evans (Squyres): The Board will consider the request from Josh Ellis to extend the terms of the DDA until December 31, 2024. 4. DISCUSSION ITEM: Financial Report (Squyres): The Board will review the Financial Report. 5. ACTION ITEM: Approve Claims to Be Paid (Squyres): The Board will review and may approve claims to be paid. 6. ACTION ITEM (Hillam/Squyres): Remaining Funds of the 1992 Urban Renewal District: The Board will review and may approve the reimbursement of the remaining funds back to Bannock County for distribution to the taxing entities. 7. DISCUSSION AND POTENTIAL ACTION ITEM: City and County Agreement Status Update (Hillam): An update will be provided on the status of the City and County Agreement to waive the Pine Ridge Mall's landfill fees. 8. DISCUSSION AND POTENTIAL ACTION ITEM(S): RFP Updates and Discussions for both 339 East Chubbuck and City Hall West (Hillam/Squyres): The Board will hear an update on the current status of both properties and will have a discussion on what, if any, next steps the Board may wish to pursue. 9. DISCUSSION AND POTENTIAL ACTION ITEM(S): Urban Land Institute Technical Assistance Panel Recommendations and Next Steps (Squyres/Hillam): The Board will have a discussion of the ULI panel's recommendations and may establish priorities and action items based upon the recommendations. 10. ACTION ITEM: Redevelopment of Association of Idaho (Baumeister): The Board will select a representative to replace Commissioner Baumeister on the RAI's board. 11. ACTION ITEM: 2024-2025 Elections (Baumeister): The Board will elect a Chairperson and a Vice -Chairperson who will each serve through November 2025. 12. DISCUSSION ITEM: LEGAL COUNSEL REPORT (Budge): Counsel Budge will review legal topics that need to be brought to the attention of the Board, if any. 13. DISCUSSION ITEM: EXECUTIVE DIRECTOR REPORT (Squyres): Executive Director Squyres will review topics that need to be brought to the attention of the Board, if any. 14. DISCUSSION ITEM: CHAIR REPORT (Baumeister): Chairwoman Baumeister will review topics that need to be brought to the attention of the Board, if any. V. ADJOURN NEXT REGULARLY SCHEDULED MEETING: January 21, 2025, at 5:30 PM City Hall and the City Council Chambers are accessible for persons with disabilities. Any person needing special accommodation to participate in the meeting should contact the City Clerk at 208-237-2400 ext. 201 at least 24 hours prior to the meeting. Meeting packet is available at https.Ilcityofchubbuck.us/development-authority/under "CDA Meeting Packets". City of Chubbuck 290 E Linden Ave. CHUBBUCI( Chubbuck, ID 83202 208.237.2400 The urban renewal agency in the City of Chubbuck, Idaho Minutes of the Chubbuck Development Authority (CDA) meeting held at Chubbuck City Hall Council Chambers, on September 17, 2024 at 5:30 pm. Chairwoman Annette Baumeister, Commission Members: Rick Keller, Dan Heiner, Jeff Hough, and Krystal Denney, Executive Director; Ashley Squyres, Attorney; T.J. Budge, and Community Services Director; Devin Hillam. Chairwoman Annette Baumeister called the meeting to order at 5:30pm. Baumeister asked if any Board Members had a conflict of interest with the items before the board. None were reported. APPROVAL OF MINUTES FOR August 12, 2024. Baumeister entertained a motion to approve the minutes as emailed; Heiner moved the minutes of August 12, 2024 be approved as emailed; Denney seconded. All voted to approve. GENERAL BUSINESS 1. Board will review administrative and ministerial claims, as defined by Resolution 2022- 1, approved by the Chair and Director since the last Regular Meeting. Executive Director Ashley Squyres presented administrative and ministerial claims that were paid as authorized by Resolution 2022-01. 2. Board will review Financial Report. Executive Director Ashley Squyres presented a monthly financial report to the Board. 3. Board will review and may approve claims to be paid. Keller motioned to approve the claims as presented, Hough seconded. Roll call vote: Heiner, Yes; Hough, Yes; Denney, Yes; Baumeister, Yes; Keller, Yes; Motion carried. 4. Public hearing and consideration of approval on the amended FY2024 budget and corresponding resolution 2024-5. Executive Director Ashley Squyres presented an amended FY2024 budget. Baumeister declared the public hearing open for public comment, due to no public comment Baumeister closed the public hearing. Heiner motioned to approve the amended FY24 budget and the adoption of Resolution 2024-05 as presented, Denney seconded. Roll call vote: Hough, Yes; Denney, Yes; Baumeister, Yes; Keller, Yes; Heiner, Yes; Motion carried. 5. The Board will review and may approve a memorandum of understanding for Intrastate Development Group, Inc., to reimburse the CDA for the cost of a feasibility study to create an urban renewal area for Legacy Park. Attorney T.J. Budge presented a memorandum of understanding with Intrastate Development Group, Inc., to reimburse the CDA for the cost of a feasibility study to create an urban renewal area for Legacy Park. Hough motioned to approve the memorandum of understanding with Intrastate Development Group, Inc. as presented. Heiner seconded. Roll call vote: Denney, Yes; Baumeister, Yes; Keller, Yes; Heiner, Yes; Hough, Yes; Motion carried. 6. Fire Damage Claim Update — Chubbuck Kids Dental Attorney T.J. Budge presented a smoke damage claim from Chubbuck Kids Dental from the CDA property at 339 E. Chubbuck Road that caught fire. 7. Executive Director Report. Executive Director Ashley Squyres gave an update on Urban Land Institute Technical Assistance Plan, Urban Plan, Legacy Park Eligibility Study, Redevelopment Association of Idaho, and Board Elections in November. 8. Chair Report Chairwoman Annette Baumeister gave an update on Commissioner Evans resignation, and new board member recruitment efforts. ADJOURN: Baumeister adjourned at 6:1 1pm. NEXT REGULARLY SCHEDULED MEETING: November 19, 2024, at 5:30 PM Annette Baumeister, Commission Chair Joey Bowers, City Clerk Chubbuck Development Authority Unpaid Bills Detail November 13, 2024 Type Fund Date Invoice Number Open Balance Redevelopment Association of Idaho Bill 22 10/01/2024 M16016 1,250.00 Total Redevelopment Association of Idaho $ 1,250.00 Jordan & Company Bill 22 10/04/2024 32662 1,808.88 Total Jordan & Company $ 1,808.88 Racine Olson Bill 22 10/07/2024 October Billing 1,500.00 Total Racine Olson $ 1,500.00 Idaho State Journal Bill 22 Total Idaho State Journal AF Public Solutions, LLC Bill 22 Total AF Public Solutions, LLC Idaho Materials & Construction Bill 23 Total Idaho Materials & Construction Total 10/16/2024 Ad #542628 408.65 $ 408.65 11/01/2024 Invoice No. 004 829.50 $ 829.50 10/28/2024 Contract #524032 117,934.42 $ 117,934.42 NO ASSURANCE PROVIDED $ 123,731.45 Page 1 of 1 Chubbuck Development Authority Unpaid Bills Detail October 8, 2024 Type Fund Date Invoice Number Open Balance Idaho Materials & Construction Bill 23 08/14/2024 6432220 381.32 Total Idaho Materials & Construction $ 381.32 AF Public Solutions, LLC Bill 22 10/01/2024 003 2,394.00 Total AF Public Solutions, LLC $ 2,394.00 Total $ 2,775.32 NO ASSURANCE PROVIDED Page 1 of 1 IDAHO MATERIALS r^ 10200 Batiste Road Pocatello, In 83205 City of Chubbuck Attn: Accts Payable 290 E Linden Ave Chubbuck ID 83202 Delivered To: State Contract Date Ticket# Product# Description Plant: 04200 Bannock Asphalt MATERIAL: 112' Asphalt Custom 58-28 OW14124 420033204 225201 112"Asphalt Custom 58-28 Total : Material 112' Asphalt Custom 58-28 Customer No: 600349 Invoice No: 6432220 Inv Date: 08114/24 Page: Page 1 of 1 Idaho Materiels & Construction - Pocatello 10200 Batiste Road Pocatello, ID 83205 208-232-5796 QTY UM Unit Price Mat] Total Tax Total 5.16 TON 73.50 5.16 379.26 0.00 379.26 379.26 0.00 379.26 Total : Material Asphalt Energy Surcharge 5.16 2.06 0.00 2.06 Total Invoice: 10.32 381.32. .0.00 -. 381.32 Emie,.ed to Gtiick$oaKS "Done be the victim of cyber fraud! Our banking details will likely NEVER change. If you receive any correspondence requesting a change in our banking details, please contact us immediately" t Uv paid S+II< Qe}a i� Finance Charges will be applied to any late invoice(s) at a rate of 1.0 % per month per credit agreement or the State's Lawful Amount Invoice Amount: 361.32 a3- W4 ()`1- I Amount Pald: Customer Name: City of Chubbuck Customer No: 600349 If you have any questions about your invoice please call 208-232-5796 Invoice #: 6432220 Date: 08/14/24 Remit Payment To: Idaho Materials & Construction 2350 S 1900 W Ste. 100 Ogden, UT 84401 Due Date: 09/13/24 Count: 1 Please provide your email address below if you would like to start receiving yuurinvolces via email INVOICE October 01, 2024 Invoice No.003 AF Public Solutions, LLC 519 North Pierce Street Boise, Idaho 83712 208.830.7786 DESCRIPTION AMOUNT Services., Executive Director Services - September 2024 at a contract rate $105 per hour 22.8 -hours x $105 _ $2,394.00 Billed Hours: 09/01: Combined CDA stakeholder lists for ULI TAP; communications with ULI (1.0) 09/05: Follow up with Annette re: TAP contract; follow up with Lindsay regarding invoices forwarded and timing; follow up with ULI on stakeholder lists (.6) 09/06: Communication with Brad Cramer re: discrepancies in numbers between state and city (.3) 09/07: Urban Plan emails sent to stakeholder list; email to Lindsay re: Lyn Yost check; review multiple emails from the week; review multiple invoices, coded as necessary, and forwarded to Lindsay; filing of documents; reviewed minutes for Joey; created draft agenda; created budget notes for amendment hearing; coding questions to Devin (3.8) 09/08: Created resolution for budget amendment for legal counsel (.5) 09/09: Communication with Devin re: coding; communication with Annette re: ULI contract signature needed; Communications with Lindsay on multiple items; communication with Devin re: ULI; communications with legal counsel; coordination with Joey; call with Devin; began to work on board packets; amended agenda; multiple communications with ULI; reviewed ULI information for TAP (6.3) 09/ 10: Communications with legal counsel; scanned documents to Joey; review MOU for Legacy Park; response to Joey; ULI TAP meeting with Devin and Karlee; finalized board packets; reviewed information from legal counsel; reviewed information from accountant; call with legal counsel; sent out final agenda and board packet to Joey (5.7) 09/12: Communications with Krystal re: board meeting; communication with Annette re: resignation; Communications with ULI; ULI TAP Committee meeting (1.6) 09/16: Reviewed financials and payables with Devin (.3) 09/17: Board meeting (1.0) 09/25: Coordination with Joey on signatures (.2) 09/26: Coordination with Lindsay re: meeting while in town; communication with Richard Morgan re: remittance (.3) 09/30: Communications with Devin; Communications re: invoices with Lindsay; Communications with ULI; Communications with the Mayor and Annette re: ULI TAP; call with Devin (1.2) Reimbursables: N/A Total Due: $2,394.00 C"fcAecj fo Qu�Ck-[jUUk-S 10 -i-2U +Uh�,ld 6nls De+atl. CHUBBUCI( The urban renewal agency in the City of Chubbuck, Idaho Located in Chubbuck City Hall 290 E Linden Ave Chubbuck, ID 83202 To: CDA Board of Commissioners From: Ashley Ford-Squyres, Executive Director Date: November 13, 2024 RE: Items IV.2 and IV.3 DDA Funding Extension Request by Josh Ellis for 152 Evans Please find the following attachments for this item: ■ Letter from Josh Ellis requesting an extension of the funding requirement in the Development Agreement ■ Letter from the Bank of Commerce as to Josh Ellis' funding status ■ The proposed first addendum to the Development Agreement ■ The originally approved Development Agreement Josh will be in attendance on Tuesday evening to walk the Board through his request and to answer any questions you may have. CV CHUBBUCK VILLAGE DEVELOPERS JOSH ELLIS 208.223.7117 NATE RICHARDSON 804.356.7775 Ashley Squyres Chubbuck Development Authority I am writing to formally request an extension of the terms for the DDA between the Chubbuck Development Authority and Chubbuck Village Developers. We received a letter from the Bank of Commerce confirming that our funding is approved subject to or conditional to receiving a 504 SBA Loan. This process has been started and we expect a decision in the first/second week of December. We are asking for an extension until December 31, 2024 to complete the process and underwriting with this group. This particular group has done several Pickleball Facilities already and with the letter and approval from the Bank of Commerce we don't see any reason to not receive the approval. We appreciate your understanding and support in this matter. Please let me know if you require any additional documents or information to process our request. Thank you for your attention to this request. We look forward to your prompt response. Sincerely, Josh Ellis Nathan Richardson BOf �eBank r Commerce November 12, 2024 Chubbuck Development Authority Re: Chubbuck Village Developers, LLC, Josh Ellis, Nathan Richardson, and Related Parties Loan Application -Financing Proposed Improvements to TBD East Evans Lane Greetings, Chubbuck Village Developers, LLC, with Josh Ellis and Nathan Richardson on behalf of business and investors interests, has applied for a loan with The Bank of Commerce for $4,976,000 to fund improvements to the real estate parcel with the address "to be determined" on East Evans Lane, Chubbuck. This loan has been conditionally approved by The Bank of Commerce subject to the U.S. Small Business Administration's subordinate loan commitment to participate in term financing, no adverse change from the information that has to date been provided to The Bank of Commerce, and execution of the loan documents as required by The Bank of Commerce. Final approval of this loan is subject to satisfactorily meeting the conditions as summarized above. The Bank of Commerce loan package of information has been provided to the U.S. Small Business Administration, and its representative has communicated that a list of any additional documentation required will be provided to the applicant and The Bank of Commerce to expedite its process for consideration of approval. This conditional approval is through December 31, 2024. If the loan transaction is not completed by said date, The Bank of Commerce will consider extending the conditional approval timeframe. Please feel free to contact me with any questions. Sincerely, J _ mas Vice, resident The Bank of Commerce 208.237.9966 6. fedi .�..ina,,,.,,:Obo h, n N M LS# 790041 FIRST ADDENDUM TO DISPOSITION AND DEVELOPMENT AGREEMENT This First Addendum to Disposition and Development Agreement ("First Addendum") amends the Disposition and Development Agreement ("Agreement") entered into June 4, 2024, between the Urban Renewal Agency of the City of Chubbuck, Idaho, also known as the Chubbuck Development Authority ("Agency"), and Cornerstone Realty and Development, Inc., an Idaho corporation ("Devel- oper"). Agency and Developer are referred to herein individually as a "Party" and collectively referred to as the "Parties." The Parties agree as follows: Evidence of Project Financing. The deadline under section 4.1 of the Agreement for Devel- oper to submit satisfactory evidence of financing for Phase One of the Project is hereby ex- tended to December 31, 2024. 2. Close of Escrow. The Closing Date under section 5.3.3 of the Agreement is hereby extended to occur no later than ***, 2025. 3. Status of Agreement. Except as expressly modified herein, the Agreement shall remain in full force and effect. 4. Counterparts. This First Addendum may be executed in counterparts, which when taken to- gether shall constitute one and the same agreement. 5. Digital Signatures. Digital or electronic signatures to this First Addendum shall be valid and effective to bind the party so signing. 2024 Agency: M1::9L01NQ:0IWei =_a,"I W_1to]I1:Eel VIW7 By Annette Baumeister, Chair , 2024 Developer: CORNERSTONE REALTYAND DEVELOPMENT, INC. By: Its: FIRST ADDENDUM TO DISPOSITION AND DEVELOPMENT AGREEMENT DISPOSITION AND DEVELOPMENT AGREEMENT between CHUBBUCK DEVELOPMENT AUTHORITY dba CDA and CORNERSTONE REALTYAND DEVELOPMENT LIST OF ATTACHMENTS Attachment 1 Site Plan Attachment 2 Legal Description of Property Attachment 3 Phasing Plan Attachment 4 [Intentionally Omitted] Attachment 5 [Intentionally Omitted] Attachment 6 Basic Concept Drawings Attachment 7 Form Special Warranty Deed Attachment 8 Form Certificate of Completion TABLE OF CONTENTS 1. DEFINITIONS.....................................................................................................................................1 2. SUBJECT OF AGREEMENT..............................................................................................................3 2.1 Purpose of Agreement........................................................................................................3 2.2 Urban Renewal Plan...........................................................................................................3 2.3 The Project..........................................................................................................................3 2.4 Timeline...............................................................................................................................3 2.5 Disposition Does Not Contemplate Land Speculation........................................................3 3. RIGHT OF ENTRY/REVIEW OF TITLE.............................................................................................3 3.1 Right of Entry; Developer's Investigations..........................................................................4 3.2 Review of Title; Approved Title Exceptions.........................................................................4 3.3 Compliance With Laws........................................................................................................5 4. EVIDENCE OF PROJECT FINANCING.............................................................................................5 4.1 Submission of Preliminary Evidence of Financing..............................................................5 4.2 Time to Approve Evidence of Financing..............................................................................6 4.3 Public Records Law............................................................................................................6 4.4 Lender Modifications...........................................................................................................6 4.5 Restriction on Encumbrances.............................................................................................6 4.6 Holder Not Obligated to Construct Improvements..............................................................7 4.7 Notice of Default to Security Interest Holders; Right to Cure..............................................7 4.8 Failure of Holder to Complete Project.................................................................................7 4.9 Right of Agency to Cure Security Interest Default...............................................................8 4.10 Right of Agency to Satisfy Other Liens on Site After Title Passes .. Error] Bookmark not defined. 5. DISPOSITION AND CONVEYANCE OF PROPERTY.......................................................................8 5.1 Disposition and Conveyance of Property............................................................................8 5.2 Purchase Price....................................................................................................................9 5.3 Escrow.................................................................................................................................9 5.3.1 Escrow Instructions.................................................................................................9 5.3.2 Payment of Costs....................................................................................................9 5.3.3 Close of Escrow......................................................................................................9 5.3.4 Deliverables by Agency........................................................................................ 10 5.3.5 Deliverables by Developer................................................................................... 10 5.3.6 Closing, Recording and Disbursements............................................................... 10 5.3.7 General Escrow Account......................................................................................10 5.3.8 Termination for Failure to Meet Closing Conditions ............................................. 10 5.3.9 Amendment...........................................................................................................11 5.3.10 No Real Estate Commissions or Fees................................................................11 5.4 Conditions to Property Transfer........................................................................................11 5.4.1 Conditions to Agency's Obligations.......................................................................11 5.4.2 Conditions to Developer's Obligations................................................................. 12 5.5 Satisfaction of Conditions................................................................................................. 12 5.6 Waiver.............................................................................................................................. 13 6. CONDITION OF THE PROPERTY.................................................................................................. 13 6.1 "As Is"............................................................................................................................... 13 6.2 Agency Representations.................................................................................................. 13 7. DEVELOPMENT OF PROPERTY................................................................................................... 13 7.1 Scope of Development..................................................................................................... 13 7.2 Local, State, and Federal Laws....................................................................................... 13 7.3 Antidiscrimination During Construction............................................................................ 13 7.4 Basic Concept Drawings.................................................................................................. 13 7.5 Design Review Drawings Refinement ................................ Error! Bookmark not defined. 7.6 Final Construction Documents......................................................................................... 14 7.7 Agency Approval of Plans, Drawings, and Related Documents ...................................... 14 7.8 Communication; Revisions............................................................................................... 14 7.9 Prompt Review................................................................................................................. 14 7.10 Changes to Final Construction Documents..................................................................... 14 7.11 Construction Reporting.................................................................................................... 15 7.11.1 Developer's Obligations...................................................................................... 15 7.11.2 Agency's Obligations..........................................................................................15 7.11.3 Meeting Attendance............................................................................................ 16 7.12 Access to the Property..................................................................................................... 16 7.13 Reasonableness.............................................................................................................. 16 7.14 Cost of Construction......................................................................................................... 16 8. INSURANCE AND INDEMNIFICATION.......................................................................................... 16 8.1 Bodily Injury, Property Damage, and Workers' Compensation Insurance ....................... 16 8.1.1 Commercial General Liability Insurance............................................................ 16 8.1.2 Builder's Risk Insurance....................................................................................... 17 8.1.3 Workers' Compensation Insurance......................................................................17 8.1.4 Automobile Liability Insurance............................................................................ 17 8.1.5 Certificates of Insurance....................................................................................... 17 8.2 Indemnification................................................................................................................. 18 9. CERTIFICATE OF COMPLETION................................................................................................... 18 10. DEVELOPER'S POST -DEVELOPMENT AND CONSTRUCTION OBLIGATIONS ......................... 19 10.1 Taxes, Assessments, Encumbrances, and Liens............................................................. 19 10.1.1 Taxes Generally.................................................................................................. 19 10.1.2 Tax Appeals/ Exemptions................................................................................... 19 10.1.3 Delinquent or Reduced Taxes............................................................................ 20 10.2 In -Lieu -of Taxes................................................................................................................ 20 10.3 Use of the Property During Term of the Urban Renewal Plan ......................................... 20 10.4 Obligation to Refrain From Discrimination....................................................................... 20 DISPOSITION AND DEVELOPMENT AGREEMENT ii 10.5 Effect and Duration of Covenants.................................................................................... 21 10.6 Provisions That Run With the Land.................................................................................. 21 11. DEFAULTS,REMEDIES, AND TERMINATION...............................................................................21 11.1 Defaults-General............................................................................................................21 11.2 Written Notice................................................................................................................... 21 11.3 No Waiver......................................................................................................................... 22 11.4 Materiality of Provisions................................................................................................... 22 11.5 Legal Actions....................................................................................................................22 11.5.1 Institution of Legal Actions.................................................................................. 22 11.5.2 Applicable Law.................................................................................................... 22 11.5.3 Acceptance of Service of Process...................................................................... 22 11.5.4 Rights and Remedies......................................................................................... 22 11.5.5 Specific Performance......................................................................................... 22 11.5.6 Limitation on Agency's Remedies Prior to Conveyance..................................... 23 11.6 Remedies and Rights of Termination Prior to Conveyance............................................. 23 11.6.1 Termination by Developer................................................................................... 23 11.6.2 Termination by Agency.......................................................................................23 11.6.3 No Release from Liability.................................................................................... 24 11.7 Reacquisition by Agency.................................................................................................. 24 11.8 Option to Repurchase, Reenter, and Repossess............................................................ 25 11.9 Right of Reverter.............................................................................................................. 26 12. GENERAL PROVISIONS................................................................................................................ 27 12.1 No Assignment of Rights.................................................................................................. 27 12.2 Notices, Demands, and Communications Between the Parties...................................... 28 12.3 Conflicts of Interest.......................................................................................................... 28 12.4 Warranty Against Payment of Consideration for Agreement............................................ 28 12.5 Nonliability of Agency Officials and Employees............................................................... 28 12.6 Forced Delay; Extension of Times of Performance......................................................... 28 12.7 Reports, Studies and Test................................................................................................ 28 12.8 Approvals by the Parties.................................................................................................. 29 12.9 Attorney Fees................................................................................................................... 29 12.10 Promotion.........................................................................................................................29 12.11 Amendment of Urban Renewal Plan................................................................................ 29 12.12 Submission of Documents for Approval........................................................................... 29 12.13 Computation of Time........................................................................................................ 30 12.14 No Third-Party Beneficiary............................................................................................... 30 12.15 Dispute Resolution........................................................................................................... 30 12.16 Good Faith and Cooperation............................................................................................ 30 12.17 Entire Agreement, Waivers, and Amendments................................................................ 30 12.18 Time is of the Essence..................................................................................................... 31 12.19 Counterparts.................................................................................................................... 31 12.20 Electronic Signatures....................................................................................................... 31 DISPOSITION AND DEVELOPMENT AGREEMENT iii DISPOSITION AND DEVELOPMENT AGREEMENT This Disposition and Development Agreement ("Agreement") is entered into effective the _ day of , 2024 ("Effective Date"), between the Urban Renewal Agency of the City of Chubbuck, Idaho, also known as the Chubbuck Development Authority ("Agency"), and Cornerstone Realty and Development, Inc., an Idaho corporation ("Developer'). Agency and Devel- oper are referred to herein individually as a "Party" and collectively referred to as the "Parties." The Parties agree as follows: DEFINITIONS "Agency" means the Chubbuck Development Authority and any assignee of or successor to its rights, powers, and responsibilities under this Agreement. "Agency Closing Conditions" has the meaning ascribed to it in Section 5.4.1. "Agency's Title Notice" has the meaning ascribed to it in Section 3.2. "Agreement" has the meaning ascribed to it in the first paragraph of this document. "Agreement to Negotiate Exclusively" means the Agreement to Negotiate Exclusively by and between Agency and Developer. "Basic Concept Drawings" shall be attached hereto as Attachment 6. "Certificate of Completion" means the Certificate of Completion for the Project, as ascribed to it in Section 9. "City" means the City of Chubbuck Idaho. "Close" and "Closing" refer to that point in time when a deed held in Escrow is recorded in the office of the Recorder of the county in which the subject property is located and funds due to Agency upon delivery of the such deed are available for distribution from the Escrow to Agency, notwithstanding that such funds may not actually be distributed due to wire transfer deadlines or similar circumstances. "Closing" has the meaning ascribed to it in Section 5.3.3. "Deed" means the Special Warranty Deed. "Deposit" has the meaning ascribed to it in Section 5.2. "Design Refinement" has the meaning ascribed to it in Section 7.5. "Design Review Drawings" has the meaning ascribed to it in Section 7.5, including any approved revisions. "Developer' means Cornerstone Realty and Development, Inc. an Idaho corporation. "Developer Affiliate" has the meaning ascribed to it in Section 2.4.2. "Developer Closing Conditions" has the meaning ascribed to it in Section 5.4.2. DISPOSITION AND DEVELOPMENT AGREEMENT "Developer Due Diligence Costs" mean all out-of-pocket costs incurred by Developer in associ- ation with the architectural and engineering costs for the Project and legal fees for the Project as approved by Agency pursuant to Section 11.5.6. "Developer's Title Notice" has the meaning ascribed to it in Section 3.2. "Effective Date" shall be the date when this Agreement is signed by Agency and Developer. The Effective Date shall be inserted into the introductory paragraph of this Agreement. "Escrow" means the escrow set up by the Parties with the Escrow Agent with respect to the acquisition of the Property. "Escrow Agent" has the meaning ascribed to it in Section 5.3. "Final Construction Documents" means those drawings, plans, and specifications sufficient in detail to obtain a building permit for the Project, including a final landscaping and grading plan. "Infrastructure Payment" has the meaning ascribed to it in Section 5.1.2. "No Fault Party" has the meaning ascribed to it in Section 12.9. "Party" has the meaning ascribed to it in the first paragraph of this document. "Parties" has the meaning ascribed to it in the first paragraph of this document. "Permitted Title Exceptions" has the meaning ascribed to it in Section 3.2. "Plan Area" means the area under the jurisdictional scope of the Urban Renewal Plan. "Principal Designer" shall have the meaning ascribed to it in Section 7.5. "Project" means the project that is the subject of this Agreement and more particularly described in Section 2.5 below. "Project Area" means the Project Area identified in the Urban Renewal Plan. "Project Budget" has the meaning ascribed to it in Section 4.1(a). "Property" means the real property described on Attachment 2. "Purchase Price" has the meaning ascribed to it in Section 5.1.1. "Scope of Development" means the description and timeline defined in Sections 2.3 and 2.4. "Schedule of Performance" means the timeline described in Section 2.4. "Site" means certain real property commonly referred to as 152 Evans Lane, Chubbuck, Idaho 83202 (the "Site"), as depicted on Attachment 1 and described on Attachment 2 attached hereto and incorporated herein. "Special Warranty Deed" means a deed in the substance and form of the draft deed attached hereto as Attachment 7. "Supplemental Title Objections" has the meaning ascribed to it in Section 3.2. DISPOSITION AND DEVELOPMENT AGREEMENT "Title Company" means AmeriTitle, 441 E. Chubbuck Road, Chubbuck, Idaho. "Title Policy" has the meaning ascribed to it in Section 5.4.2. "Title Report" has the meaning ascribed to it in Section 3.2. "Urban Renewal Law" has the meaning ascribed to it in Section 2.4.1. "Urban Renewal Plan" means the Chubbuck Downtown Improvement Project Urban Renewal Plan as recommended by Agency and approved by City in 1992. 2. SUBJECT OF AGREEMENT 2.1 Purpose of Agreement The purpose of this Agreement is to effectuate the Urban Renewal Plan by disposition of the Property to Developer for redevelopment. This Agreement sets forth the terms of Agency's disposition of the Property and Developer's rights and obligations concerning redevelopment of the Property. 2.2 Urban Renewal Plan This Agreement is subject to the provisions of the Urban Renewal Plan. In the event of any conflict between the terms of this Agreement and the Urban Renewal Plan, this Agreement shall control. 2.3 The Project The Project that is the subject of this Agreement consists of the construction of three mixed-use build- ings and two commercial buildings located in downtown Chubbuck, Idaho. The mixed-use buildings will consist of apartments over ground -floor retail and the possibility of commercial event space or restaurant rooftop venues, and the indoor recreation buildings will house pickle ball courts, go-kart racing, and some exercise/ fitness club space (the "Project"). 2.4 Timeline Developer agrees to complete the Project in as few as three but as many as five phases (depicted in Attachment 3). Phase One of the Project will include the initial road infrastructure on Evans Lane and one large commercial building which will house an indoor pickleball complex. Phase One will be com- plete by April 2025. Phase Two of the Project will include infrastructure improvements and road changes along Linden Avenue. Phase Two of the Project will be complete by December 31, 2025.Phase Three will complete the horizontal infrastructure improvements within the interior of the Project and a second large commercial building. Phase Three will be completed by December 31, 2026. Phase Four will consist of the first 4-5 story mixed-use building which will be completed by December 31, 2027. Phase Five will consist of the second 4-5 story mixed-use building which will be completed by May 31, 2030. 2.5 Disposition Does Not Contemplate Land Speculation Developer represents and warrants that its undertakings pursuant to this Agreement are and will be used for the purpose of the development of the Project and not for speculation in landholding except as to the extent authorized in this Agreement. Developer agrees that the Project must be completed in accordance with the timeline provided therein. 3. RIGHT OF ENTRY/REVIEW OF TITLE DISPOSITION AND DEVELOPMENT AGREEMENT 3.1 Right of Entry; Developer's Investigations Subject to the conditions set forth herein, including the insurance and indemnity provisions set forth in Section 8, Developer and its agents, contractors, consultants, and employees are hereby given per- mission to access the Property at all reasonable times until the Closing (or earlier termination of this Agreement), during normal business hours, for the purpose of conducting tests and inspections of the Property, including surveys and architectural, engineering, geotechnical and environmental inspec- tions and tests. Developer shall provide to Agency, promptly upon completion and at no cost or expense to Agency, and without representation or warranty of any kind, a list of all reports, studies and test results prepared by Developer's consultants and copies of any of the above -listed materials Agency might request. All of the foregoing inspections shall be performed by Developer at Developer's sole cost and expense unless otherwise specified herein. As a condition to any such entry, inspection or testing, Developer shall (a) notify Agency in advance of the date and purpose of the intended entry and provide to Agency the names and/or affiliations of the persons entering the Property; (b) conduct all studies in a diligent, expeditious and safe manner and not allow any dangerous or hazardous conditions to occur on the Property; (c) comply with all appli- cable laws and governmental regulations; (d) keep the Property free and clear of all materialmen's liens, His pendens and other liens arising out of the entry and work performed by or on behalf of De- veloper; (e) maintain or assure maintenance of workers' compensation insurance on all persons en- tering the Property for or on behalf of Developer in the amounts required by the State of Idaho; and (f) promptly repair any and all damage to the Property caused by Developer, its agents, employees, con- tractors, or consultants and return the Property to its original condition following Developer's entry. Subject to the foregoing, Developer shall indemnify, defend, and hold harmless Agency, and its offic- ers, officials, representatives, members, employees, volunteers and agents from and against any and all loss, cost, liability or expense (including reasonable attorneys' fees) arising from the entries of De- veloper, its agents, contractors, consultants, and employees upon the Property or from Developer's failure to comply with the conditions to Developer's entry onto the Property provided for herein; pro- vided, however, the indemnity shall not extend to protect Agency from any pre-existing liabilities for matters merely discovered by Developer (e.g., latent environmental contamination) or for matters aris- ing from the negligent or wrongful act or omission of Agency, or its respective officers, agents, or employees, from conduct resulting in an award of punitive damages against Agency, or for matters which Agency has agreed to indemnify Developer. Such indemnity shall survive the Close of Escrow or the termination of this Agreement for any reason. 3.2 Review of Title; Approved Title Exceptions Title to the Property shall be free and clear of all liens, encumbrances, easements, restrictions, tenan- cies, and exceptions to title caused or suffered by Agency or anyone claiming by or through Agency except (i) encumbrances of record, (ii) the lien of taxes not yet due and payable; (iii) the title insurer's standard printed exceptions; and (iv) those exceptions which are approved or deemed approved by Developer as set forth in this Section 3.2 (collectively, the "Permitted Title Exceptions"). Upon execution of this Agreement, Developer shall obtain or cause the Escrow Agent to obtain a com- mitment for title insurance ("Title Report") with instructions that the original Title Report together with copies of documents creating exceptions thereon be delivered to Developer with copy to Agency. After receipt of the Title Report and copies of documents creating exceptions thereon, Developer shall have ten (10) days to review the condition of title set forth in the Title Report and deliver notice to Agency in DISPOSITION AND DEVELOPMENT AGREEMENT writing of any objections Developer may have, with reasons specified, of anything contained in the Title Report ("Developer's Title Notice"). Any such items which Developer shall not object to shall be conclusively deemed as approved by Developer as Permitted Exceptions. If Developer objects to any item contained in the Title Report, Agency shall have the option, but not the obligation, to satisfy such objection priorto Closing. Unless Agency gives Developer written notice that Agency iswilling to satisfy Developer's written objections to the Title Report within twenty (20) days after receipt of Developer's objections ("Agency's Title Notice"), Agency shall be deemed to be unwilling or unable to satisfy such objections and Developer may either waive such objections or terminate this Agreement by delivering written notice to Agency within ten (10) days after Agency's Title Notice is received or the time has expired forAgency to deliverAgency's Title Notice, whichever is earlier. Failure of Developer to deliver such notice to Agency within such ten (10) day period shall be conclusively deemed Developer's waiver of such objections and all such items shall be Permitted Exceptions. If, prior to the Close of Escrow, Developer receives any supplement to the Title Report (with the un- derstanding that Developer shall have the right to order updates to the Title Report at any time prior to Close of Escrow) disclosing any new title matters that will adversely affect the use or development of the Project, Developer shall have five (5) business days from receipt of such supplemental title report (and all underlying documents referenced therein) to notify Agency of any objections ("Supple- mental Title Objections") it may have with respect to the supplemental title report. If Developer does not give such notice within such five (5) business day period, such failure shall be conclusively deemed to be Developer's approval of those matters. If Developer has any Supplemental Title Objections, Agency shall have ten (10) business days after receipt thereof to notify Developer that Agency (a) will cause or (b) elects not to cause any or all of the Supplemental Title Objections disclosed therein to be removed or insured over by the Title Company in a manner reasonably satisfactory to Developer. Agency's failure to notify Developer within such five (5) business day period as to any Supplemental Title Objections that Agency is willing to cure or cause to be insured over shall be deemed an election by Agency not to remove or have the Title Company insure over such Supplemental Title Objections. If Agency notifies or is deemed to have notified Developer that Agency shall not remove nor have the Title Company insure over any or all of the Supplemental Title Objections, Developer shall have three (3) business days after the expiration of Agency's five (5) business day period to respond to Develop- er's Supplemental Title Objections to either (a) terminate this Agreement or (b) waive such Supple- mental Title Objections and proceed to Closing, without any abatement or reduction in the purchase price on account of such Supplemental Title Objections or (c) propose an abatement or reduction in the purchase price on account of such Supplemental Title Objections, which Agency shall have ten (10) days to accept or reject. If Developer does not give notice within said period. Developer shall be deemed to have elected to waive the Supplemental Title Objections. 3.3 Compliance With Laws Developer shall comply with applicable laws and building codes with respect to any work or investi- gations performed by or on behalf of Developer on the Property prior to Closing, including any ero- sion control program. 4. EVIDENCE OF PROJECT FINANCING 4.1 Submission of Preliminary Evidence of Financing DISPOSITION AND DEVELOPMENT AGREEMENT No later than forty-five (45) days after the Effective Date or such later time as may be approved by Agency, Developer shall submit to Agency evidence satisfactory to Agency that Developer will have at or before Closing the financial capability necessary for development of Phase One of the Project pur- suant to this Agreement. Such preliminary evidence of financial capability shall include all of the fol- lowing: (a) Reliable cost estimates for Developer's total cost of acquiring the Property and developing the Project (including both "hard" and "soft costs" ("Project Budget"). (b) Acopy of the loan commitment or commitments obtained by Developer, or a Letter of Intent and proof of funds from an equity partner, for all of the sources of funds to finance acquisition of the Property and construction of the Project. All copies of term sheets and loan commitments sub- mitted by Developer to Agency shall be certified by Developer to be true and correct copies thereof. (c) If the total Project Budget exceeds the amount of financing commitments received pursuant to subparagraph (b) above, evidence satisfactory to Agency demonstrating that Developer has adequate funds available and committed to cover such difference. 4.2 Time to Approve Evidence of Financing Agency shall approve or disapprove of Developer's preliminary evidence of financing within thirty (30) days of receipt of a complete submission. Agency's approval shall not be unreasonably with- held. If Agency shall disapprove such evidence of financing, Agency shall do so by written notice to Developer stating the reasons for such disapproval and Developer shall promptly resubmit its evi- dence of financial capability, as modified to conform to Agency's requirements, not more than twenty (20) days after receipt of Agency's disapproval. 4.3 Public Records Law All information submitted to Agency may be subject to the Idaho Public Records Law. As an alternative to formal submittal of this required information, Developer may allow an inspection and review of such information by Agency. In such case, Agency shall provide a notice of approval of evidence of financing in writing within the time allotted in Section 4.2. 4.4 Lender Modifications The Parties acknowledge that substantial debt financing will be necessary for the development of the Project. Developer may submit for Agency approval, and Agency shall reasonably consider, modifica- tions to this Agreement requested by Developer's lenders or prospective lenders for the Project. 4.5 Restriction on Encumbrances Notwithstanding Section 12. 1, deeds of trust, sales and leasebacks, or any other form of conveyance required for any reasonable method of financing are permitted before issuance of a Certificate of Com- pletion, but only for the purpose of securing loans of funds to be used for financing the acquisition of the Site, the construction of Project, and any other expenditures necessary and appropriate to develop the Site under this Agreement. Developer shall notify Agency in advance of any mortgage, deed of trust, sale and leaseback, or other form of conveyance for financing if Developer proposes to enter into the same before issuance of a Certificate of Completion. Developer shall not enter into any such conveyance for financing without the prior written approval of Agency, which approval Agency shall not unreasonably withhold. DISPOSITION AND DEVELOPMENT AGREEMENT 4.6 Holder Not Obligated to Construct Improvements The holder of any mortgage, deed of trust, or other security interest and the lessor under a leaseback or grantee under any other conveyance for financing authorized by this Agreement shall in no way be obligated by the provisions of this Agreement to construct or complete the improvements or to guar- antee such construction or completion. Nor shall any covenant or any other provision in the grant deed or deed for the Site be construed so to obligate such holder. Provided, however, in the event Agency proceeds to foreclose its interest in the Deed of Trust with Developer, any such bidder shall take the property subject to this Agreement. Nothing in this Agreement shall be deemed to construe, permit, or authorize any such holder to devote the Site to any uses or to construct any improvements thereon other than those uses or improvements provided for or authorized by this Agreement. 4.7 Notice of Default to Security Interest Holders; Right to Cure Whenever Agency shall deliver any notice or demand to Developer with respect to any breach or default by Developer in completion of construction of the Project, Agency shall at the same time deliver a copy of such notice or demand to each holder of record of any mortgage, deed of trust, or other security interest and to the lessor under a leaseback or to the grantee under any other conveyance for financing authorized by this Agreement, who has previously made a written request to Agency therefor. Each such holder shall (insofar as the rights of Agency are concerned) have the right, at the holder's option, within ninety (90) days after the receipt of the notice to cure or remedy or commence to cure or remedy any such default and to add the cost thereof to the security interest debt and the lien on its security interest or to the obligations of the lessee under any leaseback or of the grantor under any other conveyance for financing. In the event there is more than one such holder, the right to cure or remedy a breach or default of Developer under this Section shall be exercised by the holder first in priority or as the holders may otherwise agree among themselves, but there shall be only one exercise of such right to cure and remedy a breach or default of Developer under this Section. Nothing contained in this Agreement shall be deemed to permit or authorize such holder to undertake or con- tinue the construction or completion of the Project (beyond the extent necessary to conserve or protect the improvements or construction already made) without first having expressly assumed Developer's obligations to Agency by written agreement satisfactory to Agency. The holder in that event must agree to complete, in the manner provided in this Agreement, the Project to which the lien or title of such holder relates and submit evidence satisfactory to Agency that it has the qualifications and financial responsibility necessary to perform such obligations. Any such holder properly completing such Pro- ject shall be entitled, upon written request made to Agency, to a Certificate of Completion from Agency. 4.8 Failure of Holder to Complete Project In any case where six (6) months after default by Developer in completion of construction of the Project under this Agreement the holder of any mortgage, deed of trust, or other security interest creating a lien or encumbrance upon the Site or the lessor under a leaseback or the grantee under any other conveyance for financing of the Site has not exercised the option to construct, or if it has exercised the option and has not proceeded diligently with construction, Agency may purchase the mortgage, deed of trust, or other security interest by payment to the holder of the amount of the unpaid debt plus any accred and unpaid interest. If ownership of the Site has vested in the holder, Agency, if Agency so desires, shall be entitled to a conveyance of the Site from the holder to Agency upon payment to the holder of an amount equal to the sum of the following: (a) the unpaid mortgage, deed of trust, or other security interest debt at the time title became vested in the holder (less all appropriate credits, including those resulting from collection and application of rentals and other income received during foreclosure proceedings); DISPOSITION AND DEVELOPMENT AGREEMENT (b) all expenses with respect to foreclosure; (c) the net expenses, if any (exclusive of general overhead), incurred by the holder as a direct result of the subsequent management of the Site; (d) the costs of any authorized improvements made by such holder; and (e) an amount equivalent to the interest that would have accrued on the aggregate of such amounts had all such amounts become part of the mortgage or deed of trust debt and such debt had continued in existence to the date of payment by Agency. 4.9 Right of Agency to Cure Security Interest Default In the event of a default or breach by Developer of a mortgage, deed of trust, or other security interest or of a leaseback or of obligations to the grantee under any other conveyance for financing with respect to the Site prior to the completion of the Project and the holder has not exercised the holder's option to complete the development, Agency may cure the default prior to completion of any foreclosure, termination of lease, or completion of proceedings by which such other security interest is retained or granted back. The rights of Agency to cure defaults under the preceding sentence shall involve the rights of a debtor or subsequent lienholder to cure defaults under title 11, chapter 4; title 6, chapter 1; and title 45, chapter 15, of the laws of Idaho. Agency shall also be entitled to a lien upon the Site to the extent of such costs and disbursements. Any such lien shall be subordinate to mortgages, deeds of trust, or other security interests or the interests of lessors under any leasebacks or the interests of grantees under any other conveyances for financing executed for the sole purpose of obtaining funds to purchase and develop the Site as authorized herein. 4.10 Right of Agency to Satisfy Other Liens on Site After Title Passes After the conveyance of title and prior to the issuance of a Certificate of Completion for construction and development and after Developer has had a reasonable time to challenge, cure, or satisfy any liens or encumbrances on the Site, Agency shall have the right to satisfy any such liens or encum- brances; provided, however, nothing in this Agreement shall require Developer to pay or make provi- sion for the payment of any tax, assessment, lien, or charge so long as Developer in good faith shall contest the validity or amount thereof and so long as such delay in payment shall not subject the Site to forfeiture or sale. 5. DISPOSITION AND CONVEYANCE OF PROPERTY 5.1 Disposition and Conveyance of Property In accordance with and subject to all the terms, covenants, and conditions of this Agreement, Agency agrees to convey the entire fee estate of the Property in the condition required pursuant to this Section of this Agreement to Developer. Developer agrees to develop the Property within the time, for the consideration, and subject to the terms, conditions, and provisions as herein provided, including, without limitation, as provided in Sec- tions 2.3 and 2.4. Agency agrees to meet its obligations herein provided with respect to the Property including, without limitation, as provided in the Scope of Development and the Schedule of Perfor- mance. The time periods set forth in the Schedule of Performance may be extended for up to ninety (90) days in total if the delays are caused by matters beyond Developer's reasonable control. Any extension must be agreed upon in writing by Agency. DISPOSITION AND DEVELOPMENT AGREEMENT The sale of the Property by Agency to Developer is for purpose of development, in compliance with the Urban Renewal Law, and to achieve the objectives of the Urban Renewal Plan. Thus, use of the Property for land speculation is prohibited. 5.2 Purchase Price The purchase price for the Property (the "Purchase Price'), which is in accordance with the fair re- use appraisal and Idaho Code section 50-2011, is zero dollars ($0.00). 5.3 Escrow Within five (5) business days after the Effective Date of this Agreement, the Parties agree to open an escrow (the "Escrow') with the Title Company (the "Escrow Agent"). This Agreement constitutes the joint escrow instructions of Agency and Developer, and a duplicate original of this Agreement shall be delivered to the Escrow Agent upon the opening of the Escrow. Agency and Developer shall provide such additional escrow instructions as shall be necessary and consistent with this Agreement. The Escrow Agent hereby is empowered to carry out its duties as Escrow Agent hereunder. 5.3.1 Escrow Instructions This Agreement, together with any standard instructions of Escrow Agent that the Parties may subse- quently execute, and any additional instructions of Developer and Agency to Escrow Agent consistent with the provisions of this Agreement, shall constitute the joint escrow instructions of Developer and Agency to Escrow Agent as well as an agreement between Developer and Agency. In the event of any conflict between the provisions of this Agreement and Escrow Agent's standard instructions, if exe- cuted by the Parties, this Agreement shall prevail. 5.3.2 Payment of Costs Developer and Agency shall each pay one-half of the Escrow fee, all costs of recording the Special Warranty Deed and the other documents to be recorded hereunder (to the extent the County Re- corder's Office does not waive such charges, and shall reimburse Agency for the cost of the Fair Re - Use Appraisal. Agency shall pay the charge for an ALTA standard owner's policy with coverage in the amount of the Purchase Price. Developer shall pay the charge for any additional title coverage re- quested by Developer, including an ALTA extended owner's policy, if Developer obtains such policies. Developer will be responsible for paying endorsements desired by Developer exceptforthe cost of any endorsements Agency agrees to provide to cure any Supplemental Title Objections pursuant to Section 3.2. Agency and Developer shall each be responsible for their respective attorneys' fees and costs. Taxes and assessments, if any, applicable to periods before and after Closing shall be allocated to the Property and prorated between the Parties in an equitable manner. Agency shall cause all utili- ties serving the Property to be terminated on or before Closing and shall be responsible for costs associated with such utility services prior to Closing. All other costs of the Escrow not specifically allocated in this Agreement shall be allocated to the Parties as is customary in a commercial real estate transaction in Bannock County, Idaho. 5.3.3 Close of Escrow The Closing Date shall occur within ten (10) days after the date all of Agency Closing Conditions and Developer Closing Conditions in Sections 5.4.1 and 5.4.2 (other than the conditions on the delivery of documents and funds into Escrow, which shall occur during said ten (10) day period) are satisfied or waived by the benefited party, but in no event later than the date that is six (6) months after the Effec- tive Date. DISPOSITION AND DEVELOPMENT AGREEMENT 5.3.4 Deliverables by Agency On or before the scheduled Closing Date, Agency shall deliver the following to Escrow Agent: (a) the Special Warranty Deed, duly executed and acknowledged by Agency; and (b) all other documents reasonably required by Escrow Agent from Agency to carry out and close the Escrow pursuant to this Agreement. 5.3.5 Deliverables by Developer On or before the scheduled Closing Date, Developer shall deliver the following to Escrow Agent: (a) the Special Warranty Deed, duly executed and acknowledged by Developer; (b) evidence of financing approved by Agency pursuant to Section 4; and (c) all other sums and documents reasonably required by Escrow Agent from Devel- oper to carry out and close the Escrow pursuant to this Agreement, including Developer's portion of the Escrow fees and prorations. 5.3.6 Closing, Recording and Disbursements On the Closing Date (except as otherwise provided below), and when all of the conditions precedent to the Close of Escrow set forth in Sections 5.4.1 and 5.4.2 of this Agreement have been satisfied or waived by the appropriate party in writing, Escrow Agent shall take the actions set forth in this Section. (a) Recording. Escrow Agent shall cause the Special Warranty Deed to be recorded in the office of the Recorder of Bannock County, Idaho. (b) Disbursement of the Closing Costs. Escrow Agent shall collect and disburse the escrow closing costs and prorations chargeable to Agency and Developer hereunder. (c) Delivery of Closing Documents. Escrow Agent shall deliver to Developer the recorded Special Warranty Deed and any other documents (or copies thereof) deposited by Developer with Escrow Agent pursuant to this Agreement, with copies of same to Developer. (d) Delivery of Title Policy. Escrow Agent shall instruct the Title Company to deliver the Title Policy to Developer. 5.3.7 General Escrow Account All funds received in the Escrow shall be deposited by the Escrow Agent with other escrow funds of the Escrow Agent in a general escrow account or accounts with any state or national bank doing business in the State of Idaho. Such funds may be transferred to any other such general escrow ac- count or accounts. All disbursements shall be made by check of the Escrow Agent. All adjustments shall be made on the basis of a thirty (30) -day month. 5.3.8 Termination for Failure to Meet Closing Conditions If the Escrow is not in condition to Close before the time for conveyance established in this Agreement, either Party who then shall have fully performed the acts to be performed before the Closing, may, in writing, terminate this Agreement in the manner set forth in Section 11.6 hereof, and demand the return of its money, papers, and documents. Thereupon, subject to Section 11.6, all obligations and liabilities DISPOSITION AND DEVELOPMENT AGREEMENT 10 of the Parties under this Agreement shall cease and terminate in the manner set forth in Section 11.6 hereof. If neitherAgency nor Developer shall have fully performed the acts to be performed before the time for conveyance established in the Schedule of Performance, no termination or demand for return shall be recognized until ten (10) days after the Escrow Agent shall have mailed copies of such de- mand to the other Party or Parties at the address of its or their principal place or places of business. If any objections are raised within the 10 -day period, the Escrow Agent is authorized to hold all money, papers, and documents until instructed in writing by both Agency and Developer or upon failure thereof by a court of competent jurisdiction. If no such demands are made, the Parties shall cause the Closing to occur as soon as possible. The terms of this paragraph shall not affect the rights of Agency or Developer to terminate this Agreement under Section 11 hereof. Nothing in this Section shall be con- strued to impair or affect the rights or obligations of Agency or Developer to specific performance. 5.3.9 Amendment Any amendment of these escrow instructions shall be in writing and signed by both Agency and De- veloper. At the time of any amendment, the Escrow Agent shall agree to carry out its duties as Escrow Agent under such amendment. 5.3.10 No Real Estate Commissions or Fees Agency represents that it has not engaged any broker, agent, or finder in connection with this trans- action. Developer represents that it has not engaged a broker in connection with this transaction. Developer agrees to hold Agency harmless from any claim concerning any real estate commission or brokerage fees arising out of Developer's actions and agrees to defend and indemnify Agency from any such claim asserted concerning the commission or brokerage fees. Agency agrees to hold Devel- oper harmless from any claim concerning any real estate commission or brokerage fees arising out of Agency's actions and agrees to defend and indemnify Developer from any such claim asserted con- cerning the commission or brokerage fees. Provided, however, nothing herein shall prevent Developer from preleasing or preselling space within the Project, thus incurring real estate commissions or bro- kerage fees. In no event, though, shall Agency be liable for any real estate commission or brokerage fees on account of any such preleasing or preselling activity. 5.4 Conditions to Property Transfer 5.4.1 Conditions to Agency's Obligations In addition to any other condition set forth in this Agreement in favor of Agency, Agency shall have the right to condition its obligation to convey the Property to Developer and close the Escrow upon the satisfaction, or written waiver by Agency, of each of the following conditions precedent on the Closing Date or such earlier time as provided for herein (collectively, the "Agency Closing Conditions"). Agency's Closing Conditions shall include: (a) Permits and Approvals. Developer shall have obtained approval of the prelimi- nary plat and obtained Design Review Committee clearance. Developer shall also submit a letter of financing with conditions for the SBA Loan/Construction Loan, and submit evidence of having paid for the structural drawings for the steel/concrete and for the HVAC/Electrical engineering fees (which will be required to obtain the building permit). Developer shall apply for the demolition permit for the exist- ing building in the Project and permits shall be ready to be issued upon payment of fees and transfer of the property. DISPOSITION AND DEVELOPMENT AGREEMENT 11 (b) Developer Deliverables Made. Developer has deposited with Escrow Agent all sums and documents required of Developer by this Agreement for the Closing. (c) Insurance. Developer shall have timely submitted and obtained Agency's ap- proval of the insurance required pursuant to Section 8.1 of this Agreement. (d) Evidence of Financing. Agency shall have approved Developer's evidence of financing in accordance with Section 4 of this Agreement, and the financing required [for the current phase in accordance with the Phasing Plan] shall be ready to close and be immediately available to Developer for Closing and/or completion of such phase of the Project. (e) No Default. Developer shall not be in material default of any of its obligations under this Agreement (and shall not have received notice of a default hereunder which has not been cured), and all representations and warranties of Developer contained herein shall be true and correct in all material respects. (f) Design Plans. Agency shall have received the Design Review Drawings and the First Building Plans for the Project. 5.4.2 Conditions to Developer's Obligations In addition to any other condition set forth in this Agreement in favor of Developer, Developer shall have the right to condition its obligation to purchase the Property and close the Property Escrow upon the satisfaction, or written waiver by Developer, of each of the following conditions precedent on the Closing Date or such earlier time as provided for herein (collectively, the "Developer Closing Condi- tions"): (a) Agency Deliverables Made. Agency has deposited with Escrow Agent all docu- ments required of Agency by this Agreement for the Closing. (b) Title Policy. The Title Company is unconditionally and irrevocably committed to issue to Developer at Closing an ALTA standard coverage owner's title policy, or, upon Developer's request, an ALTA extended coverage owner's policy of title insurance ("Title Policy"), insuring Devel- oper's title to the Property in the amount of the Purchase Price, subject only to the Permitted Title Exceptions and Supplemental Title (c) Objections. If Developer requests ALTA extended coverage, any standard excep- tions shall not be Permitted Title Exceptions. Developer shall be solely obligated for the premium re- lated to any extended coverage policy. (d) No Default. Agency shall not be in default of any of its obligations under this Agreement (and shall not have received notice of a default hereunder which has not been cured), and Agency's representations and warranties contained herein shall be true and correct in all material respects as of the date of this Agreement and the Closing Date. 5.5 Satisfaction of Conditions Where satisfaction of any of the foregoing conditions requires action by Developer or Agency, each party shall use its diligent efforts, in good faith, and at its own cost, to expeditiously satisfy such con- dition. If a party is not in a position to know whether or not a condition precedent has been satisfied, then the party that is aware of the status of the condition shall immediately notify the other party. DISPOSITION AND DEVELOPMENT AGREEMENT 12 5.6 Waiver Agency may at any time or times, at its election, waive any of Agency Closing Conditions set forth in Section 5.4.1, but any such waiver shall be effective only if contained in a writing signed by Agency and delivered to Developer. Developer may at any time or times, at its election, waive any of Devel- oper Closing Conditions set forth in Section 5.4.2, but any such waiver shall be effective only if con- tained in a writing signed by Developer and delivered to Agency. 6. CONDITION OF THE PROPERTY 6.1 "As Is" Subject to Agency's representations and warranties set forth in this Agreement, which representations and warranties shall survive Closing, Developer acknowledges and agrees that any portion of the Property that it acquires from Agency pursuant to this Agreement shall be purchased "as is." 6.2 Agency Representations Agency represents and warrants to Developer as follows: (1) the individuals signing this Agreement on behalf of Agency have the authority to bind Agency; (2) entering into this Agreement and the con- summation of the transactions contemplated hereby have been duly authorized by all necessary Agency action and do not violate the laws governing Agency's activities or any other agreement to which Agency is a party; and (3) upon Close of Escrow, there will be no tenants, occupants or other parties in possession of the Property. These representations and warranties shall survive Close of Escrow and delivery of any Deed to Developer. DEVELOPMENT OF PROPERTY 7.1 Scope of Development If acquired by Developer, the Property shall be developed as provided in the Scope of Development, subject to the terms and conditions of this Agreement. 7.2 Local, State, and Federal Laws Developer shall carry out any required construction of the improvements in conformity with all appli- cable laws, including all applicable federal and state labor standards. 7.3 Antidiscrimination During Construction Developer, for itself and its successors and assigns, agrees that in the construction of the improve- ments provided for in this Agreement, Developer will not unlawfully discriminate against any employee or applicant for employment because of physical disability, race, color, creed, religion, sex, sexual orientation, gender identity/ expression, marital status, ancestry, or national origin. 7.4 Basic Concept Drawings The Parties acknowledge Developer has submitted to Agency Basic Concept Drawings attached hereto and those Basic Concept Drawings have been approved by Agency (Attachment 6). 7.5 [Intentionally Deleted.] DISPOSITION AND DEVELOPMENT AGREEMENT 13 7.6 Final Construction Documents Approximately thirty (30) days prior to Closing or prior to commencement of a subsequent phase of construction after Property Transfer, Developer shall submit to Agency Final Construction Documents. The Final Construction Documents shall be approved, approved conditionally, or disapproved within the time established in the Schedule of Performance and subject to the provisions of Sections 7.7, 7.8, 7.9 and 7.10; provided that the City's approval of the Final Construction Documents shall consti- tute Agency's approval, unless Agency notifies Developer in writing within fifteen (15) days after De- veloper notifies Agency that City has approved the Final Construction Documents. 7.7 Agency Approval of Plans, Drawings, and Related Documents Subject to the terms of this Agreement, Agency shall have the right of reasonable architectural review of all plans and drawings, including any substantial changes therein. In reviewing the Final Construc- tion Documents, Agency shall be guided by the Urban Renewal Plan for the Project Area. Developer shall make every reasonable effort to present drawings and plans in compliance with the guidelines. In the event Developer knowingly seeks deviation or waiver from those guidelines, Developer shall so indicate when those drawings and plans are submitted. The guidelines shall be applicable unless spe- cifically waived by Agency. 7.8 Communication; Revisions Agency and Developer shall communicate and consult informally as frequently as is necessary to ensure that the formal submittal of any documents to Agency can receive prompt and speedy consid- eration. If any revisions or corrections of plans approved by Agency shall be required by any govern- ment official, agency, department, or bureau having jurisdiction or any lending institution involved in financing, Developer and Agency shall cooperate in efforts to revise or correct the plans or obtain a waiver of such requirements or to develop a mutually acceptable alternative. 7.9 Prompt Review Agency shall promptly approve the Final Construction Documents to the extent such plans, drawings, and related documents are consistent with plans (including the Design Review Drawings) previously approved by Agency. Agency may designate a committee of its members and staff to expedite plan approvals. Failure by Agency either to approve or to disapprove plans that are consistent with plans previously approved by Agency within the times established in the Schedule of Performance shall be deemed an approval. Any such approved plans, drawings, and related documents shall not be subject to subsequent disapproval. Provided, however, if Developer proposes or advances any material change to the exterior design of the Project previously approved by Agency, Agency shall have the right to review, approve, disapprove, or modify such changes within the time frames and in compliance with the procedures stated herein. Any disapproval shall state in writing the reasons for disapproval and the changes which Agency requests to be made. Such reasons and changes must be consistent with the Scope of Development and any items previously approved or deemed approved hereunder. Developer, upon receipt of a disapproval based upon powers reserved by Agency hereunder, shall review such plans, drawings, and related documents (or such portions thereof) and resubmit them to Agency as soon as possible after receipt of the notice of disapproval. Plans approved or deemed approved hereunder shall be deemed in all respects to be in accordance with the Urban Renewal Plan. 7.10 Changes to Final Construction Documents DISPOSITION AND DEVELOPMENT AGREEMENT 14 If Developer desires to make any substantial change in the Final Construction Documents after their approval by Agency, such proposed change shall be submitted to Agency for approval. For purposes of this Section, and this Section only, "substantial change" is defined as any change in the Final Con- struction Documents which by such change will revise the average value or cost of each structure in the Project or current phase of the Project Developer is seeking to satisfy [in accordance with the Phasing Plan] (following completion) by more than fifteen percent (15%), change the average size of each structure in the Project or current phase of the Project [in accordance with the Phasing Plan] by more or less than fifteen percent (15%), or change the character of the use (such as a change from office to residential, or retail to office) of the Project by more or less than fifteen percent (15%). Such change in the Final Construction Documents shall, in any event, be deemed approved unless rejected, in whole or in part, by written notice thereof setting forth in detail the reason therefor, and such rejection shall be made within such 10 -day period. 7.11 Construction Reporting The Parties acknowledge and agree that communication and cooperation between the Parties is im- perative to the successful completion of the Project and to achieve the objectives of the Urban Re- newal Plan. Therefore, the Parties shall endeavor to keep the other Party sufficiently informed regard- ing matters related to the development and construction of the Project so the other Party can have a meaningful opportunity to review, comment, and respond on matters relating to the other Party's per- formance of its obligations under this Agreement. 7.11.1 Developer's Obligations Developer, as requested by Agency, shall: (a) Permit Agency staff to attend weekly and/or monthly construction progress and design meetings for the Project to permit Agency to assess the progress of development and con- struction and assess compliance with the Scope of Development, the Schedule of Performance, and the adherence of the development and construction to the plans approved by Agency; (b) Provide Agency with a monthly written status report on the Project (consisting of a simple narrative of the status, an update as to the progress on the schedule of performance and a summary of the percentage of completion) in sufficient time to allow for their distribution to Agency's board of directors prior to their regular monthly meetings; such monthly report shall include any photos taken by Developer in the normal course of project supervision that would be helpful to supplement the simple written narrative in the monthly status reports; (c) If requested, attend and provide oral status reports on the Project at regular monthly meetings of Agency's board of directors; and (d) To the extent the meetings described in Section 7.11.1(a) above are not adequate, subject to Developer's schedule to be reasonably accommodated, schedule and attend meetings at the request of Agency with Agency's staff, Agency's consultants, and representatives from the City or other public entities (if necessary) for general coordination and review of the progress and schedule of the Project, any implementation agreements or other documents to be submitted by either Party, and any other tasks necessary or convenient for development of the Project to achieve the objectives of the Urban Renewal Plan. 7.11.2 Agency's Obligations In furtherance of this Section, Agency shall: DISPOSITION AND DEVELOPMENT AGREEMENT 15 (a) provide timely and meaningful comments to the information, reports, and other documents submitted to Agency by Developer; (b) upon Developer's request, provide Developerwith all of Agency's comments, con- ditions, and requirements regarding Developer's plans for the Project in sufficient time (provided that Developer provides Agency with a reasonable period of time for Agency to review Developer's plans) for Developer to respond to Agency's comments, conditions, and requirements prior to filing an appli- cation with City for the Project; and (c) upon Developer's request, provide reasonable support for the Project and Devel- oper's request to the City, County and such other governmental agencies, including executing docu- ments necessary for Developer to apply for building permits. 7.11.3 Meeting Attendance The Parties shall use their reasonable efforts to have their respective principals and staff members available, as needed, to participate in meetings, hearings, and work sessions if requested by the other Parry. Attendance at a meeting can include attendance by telephone or video conferencing. 7.12 Access to the Property For the purpose of assuring compliance with this Agreement, representatives of Agency shall have the reasonable right of access to the Property without charges or fees and at normal construction hours during the period of construction for the purposes of this Agreement, including, but not limited to, the inspection of the work being performed in constructing the improvements. Agency shall cause anyone who comes onto the Property on Agency's behalf to comply with applicable OSHA or other safety regulations and to minimize interference with the progression of work. Developer, or Devel- oper's contractor, may, except in the case of an emergency, require such access to be scheduled at least 24 hours in advance and all attendees chaperoned. 7.13 Reasonableness Developer shall reasonably comply with the requirements of the Urban Renewal Plan as applicable to the Project consistent with this Agreement and shall prepare Final Construction Documents con- sistent with the Design Review Drawings. Nothing herein shall limit the reviewing authority of Agency granted under this Agreement, provided, however, that Agency and Developer acknowledge that co- operation between the parties is essential to the development of the Project. 7.14 Cost of Construction The cost of developing and constructing all improvements on the Property under this Agreement shall be borne by Developer unless agreed to otherwise in writing. 8. INSURANCE AND INDEMNIFICATION 8.1 Bodily Injury, Property Damage, and Workers' Compensation Insurance Developer shall, or through its contractor shall, at its sole cost, obtain and maintain in force upon commencement of any work on the Property and until the completion of the Project insurance of the following types, with limits not less than those set forth below with respect to the Project, and with the following requirements: 8.1.1 Commercial General Liability Insurance DISPOSITION AND DEVELOPMENT AGREEMENT 16 Commercial General Liability Insurance (Occurrence Form) with a minimum combined single limit lia- bility of $2,000,000 each occurrence for bodily injury and property damage; with a minimum limit of liability of $2,000,000 each person for personal and advertising injury liability. Such policy shall have an aggregate products/completed operations liability limit of not less than $2,000,000 and a general aggregate limit of not less than $2,000,000. The products/completed operations liability coverage shall be maintained in full force and effect for not less than three (3) years following completion of the Project issuance of a certificate of occupancy, whichever is later. The policy shall be endorsed to name Agency, including its respective affiliates, the financing parties and the respective officers, directors, and employees of each as additional insureds. All policies shall be occurrence form policies and not a claims -made policy. 8.1.2 Builder's Risk Insurance Builder's Risk Insurance upon the Project covering one hundred percent (100%) of the replacement cost of the Project. This policy shall be written on a builder's risk "all risk" or open peril or special causes of loss policy form that shall at least include insurance for physical loss or damage to the construction, temporary buildings, falsework, and construction in transit, and shall insure against at least the following perils: (i) fire; (ii) lighting; (iii) explosion; (iv) windstorm or hail; (v) smoke; (vi) aircraft or vehicles; (vii) riot or civil commotion; (viii) theft; (ix) vandalism and malicious mischief; (x) leakage from fire extinguishing equipment; (xii) sinkhole collapse; (xiii) collapse; (xiv) breakage of building glass; (xv) falling objects; (xvi) debris removal; (xvii) demolition occasioned by enforcement of laws and regulations; (xviii) weight of snow, ice, or sleet; (xx) weight of people or personal property; 8.1.3 Workers' Compensation Insurance Workers' Compensation Insurance, including occupational illness or disease coverage, in accordance with the laws of the nation, state, territory, or province having jurisdiction over Developer's employees, and Employer's Liability Insurance with minimum limits as required by law. Developer shall not utilize occupational accident or health insurance policies, or the equivalent, in lieu of mandatory Workers' Compensation Insurance or otherwise attempt to opt out of the statutory Workers' Compensation sys- tem. 8.1.4 Automobile Liability Insurance Automobile Liability Insurance covering use of all, non -owned, and hired automobiles with a minimum combined single limit of liability for bodily injury and property damage of $1,000,000 per occurrence. 8.1.5 Certificates of Insurance Developer (or Developer's contractor(s), as applicable) shall provide certificates of insurance satisfac- tory in form to Agency (ACORD form or equivalent) to Agency evidencing that the insurance required above is in force, that, to the extent commercially reasonable, not less than thirty (30) days' written notice will be given to Agency prior to any cancellation or restrictive modification of the policies, and that the waivers of subrogation are in force. Developer (or Developer's contractor(s), as applicable) shall also provide, with its certificate of insurance, executed copies of the additional insured endorse- ments and dedicated limits endorsements required in this Agreement. At Agency's request, Developer shall provide a certified copy of each insurance policy required under this Agreement. All policies of insurance required by this Agreement shall be issued by insurance companies with a general policyholder's rating of not less than A and a financial rating of AAA (or equivalent ratings if DISPOSITION AND DEVELOPMENT AGREEMENT 17 such are changed) as rated in the most current available "Best's Insurance Reports" and qualified to do business in the State of Idaho. The foregoing insurance coverage shall be primary and non-contributing with respect to any other insurance or self-insurance that may be maintained by Agency. Developer's General Liability Insurance policy shall contain a Cross -Liability or Severability of Interest clause. The fact that Developer has obtained the insurance required in this Section shall in no manner lessen or affect Developer's other obligations or liabilities set forth in the Agreement. 8.2 Indemnification Developer shall indemnify and hold Agency, and its officers, agents, and employees harmless from and against all liabilities, obligations, damages, penalties, claims, costs, charges, and expenses, in- cluding reasonable architect and attorney fees (collectively referred to in this Section as "claim"), which may be imposed upon or incurred by or asserted against Agency, or its respective officers, agents, and employees by reason of any of the following occurrences: (a) Subject to the limitations in Section 3.1, any work or thing done in connection with the Project by or at the direction of Developer, including, without limitation, inspection of the Property prior to Closing, any work on the Property prior to Closing, and the construction of any improvements, in each case by or at the direction of Developer; or (b) Any use, nonuse, possession, occupation, condition, operation, maintenance, or management of the Project or any part thereof by Developer; or (c) Any negligence on the part of Developer or any of its agents, contractors, serv- ants, employees, subtenants, operators, licensees, or invitees; or (d) Any accident, injury, or damage to any person or property occurring in, on, or about the Property or any part thereof during construction of the Project by or at the direction of De- veloper; or (e) Any failure on the part of Developer to perform or comply with any of the terms, provisions, covenants, and conditions contained in this Agreement to be performed or complied with on its part. In case any action or proceeding is brought against Agency, or its respective officers, agents, and employees by reason of any such claim for which Developer is required to provide indemnification hereunder, Developer, upon written notice from Agency shall, at Developer's expense, resist or defend such action or proceeding. Notwithstanding the foregoing, Developer shall have no obligation to indemnify and hold Agency and its respective officers, agents, and employees harmless from and against any matter to the extent it arises from the negligent or wrongful act or omission of Agency, or its respective officers, agents, or employees, from conduct resulting in an award of punitive damages against Agency, or for matters which Agency has agreed to indemnify Developer. The obligations of Developer under this Section are not intended to run with the land or to be binding upon subsequent owners of portions of the Property. 9. CERTIFICATE OF COMPLETION DISPOSITIONAND DEVELOPMENT AGREEMENT 18 Promptly after completion of each phase of the construction and development to be completed by Developer, Developer shall submit to Agency a request for a certificate of completion ("Certificate of Completion") in a form substantially similar to the draft Certificate of Completion attached hereto as Attachment 8. Agency shall promptly issue the Certificate of Completion for such phase of the Project if (a) City has issued a certificate of occupancy for the shell and core and (b) if Developer is not in default under this Agreement and Agency has not sent notice to Developer of any event which with the passing of time could give rise to a default under this Agreement and Developer has failed to remedy the default. The Parties acknowledge the failure to perform in accordance with the Schedule of Performance may, afterAgency provided Developer with written notice of default and an opportunity to cure any such default as set forth in Sections 11.1 and 11.2, be considered by Agency as a default by Developer under this Agreement. Agency shall not unreasonably withhold the Certificate of Com- pletion. The Certificate of Completion shall be executed by Agency and Developer and be in such form as to permit it to be recorded by the Office of the County Recorder of Bannock County, Idaho. The Certificate of Completion shall be, and shall so state, conclusive determination of satisfactory completion of the construction of the Project or the applicable phase thereof and conclusive determi- nation of satisfactory completion of the obligations of Developer required by this Agreement with re- spect to completion of the construction of the applicable phase of the Project. The Certificate of Completion shall not constitute evidence of compliance with or satisfaction of any obligation of Developer to any holder of a mortgage or any insurer of a mortgage securing money loaned to finance the improvements or any part thereof. Such Certificate of Completion is not notice of completion as referred to under other laws of the State of Idaho. 10. DEVELOPER'S POST -DEVELOPMENT AND CONSTRUCTION OBLIGATIONS Anything to the contrary in this Agreement notwithstanding, the following provisions set forth in this Section are the only obligations of Developer intended to survive with respect to the Property following the issuance of a Certificate of Completion. 10.1 Taxes, Assessments, Encumbrances, and Liens Developer recognizes Agency has no authority or involvement in the assessment, tax, or collection process for ad valorem taxes, including real property and personal property taxes. Developer also recognizes Agency is depending on the ad valorem assessment and timing of collection process as is Agency's ability to successfully meet long term financing and payment obligations and to continue doing business. 10.1.1 Taxes Generally Developer shall pay when due all real estate and personal property taxes and assessments assessed and levied on Developer's ownership interest of the Site. This provision or covenant shall run with the land and be binding upon Developer's successors until the Urban Renewal Plan is terminated and Agency has received its final payment of revenue allocation proceeds as defined in the Urban Renewal Plan. 10.1.2 Tax Appeals/ Exemptions Developer shall not appeal any assessed value or request for property tax exemption for the Site. Any appeal of the assessed value or request for any property tax exemption for any of the parcels within DISPOSITION AND DEVELOPMENT AGREEMENT 19 the Site for an assessment, shall require Agency's written authorization, which shall not be unreason- ably withheld, conditioned, or delayed. The foregoing shall include but is not limited to an exemption or reduction under Idaho Code § 63-602NN or Idaho Code Section 63-606A or similar property tax exemption, for property taxes assessed for any property tax year up to and including property tax year 2023. The property tax year runs from January 1 to December 31. 10.1.3 Delinquent or Reduced Taxes Developer expressly acknowledges and understands that Agency financing is linked to the tax incre- ment revenue actually generated from the Site, and in the event insufficient taxes are received by Agency for any reason, including a reduction of the tax levy rate or assessed values less than assumed by Agency and Developer or in the event of any tax delinquency by any owner of parcels within the Site or by any tenant related to personal property, the actual tax increment received by Agency will be reduced. 10.2 In -Lieu -of Taxes In the event the Property or any portion thereof or leasehold interest is leased, conveyed, or transferred to an entity exempt or partially exempt from ad valorem taxes and to the extent that ad valorem, priv- ilege, or any other taxes or assessments levied on the Property or any improvements thereon are of a lesser amount than would be levied if the Property or any portion thereof were entirely in private, nonexempt ownership, the then owner of the Property shall be responsible to pay as in -lieu -of taxes the difference between the taxes and assessments actually levied and the taxes and assessments which would be levied if the Property or any portion thereof were privately owned. The then owner or tenant of the exempt or partially exempt property shall pay such difference to Agency within thirty (30) days after the taxes for such year become payable to the taxing agencies and in no event later than the delinquency date of such taxes established by law. Any in -lieu -of taxes received by Agency pursu- ant to this Section shall be treated by Agency as incremental tax revenues and promptly deposited upon receipt into the appropriate Agency account. The obligation set forth in this Section shall termi- nate and cease to be of any effect upon the payment of taxes for tax year 2023, the date upon which the current Urban Renewal Plan expires. 10.3 Use of the Property During Term of the Urban Renewal Plan Developer covenants and agrees for itself, its successors, its assigns, and every successor in interest that during construction and thereafter, Developer, its successors, and assignees shall devote the Property to the uses specified in the Urban Renewal Plan, the Deed, and this Agreement for the peri- ods of time specified in the Deed. The Property shall only be used for the uses specified in the Scope of Development. 10.4 Obligation to Refrain From Discrimination and Compliance with Idaho's Anti - Boycott Against Israel Act Developer covenants by and for Developer and any successors in interest that (a) there shall be no unlawful discrimination against or unlawful segregation of any person or group of persons on account of physical disability, race, color, creed, religion, sex, sexual orientation, gender identity/ expression, marital status, ancestry, or national origin in the sale, lease, sublease, transfer, use, occupancy, tenure, or enjoyment of Property; (b) neither Developer nor any person claiming under or through Developer establish or permit any such practice or practices of unlawful discrimination or unlawful segregation with reference to the selection, location, number, use, or occupancy of tenants, lessees, subtenants, sublessees, or vendees of the Property; and (c) neither Developer nor any person claiming under or DISPOSITION AND DEVELOPMENT AGREEMENT 20 through Developer shall engage in a boycott of goods or services from Israel or territories under its control in association with the Project. The foregoing covenants shall run with the land. 10.5 Effect and Duration of Covenants Except as otherwise provided in this Section, the covenants contained in this Section shall remain in effect until December 31, 2023. The covenants against unlawful discrimination shall remain in effect in perpetuity. The covenants established in this Agreement that expressly run with land shall, without regard to technical classification and designation, be binding for the benefit and in favor of Agency, Agency's successors and assigns, and the City. 10.6 Provisions That Run With the Land Agency is deemed the beneficiary of the terms and provisions of this Agreement that expressly run with the land for and in its own rights and for the purposes of protecting the interests of the community and other parties, public or private, in whose favor and for whose benefit this Agreement and the covenants running with the land have been provided. The covenants that expressly run with the land shall run in favor of Agency without regard to whether Agency has been, remains, or is an owner of any land or interest therein in the Property, any parcel or subparcel, or in the Project Area. Agency shall have the right, if the covenants that expressly run with the land are breached, to exercise all rights and remedies and to maintain any actions or suits at law or in equity or other proper proceedings to enforce the curing of such breaches to which it or any other beneficiaries of such covenants may be entitled. Notwithstanding the foregoing, if Developer or any subsequent owner of any portion of the Property conveys any portion of the Property, such owner shall, upon the conveyance, forfeit the Com- pletion Deposit, but shall be released and discharged from all of its obligations in connection with the portion of the Property conveyed by it arising under this Agreement after the conveyance but shall remain liable for all obligations in connection with the portion of the Property so conveyed arising under this Agreement prior to the conveyance. The new owner of any such portion of the Property shall be liable for all obligations arising under this Agreement with respect to such portion of the Property after the conveyance. 11. DEFAULTS, REMEDIES, AND TERMINATION 11.1 Defaults—General Failure or delay by either Party to perform any term or provision of this Agreement after receiving notice and an opportunity to cure as set forth herein shall constitute a default under this Agreement. Upon receipt of such notice, a Party must immediately commence to cure, correct, or remedy such failure or delay and shall complete such cure, correction, or remedy with reasonable diligence. A Party so acting and during any period of curing shall not be in default. 11.2 Written Notice The Party claiming a failure or delay in performance shall give written notice of default to the Party failing or delaying performance specifying the default complained of by the injured Party. Except as required to protect against further damages, the Party claiming default may not institute proceedings against the Party in default until ten (10) days after giving such notice, said ten (10) days constituting the period to cure any default. Notwithstanding the foregoing sentence, if such default (other than the failure to pay money) cannot be cured within the ten (10) day period and the defaulting party is dili- gently working to remedy the default, the cure period shall be extended for such time as is reasonably necessary to cure the default. DISPOSITION AND DEVELOPMENT AGREEMENT 21 11.3 No Waiver Except as otherwise expressly provided in this Agreement, any failure or delay by either Party in asserting any of its rights or remedies as to any default shall not operate as a waiver of any default or of any such rights or remedies or deprive such Party of its right to institute and maintain any actions or proceedings that it may deem necessary to protect, assert, or enforce any such rights or remedies. 11.4 Materiality of Provisions It is expressly understood and agreed that each of the covenants, promises, stipulations, and agree- ments of the Parties hereto and under the provisions of this Agreement are an integral and indivisible part of the consideration given by each to the other and that each covenant, promise, stipulation, and agreement of the Parties shall be deemed and construed as material. Subject to Section 11.2 above, it is further understood and agreed that time is of the essence of this Agreement; that failure, refusal, or neglect for any reason whatsoever of either Party hereto to perform any of the covenants, promises, stipulations, or agreements to be performed by the Party pursuant to the terms and provisions of this Agreement shall constitute a material default on the part of the Party failing to perform such covenant, promise, stipulation, or agreement; and that the occurrence of any such default on the part of either Party shall give the other Party the right to terminate or otherwise enforce this Agreement in accord- ance with the provisions of this Section. 11.5 Legal Actions 11.5.1 Institution of Legal Actions Subject to the express limitations herein, either Party may institute legal action to cure, correct, or remedy any default or recover damages for any default or to obtain any other remedy consistent with the purpose of this Agreement. 11.5.2 Applicable Law The laws of the State of Idaho shall govern the interpretation and enforcement of this Agreement. 11.5.3 Acceptance of Service of Process In the event that any legal action is commenced by Developer against Agency, service of process on Agency shall be made by personal service upon the Executive Director of Agency or in such other manner as may be provided by law. In the event that any legal action is commenced by Agency against Developer, service of process on Developer shall be made by personal service upon Developer or in such other manner as may be provided by law and shall be valid whether made within or without the State of Idaho. 11.5.4 Rights and Remedies Subject to the express limitation herein, the rights and remedies of the Parties are cumulative, and the exercise by any Party of one or more of such rights or remedies shall not preclude the exercise by it, at the same time or different times, of any other rights or remedies for the same default or any other default by the other Party. 11.5.5 Specific Performance If Developer or Agency has provided notice and an opportunity to cure pursuant to Section 11.2, the default is not cured, the non -defaulting Party, at the non -defaulting Party's option, may institute an DISPOSITION AND DEVELOPMENT AGREEMENT 22 action for specific performance of the terms of this Agreement provided that specific performance shall be limited to those actions which necessitate action on the part of a Party but not for any action where damages (including, without limitation, liquidated damages pursuant to Section 11.5.6 below) are oth- erwise adequate and available. 11.5.6 Limitation on Agency's Remedies Prior to Conveyance If Developer defaults in its obligation to acquire the Property or to satisfy any conditions relating to the acquisition of the Property, Agency's sole and exclusive remedy shall be to terminate this Agreement and retain Deposit relating to the Property as liquidated damages. Such amount to be retained by Agency has been agreed by the Parties to be reasonable compensation and the exclusive remedy in those events, because the precise amount of damages in those events would be difficult to determine. Agency has broad discretion to terminate this Agreement for reasons other than what are typically considered a default in most transactions. Accordingly, if this Agreement is terminated pursuant to Sections 3.2, 5.4.1(a), 5.4.1(d), 5.4.1(f), 5.4.1(g), 5.4.2, 11.6.2(c) 11.6.2(d) or 11.6.2(g), Agency shall reimburse Developer, subject to pre -approval as hereafter provided, for Developer Due Diligence Costs incurred by Developer to the effective date of termination. Developer shall provide Agency with a detailed description of Developer Due Diligence Costs and a schedule of values for the same. Agency's obligation to reimburse Developer for Developer Due Diligence Costs is subject to Agency's review and approval of Developer Due Diligence Costs, which approval shall not be unreasonably withheld, conditioned or delayed. The schedule of values for the Due Diligence Costs shall be updated as necessary and provided to Agency for review and approval, which approval shall not be unreason- ably withheld, conditioned or delayed. 11.6 Remedies and Rights of Termination Prior to Conveyance 11.6.1 Termination by Developer In the event that prior to Closing for the Property, as applicable: (a) Agency does not tender title to the Property, as applicable, or possession thereof in the manner and condition and by the dates provided in this Agreement, and any such failure is not cured within ten (10) days after written demand by Developer; or (b) Agency is unable to perform its obligations as set forth in the Scope of Develop - ment; or (c) Agency is in breach or default with respect to any other obligation of Agency under this Agreement, subject to the cure provisions set forth in Section 11.2 of this Agreement; then this Agreement may, at the option of Developer, be terminated by written notice thereof to Agency. Upon such termination, neither Agency nor Developer shall have any further rights against or liability to the other under this Agreement. In the event this Agreement is so terminated, all closing documents and funds delivered by Agency to Developer or Escrow Agent shall be returned immediately to Agency and all closing documents and funds delivered by Developer to Agency or Escrow Agent shall be returned immediately to Developer; provided, however, that Agency shall retain the Deposit so long as Agency has fully performed the obligations required to be performed by Agency prior to that time. 11.6.2 Termination by Agency In the event that prior to the conveyance of the Property, as applicable, to Developer: DISPOSITION AND DEVELOPMENT AGREEMENT 23 (a) Developer transfers or assigns or attempts to transfer or assign this Agreement or any rights herein or in the Property or the Project or improvements thereon in violation of this Agree- ment; or (b) there is any significant change in the legal structure or control of Developer con- trary to the provisions of Section 2.7 hereof; or (c) after and despite diligent effort and prior to the dates established therefore in the Schedule of Performance, subject to the cure provisions set forth in of Section 11.2 of this Agreement, Developer is unable to obtain and submit the evidence of financing reasonably acceptable to Agency or before Agency's approval of Developer's evidence of financing Developer notifies Agency in writing that, in Developer's judgment, it is not economically or financially feasible for it to perform or finance its obligations under this Agreement in the time established therefore in the Schedule of Performance; or (d) Developer fails to submit to Agency Final Construction Documents subject to the cure provisions set forth in Section 11 of this Agreement; or (e) Subject to the cure provisions set forth in of Section 11.2 of this Agreement, De- veloper does not pay the Purchase Price and take title to the Property under tender of conveyance by Agency pursuant to this Agreement; or (f) Developer is in breach or default with respect to any other obligation of Developer under this Agreement, subject to the cure provisions set forth in of Section 11.2 of this Agreement; or (g) Agency is unable to perform its obligations as set forth in the Scope of Develop - ment; then this Agreement may, at the option of Agency, be terminated by Agency by written notice thereof to Developer. Upon such termination, neither Agency nor Developer shall have any further rights against or liability to the other under this Agreement. In the event this Agreement is so terminated, all closing documents and funds delivered by Agency to Developer or Escrow Agent shall be returned immediately to Agency and all closing documents and funds delivered by Developer to Agency or Escrow Agent shall be returned immediately to Developer; provided, however, that Agency shall retain any Deposit so long as Agency has fully performed the obligations required to be performed by Agency prior to that time. 11.6.3 No Release from Liability No termination under this Agreement shall release either party then in default from liability for such default. In the event this Agreement is terminated, all closing documents and funds delivered by Agency to Developer or Escrow Agent shall be returned immediately to Agency and all closing docu- ments and funds delivered by Developer to Agency or Escrow Agent shall be returned immediately to Developer; provided, however, that Agency shall retain the Deposit so long as Agency has fully per- formed the obligations required to be performed by Agency prior to that time. 11.7 Reacquisition by Agency Agency shall have the right, at Agency's option, to repurchase all portions of the Property currently owned by Developer and, and Developer will reconvey all portions of the Property currently owned by Developer to Agency if after Closing to the Site to Developer but prior to the issuance of the Certificate of Completion for the Project: DISPOSITION AND DEVELOPMENT AGREEMENT 24 (a) Developer shall abandon or substantially suspend construction of the [applicable phase of the] Project [in accordance with the Phasing Plan] for a period of six (6) months after written notice of such abandonment or suspension from Agency; or (b) Agency and Developer shall have received a notice of default pursuant to § 45- 1506 of the Idaho Code with respect to the Site and Developer shall not have cured the default spec- ified in such notice within ninety (90) days afterAgency and Developer shall have received such notice. Immediately after the closing under the escrow described in Section 5 hereof, Developer shall deposit with the Escrow Agent a deed to the Site, which shall release individual parcels as the Project on such parcels are completed and transferred to individual owners, in the form attached hereto as Attachment 10, with instructions for the Escrow Agent to deliver and record such deed or deeds upon its receipt from Agency of a written certificate signed by the Chairman and the Executive Director of Agency certifying under penalties of perjury that: (1) one of the conditions specified in the immediately pre- ceding paragraph has occurred, (2) Agency is entitled to repurchase and has determined to repur- chase the Site pursuant to this Section, and (3) Agency has notified Developer of such determination in accordance with the next sentence. Agency shall give Developer written notice of Agency's election to repurchase the Site pursuant to this Section at least thirty (30) days prior to the date on which it delivers the written notice to the Escrow Agent pursuant to the preceding sentence. Agency shall pay ninety-five percent (95%) of the Purchase Price outlined in Section 5.1, less expenses incurred by Agency in connection with the reacquisition and a prorated portion of land value equal to all parcels prior to acquisition, to Developer in exchange for the reacquisition, and this Section constitutes the escrow instructions of the Escrow Agent. The right of Agency to invoke reconveyance of the Site in accordance with this Section shall be absolute as to the duty of the Escrow Agent to deliver the deeds and convey title to the Site to Agency but shall be without prejudice to any rights or remedies that Developer may otherwise have following such reconveyance if the decision of Agency shall violate or breach any of Agency's agreements with Developer under this Agreement, including Developer's right to payment as set forth herein. Such right of repurchase and reconveyance, to the extent provided in this Section, shall be subordinate and subject to and be limited by and shall not defeat, render invalid, or limit: (i) any mortgage, deed of trust, or other security instrument or sale and leaseback or other conveyance for financing permitted by this Agreement; or (ii) any rights or interests provided in this Agreement for the protection of the holder of such mortgages, deeds of trust, or other security instruments, the lessor under a sale and leaseback, or the grantee under such other conveyance for financing. 11.8 Option to Repurchase, Reenter, and Repossess Agency shall have the additional right, at Agency's option, to repurchase, reenter, and take possession of all portions of the Property currently owned by Developer with all improvements thereon if after Closing to the Property and prior to the issuance of the final Certificate of Completion of the Project therefore Developer shall: (a) fail to proceed with the construction of the improvements in the applicable phase of the Project [in accordance with the Phasing Plan] for a period of sixty (60) days after written notice thereof from Agency; or (b) abandon or substantially suspend construction of the improvements in the appli- cable phase of the Project [in accordance with the Phasing Plan] for a period of sixty (60) days after written notice of such abandonment or suspension from Agency; or DISPOSITION AND DEVELOPMENT AGREEMENT 25 (c) transfer, except transfer of individual parcels upon completion of improvements thereon, or suffer any involuntary transfer of the Property or any part thereof in violation of this Agree- ment. Such right to repurchase, reenter, and repossess, to the extent provided in this Agreement, shall be subordinate and subject to and be limited by and shall not defeat, render invalid, or limit: (i) any mort- gage, deed of trust, or other security instrument or sale and leaseback or other conveyance for financ- ing permitted by this Agreement; or (ii) any rights or interests provided in this Agreement for the pro- tection of the holder of such mortgages, deeds of trust, or other security instruments, the lessor under a sale and leaseback, or the grantee under such other conveyance for financing. To exercise its rights to repurchase, reenter, and take possession with respect to the Site, Agency shall pay to Developer in cash an amount equal to ninety-five percent (95%) of the Purchase Price outlined in Section 5.1, less expenses incurred by Agency in connection with the repurchase, and a prorated portion of the land value equal to all parcels transferred prior to repurchase. 11.9 Right of Reverter Agency shall have the additional right, at its option, to reenter and take possession of all portions of the Property currently owned by Developer with all improvements thereon and to revest in Agency the estate theretofore conveyed to Developer if after Closing to the Site and prior to the issuance of the final Certificate of Completion of the Project therefore Developer shall: (a) fail to proceed with the construction of the improvements in the applicable phase of the Project [in accordance with the Phasing Plan] for a period of sixty (60) days after written notice thereof from Agency; or (b) abandon or substantially suspend construction of the improvements in the appli- cable phase of the Project [in accordance with the Phasing Plan] for a period of sixty (60) days after written notice of such abandonment or suspension from Agency; or (c) transfer, except transfer of individual parcels upon completion of improvements thereon, or suffer any involuntary transfer of the Site or any part thereof in violation of this Agreement. Such right to reenter, repossess, and revest to the extent provided in this Agreement shall be subor- dinate and subject to and be limited by and shall not defeat, render invalid, or limit: (i) any mortgage, deed of trust, or other security instrument or sale and leaseback or other conveyance for financing permitted by this Agreement; or (ii) any rights to interest provided in this Agreement for the protection of the holder of such mortgages, deeds of trust, or other security instruments, the lessor under a sale and leaseback, or the grantee under such other conveyance for financing. The Deed attached hereto in Attachment 7 shall contain appropriate reference and provision to give effect to Agency's right, as set forth in this Section, under specified circumstances prior to the issuance of the Certificate of Completion, to reenter and take possession of all portions of the Property currently owned by Developer with all improvements thereon and to terminate and revest in Agency the estate conveyed to Developer. Upon the revesting in Agency of title to the Site or any portion thereof as provided in this Section, Agency shall, pursuant to its responsibilities under state law, use its best efforts to resell the Site or portion thereof as soon and in such manner as Agency shall find feasible and consistent with the objectives of such law and of the DISPOSITION AND DEVELOPMENT AGREEMENT 26 Urban Renewal Plan to a qualified and responsible party or Parties (as determined by Agency), that will assume the obligation of making or completing the improvements or such other improvements in their stead as shall be satisfactory to Agency and in accordance with the uses specified for the Site or part thereof in the Urban Renewal Plan. Upon such resale of the Site, the proceeds thereof shall be applied: first, to reimburse Agency on its own behalf for all costs and expenses incurred by Agency, including, but not limited to, salaries to personnel in connection with the recapture, management, and resale of the Site or part thereof (but less any income derived by Agency from the Site or part thereof in con- nection with such management); all taxes, assessments, and water and sewer charges with respect to the Site or portion thereof (or, in the event the Site is exempt from taxation or assessment or such charges during the period of ownership by Agency, then such taxes, assessments, or charges, as determined by the county assessing official as would have been payable if the Site were not so ex- empt); any payments made or necessary to be made to discharge or prevent from attaching or being made any subsequent encumbrances or liens due to obligations, defaults, or acts of Developer; any expenditures made or obligations incurred with respect to the making or completion of the improve- ments or any part thereof on the Site or part thereof; and any amounts otherwise owed to Agency by Developer; and second, to reimburse Developer up to the amount equal to the sum of: (1) ninety-five percent (95%) of the Purchase Price outlined in Section 5.1, less expenses incurred by Agency in connection with the reverter plus (2) the costs incurred by Developer for the development of the Site and for the im- provements existing on the Site at the time of the reentry and repossession; less (3) any gains or income withdrawn or made by Developer from the Site or the improvements thereon. Any balance remaining after such reimbursements shall be retained by Agency as its property. To the extent that the rights established in this Section involve a forfeiture, it must be strictly interpreted against Agency, the Party for whose benefit it is created. The rights established in this Section are to be interpreted in light of the fact that Agency will convey the Site to Developer for development and not for speculation in undeveloped land. 12. GENERAL PROVISIONS 12.1 No Assignment of Rights Prior to the issuance by Agency of a Certificate of Completion for the applicable phase of the Project pursuant to Section 9, Developer shall not, except as expressly permitted by this Agreement, sell, transfer, convey, assign, or lease the whole or any part of such Property or the buildings or improve- ments thereon without the prior written approval of Agency, which approval shall not be unreasonably withheld. Conveyance to a Developer Affiliate shall be permitted and shall not be subject to further review or approval by Agency. This prohibition shall not apply subsequent to the issuance of the Cer- tificate of Completion, which shall signify Agency's acknowledgment that the work required on the Property has been completed. This prohibition shall not be deemed to prevent the granting of ease- ments or permits to facilitate the Project or to prohibit or restrict the leasing of any part or parts of a building or structure when said improvements are completed or to prohibit or restrict the preleasing or preselling of any part or parts of the structure so long as the lessee or buyer shall obtain no rights under this Agreement and that any right to occupy or acquire any part of the structure prior to Devel- oper completing all the necessary improvements shall be terminable by Agency in the event Developer fails to complete all the necessary improvements. In the absence of specific written agreement by Agency, no such transfer, assignment, or approval by Agency shall be deemed to relieve Developer from any obligations under this Agreement until completion of the Project, or applicable phase thereof, DISPOSITION AND DEVELOPMENT AGREEMENT 27 as evidenced by the issuance of a Certificate of Completion. This Section shall not prohibit any financ- ing of the Project approved by Agency pursuant to Section 4. 12.2 Notices, Demands, and Communications Between the Parties Formal notices, demands, and communications between Agency and Developer shall be sufficiently given upon dispatch if dispatched by registered or certified mail, postage prepaid, return receipt re- quested, to the principal offices of Agency and Developer as set forth in Section 2.4 hereof. Such written notices, demands, and communications may be sent in the same manner to such other ad- dresses as either Party may from time to time designate by mail. 12.3 Conflicts of Interest No member, official, or employee of Agency shall have any personal interest, direct or indirect, in this Agreement, nor shall any such member, official, or employee participate in any decision relating to this Agreement which affects his or her personal interests or the interests of any corporation, partnership, or association in which he or she is directly or indirectly involved. 12.4 Warranty Against Payment of Consideration for Agreement Developer warrants that it has not paid or given, and will not pay or give, any third person any money or other consideration for obtaining this Agreement other than normal costs of conducting business and costs of professional services such as for architects, engineers, and attorneys. 12.5 Nonliability of Agency Officials and Employees No member, official, or employee of Agency shall be personally liable to Developer in the event of any default or breach by Agency or for any amount which may become due to Developer or on any obli- gations under the terms of this Agreement. 12.6 Forced Delay; Extension of Times of Performance In addition to the specific provisions of this Agreement, performance by any Party hereunder shall not be deemed to be in default where delays or defaults are due to war; insurrection; strikes; lock -outs; riots; floods; earthquakes; fires; casualties; acts of God; acts of the public enemy; epidemics; quaran- tine restrictions; freight embargoes; lack of transportation; governmental restrictions or priority (other than acts or failures to act of Agency shall not excuse performance by Agency); litigation; unusually severe weather; inability to secure necessary labor, material, or tools; delay of any contractor, subcon- tractor, or suppliers; acts of another Party; proceedings before or acts or failures to act of any public or governmental agency or entity, including approvals by any historic preservation agency (other than acts or failures to act of Agency shall not excuse performance by Agency); approvals by building offi- cials for issuance of building permits; and temporary cessation of work for archeological digs, environ- mental analysis, or removal of hazardous or toxic substances; or any causes beyond the control or without the fault of the Party claiming an extension of time to perform. An extension of time for any such cause shall only be for the period of the forced delay, which period shall commence to run from the time of the commencement of the cause. If, however, notice by the Party claiming such extension is sent to the other Parties more than thirty (30) days after the commencement of the cause, the period shall commence to run only thirty (30) days prior to the giving of such notice. Times of performance under this Agreement may also be extended in writing by the Parties. 12.7 Reports, Studies and Test DISPOSITION AND DEVELOPMENT AGREEMENT 28 If Developer does not proceed with the purchase of the Property and development of the Project, Agency may retain possession of any reports, studies and test results prepared by Developer's con- sultants, including any soils or engineering tests concerning the Property, previously submitted by Developer. Building and improvement designs, plans and specifications are not intended to be covered by the preceding sentence. However, Developer agrees not to prevent Agency from obtaining building and improvement designs, plans, and specifications from Developer's design professionals if Agency and such design professionals enter into a separate arrangement for Agency to obtain such designs, plans, and specifications. Agency or any other person or entity designated by Agency shall be free to use such reports, studies, and test results for any reason whatsoever without cost or liability thereof to Developer or any other person, except to the extent Agency may have to reach agreement with Developer's consultants. Developer does not make and hereby expressly disclaims any representa- tion or warranty as to the accuracy of any such information or Agency's right to rely thereon. 12.8 Approvals by the Parties Wherever this Agreement requires Agency and/or Developer to approve, or permits a Party to submit to the other Party for approval, any contract, document, plan specification, drawing, or other matter, such approval shall not be unreasonably withheld, conditioned or delayed. 12.9 Attorney Fees In the event of any action or proceeding at law or in equity between Developer and Agency to enforce any provision of this Agreement or to protect or establish any right or remedy of either Party hereunder, the unsuccessful Party to such litigation shall pay to the prevailing Party all costs and expenses, in- cluding reasonable attorney fees incurred therein by such prevailing Party (including such costs and fees incurred on appeal), and if such prevailing Party shall recover judgment in any such action or proceeding, such costs, expenses, and attorney fees shall be included in and as a part of such judg- ment. Should either Party, without fault of such Party (the "No Fault Party"), be made a party to any litigation instituted by the other Party or by any third party against such other Party, such other Party covenants to indemnify, save and hold harmless the No Fault Party from any judgment rendered against the No Fault Party, and all costs and expenses, including reasonable attorney's fees, incurred by the No Fault Party in or in connection with such litigation if the No Fault Party was a named party in such litigation. 12.10 Promotion Developer agrees Agency may promote the Project and Agency's involvement with the Project. Such promotion includes reasonable signage at the Site notifying the public of Agency's involvement with the Project. 12.11 Amendment of Urban Renewal Plan Pursuant to the provisions of the Urban Renewal Plan or modification or amendment therefore, Agency agrees that no amendment that changes the uses or development permitted on the Property or changes the restrictions or controls that apply to the Property or otherwise affects the Property shall be made or become effective without the prior written consent of Developer. Amendments to the Urban Renewal Plan applying to other property in the Project Area shall not require the consent of Developer. 12.12 Submission of Documents for Approval Whenever this Agreement requires either Party to submit plans, drawings, or other documents to the other Party for approval, which shall be deemed approved if not acted on by the Party within a specified DISPOSITION AND DEVELOPMENT AGREEMENT 29 time, said plans, drawings, or other documents shall be accompanied by a letter stating that they are being submitted and shall be deemed approved unless rejected by the other Party within the stated time. If there is no time specified herein for such Party's action, the other Party may submit a letter requiring approval or rejection of documents within fifteen (15) days after submission or such docu- ments shall be deemed approved. 12.13 Computation of Time In computing any period of time prescribed or allowed under this Agreement, the day of the act, event, or default from which the designated period of time begins to run shall not be included. The last cal- endar day of the period so computed shall be included, unless it is a Saturday, Sunday, or legal holiday, in which event the period runs until the end of the next day which is not a Saturday, Sunday, or legal holiday. As used herein, "legal holiday" means any holiday as defined by Idaho Code § 73-108. 12.14 No Third -Party Beneficiary The provisions of this Agreement are for the exclusive benefit of Agency and Developer, and their successors and assigns, and not for the benefit of any third person; nor shall this Agreement be deemed to have conferred any rights, express or implied, upon any third person except for provisions expressly for the benefit of a mortgagee or lender of Developer or its successors and assigns. 12.15 Dispute Resolution In the event that a dispute arises between the Parties concerning (i) the meaning or application of the terms of, or (ii) an asserted breach of this Agreement, the Parties shall meet and confer in a good faith effort to resolve their dispute. The first such meeting shall occur within ten (10) days of the first written notice from either Party evidencing the existence of the dispute. The Chair of Agency and the manager of Developer shall both be included among the individuals representing the Parties at the first such meeting. If the Parties shall have failed to resolve the dispute within fifteen (15) days after delivery of such notice, the Parties agree to first consider to settle the dispute in an amicable manner by mediation or other process of structured negotiation under the auspices of a nationally or regionally recognized organization providing such services in the Northwestern United States or otherwise, as the Parties may mutually agree before resorting to litigation or to arbitration. The costs of such mediation or other process of structured negotiation shall be equally split between the Parties. Should the Parties be unable to resolve the dispute to their mutual satisfaction within ten (10) days after such completion of mediation or other process of structured negotiation, or if the Parties cannot mutually agree to attempt to settle any dispute by mediation or other process of structured negotiation, each Party shall have the right to pursue any rights or remedies it may have at law or in equity. 12.16 Good Faith and Cooperation It is agreed by Agency and Developer to act in good faith in compliance with all of the terms, covenants, and conditions of this Agreement and shall deal fairly with each other. 12.17 Entire Agreement, Waivers, and Amendments This Agreement integrates all of the terms and conditions mentioned herein or incidental hereto and supersedes all negotiations or previous agreements between the Parties with respect to all or any part of the subject matter hereof including, without limitation, the Agreement to Negotiate Exclusively. All waivers of the provisions of this Agreement must be in writing and signed by the appropriate authorities of Agency and Developer, and all amendments hereto must be in writing and signed by the appropriate authorities of Agency and Developer. DISPOSITION AND DEVELOPMENT AGREEMENT 30 12.18 Time is of the Essence. Time is of the essence with respect to each term, condition and provision of this Agreement, and that the failure to timely perform any of the obligations hereunder shall constitute a breach of and a default under this Agreement by the Party so failing to perform. 12.19 Counterparts This Agreement may be executed in counterparts which, when taken together, shall constitute one and the same agreement. 12.20 Electronic Signatures. Signatures to this Agreement transmitted by facsimile or email shall be valid and effective to bind the party so signing. [signatures on following page] DISPOSITION AND DEVELOPMENT AGREEMENT 31 L) , 2024 SIGNATURE PAGE Agency: 2024 Developer: CORNERSTONE REALTYAND DEVELOPMENT, Mir. DISPOSITION AND DEVELOPMENT AGREEMENT 32 Attachment 1 — Site Plan F V A ..-. LOT / - 1 LI " rearm 1111 BLI LOTB LOTS LOT - LOT - - I ` BLOCK 1 J'a —91 —=� ! • L' EI/ANS LN DISPOSITION AND DEVELOPMENT AGREEMENT Attachment 1 I - I �, I ..w LOTS m� d!: D ..-. LOT / - 1 LI " rearm 1111 BLI LOTB LOTS LOT - LOT - - I ` BLOCK 1 J'a —91 —=� ! • L' EI/ANS LN DISPOSITION AND DEVELOPMENT AGREEMENT Attachment 1 aaN wcaxwa ro[w wooR[RS xcoexawoR. _r—^ eonwra.xw [wmwx.xNs[[ _ af.[nl+mi�js,-- � 1 f ens � W 1 Mle�• �60 _ `- __ MRGMNN �i NU/YMR — •PNOfE[T9 InIMK� lBRIBIIIIII.11f mn.elrortw efNYRmN=1MOO�NafeWTiPINCYsfo PC[eN i Ramd.a. glm�x.OevNFe �"["� � .00. YI.axN.eaw•a NTpm.6 LixiM '. i0"l Yeie \,CwnW'l 1 ml a eoG.. m a omr..m N aaYa tlY A x NGZS OION M—A M. AIR x.m.o[mfafw4.� emiam"'e'Ri ��w 1 NNmVC.\IYeTIp MO\x.W NORV[ 1 tM01nf w1,RnR Mf[O.Mtlm.V sYRv[NTOtl [Olns el xinifl. f,Y ' mlO9m.�L1�i11manW 'NYII.W Olu) F99 Rn NO'm"" i tRF, eNmGO Nneev.oR a YnFMp IYe NC m\eaN ix:i3 G[ i rsr � urr �• rree xaee! � ! 6u E CHUBBUCK VILLAGE 4D M N TIE xoRT1EAJT oVMTER Of :1111. 11. Tll.� .N 690Y . M UE .I =UE ..H .O. Gp .GANG -----------4isa�ixpA�m___—a 6�xwd',�t aiaatulrE • R.GIe s ue ullorN !.loon artm �� TnRo �� G mem evnr �fx em aeraere nss e mvm es.er ver wx emame vm Cf nCm na<Vfvef\RmnYlewvr na aet XOTTSw urrrrs 1M, fYUKWttt1I1G u! V iNivN aNowl N.rea to eesma:rw fIN [II MRiX WCUMII •DM [NrtG Ix KMtn MR Mmw4t Y1RKiW V N4UefA1l M1AI!!tlf 1lWi CCAGNR iTt1Y 11.E/Mrm.3 n Tl. u"��IW/�umvn 'n� w\Ylrtmm�v�.cRc.p YNfi[\ .ni OIONUNI.R. YIa[xilP.t ""T • mmmal�mw.w.nXn,[w • /nook! mmfxmuuwm.Nm. ronramrr mmf Gpr"mleyem.re fnN[mx[x.c m a a m _ _� es Recpmrexnar Naewa uR BEiI.1L • eLNw ma v Ll •elame am 41 NmLOf w OIPi W [Yenwfrte Q CYOMW,uIo.�lgx.mm. . .ema®me.mvn nP N eanmw nn v x[nrrw p a.x v+.a xY.tl Rw • na<Vfvef\RmnYlewvr fnN[mx[x.c m a a m _ _� es Recpmrexnar Naewa uR BEiI.1L • eLNw ma v Ll •elame am 41 NmLOf w ,Sy u lmN.re as u xmnxw aP u xaN>rw nP N eanmw nn v x[nrrw esm com"CoAm"6lnma CMUBBUCK VILLAGE tC4ImNM Kafrf.� I IXw1Gp BTa,p lawr� a eanN .ANic Y uel, mN! 1.IxOMa e.Nwum+m. o-Xo SUNRISE ENGINEERING Attachment 2 — Legal Description of the Property 1. Lot 3, Highway 91 Addition, Bannock County, Idaho, as the same appears on the official plat thereof. 2. Legal Description as follows: Part of the Northeast Quarter of Section 10, Township 6 South, Mange 34 East Boise Meridian, Bannock County, Idaho, described as; Commencing at the North Quarter corner of Section 10, Township 6 South, Range 34 East and running thence S 0002212211 W along the Latitudinal center Quarter line of said Section 10t 1322.24 feet to tl►e North Sixteenth corner of said section; thence S 89023158" E along the Longitudinal North Sixteenth line, 370.46 feet to the True Point of Beginning; Thence N 00°36104" E 88.01 feet; Thence S 891124103" 1;172.46 feet; Thence N 00003136" E 282.88 feet to the south right-of-way of E. Linden Ave.; Thence S 89°30' 10" E 260.25 feet along said right-of-way; Thence S 05025145" E 373.42 feet along the west line of Alpine Meadows Plat to the Longitudinal North Sixteenth Line of said section; Thence S 89023158" E 28.05 feet along said sixteenth line; Thence S 00004136" E 192.84 feet along the west boundary of Harris Subdivision; Thence N 89°37'01" W 17.12 feet; Thence S 041110148" E 25.23 feet; Thence N 89137'52" W 171.77 feet along the south boundary of Highway 91 Addition Plat to the Southwest corner of Lot 4 of said plat; Thence N 0003610411 E 218.73 feet along the west line of said lot to the Northwest corner of Lot 4 and the Longitudinal North Sixteenth lite of said section; Thence N 89023158" W 97.82 feet along said sixteenth line to the Northeast corner of Lot 2 of said Plat; Thence S 0003610411 W 219.13 feet along the east line of Lot 2 to the Southeast corner Lot 2 of said Pint; Thence N 89°37152}1 W 214.99 feet along the south boundary of Highway 91 Addition Plat to the Southwest corner of Lot i of said pian Thence N 00036104" E 220,00 feet along (lie west line of said lot 1 to the Northwest corner of Lot 1 and the Longitudinal North Sixteenth line of said section which is the Point of Beginning. Except Therefrom: Part of the Northeast'!. of Section 10, Township 6 South, Range 34 East, Boise Meridian, Bannock County, Idaho, described as: COMMENCING at the North'!, corner of Section 10, Township 6 South, Range 34 East and running; DISPOSITION AND DEVELOPMENT AGREEMENT Attachment 2 Thence South 00022122" West along the Latitudinal center 1/4 line of said Section 10, 1322.24 feet6 to the North 16th corner of said Section; Thence South 89023158" East along the Longitudinal North 16th line, 867.77 feet to the Northeast corner of Lot 5, Highway 91 Addition, and point being the TRUE POINT OF BEGINNING; Thence South 00004'36" East 192.95 feet; Thence North 89937101" West 17.12 feet; Thence South 04010148" East 27.20 feet; Thence North 89023'58" West 4.45 feet to the Southeast corner of Lot 5, Highway 91 Addition; Thence North 00036104" East 159.91 feet along the East line of said Lot 5; Thence South 89023156" East 17.03 feet along the East line of said Lot 5; Thence North 00136104" East 60.09 feet along the East line of said Lot 5 and the POINT OF BEGINNING. ,, ► L_ _. , DISPOSITION AND DEVELOPMENT AGREEMENT Attachment 2 Attachment 3 — Phasing Plan k E3 f 8 I I . c Z y o _ C 1 66A Cz E� C� �3 �T `k �1 B y' f I ' 8 1 y t.. -- • 1.T. 22! Y� b� 4g2 -S. �9 39 C Z b o m i oFi DISPOSITION AND DEVELOPMENT AGREEMENT Attachment 2 Attachment 4 — [Intentionally Omitted] DISPOSITION AND DEVELOPMENT AGREEMENT Attachment 2 Attachment 5 — [Intentionally Omitted] DISPOSITION AND DEVELOPMENT AGREEMENT Attachment 2 Attachment 6 — Basic Concept Drawings i DISPOSITION AND DEVELOPMENT AGREEMENT Attachment 6 Attachment 7 — Form of Deed SPECIAL WARRANTY DEED For valuable consideration, The Urban Renewal Agency of the City of Chubbuck, Idaho, also known as the Chubbuck Development Authority ("Grantor"), does hereby sell, transfer, and convey unto Corner- stone Realty and Development, Inc., an Idaho corporation ("Grantee"), that certain real property in Bannock County, Idaho, and described on Exhibit attached hereto (the "Property"). Together with all and singular the tenements, hereditaments, and appurtenances thereunto belonging or in anywise appertaining, the reversion and reversions, remainder and remainders, rents, issues and profits thereof and all estate, right, title and interest in and to the Property. To have and to hold, all and singular the Property together with its appurtenances unto Grantee and Grantee's successors and assigns forever. Grantor covenants that it is the owner in fee simple of the Property, and that the Property is free and clear of any mortgages, liens, or other encumbrances except: a) those of record in the real property records of Bannock County, Idaho; b) current taxes, ordinances, and federal and state rights and res- ervations, including, without limitation, patents, oil, gas, and minerals; c) conflicts in boundary lines, shortage in area, encroachments, or any other fact that a correct survey would disclose; d) easements or claims of easement not shown by the public records; e) use restrictions and building and zoning regulations and ordinances of any governmental unit. Subject to the foregoing exceptions, Grantor will warrant and defend the Property against any and all lawful claims whatsoever. The Property is conveyed subject to the Disposition and Development Agreement between the Grantor and Grantee and dated 2024, as implemented by any subsequent implementation agreements between Grantor and Grantee (collectively, the "DDA") and the Urban Renewal Plan for the Chubbuck Downtown Improvement Project for the Chubbuck Development Authority, as amended (the "Urban Renewal Plan"), which documents are available for review at the offices of Grantor and the City of Chubbuck, Idaho. Grantee hereby covenants and agrees, for itself and its successors and as- signs, that Grantee shall develop, use, operate, and maintain the Property in accordance with the DDA and the purposes of the Urban Renewal Plan unless expressly waived in writing by Grantor. The deed restriction set forth in this paragraph shall expire on the date that Grantor executes and records a Certificate of Completion in the public real property records of Bannock County, Idaho. Priorto the recordation by Grantor of a Certificate of Completion, Grantee shall not, except as permitted by the DDA, assign or attempt to assign or lease the whole or any part of the Property (or any portion thereof) or improvements to be constructed thereon without the prior written approval of the Grantor, which approval shall not be unreasonably withheld. This prohibition shall not be applicable to a transfer or transfers to any entity or entities owned or controlled by the Grantee as permitted by the DDA. This prohibition shall not apply to any of such Property (or any portion thereof) subsequent to the recordation of the Certificate of Completion or to a sale of the Property (or any portion thereof) at foreclosure (or to a conveyance thereof in lieu of a foreclosure) pursuant to a foreclosure thereof by a lender approved by Grantor under the DDA. This prohibition shall not be deemed to prevent the granting of easements or permits to facilitate the development of the Property or to prohibit or restrict the leasing of any part or parts of a building or structure when said improvements are completed. DISPOSITION AND DEVELOPMENT AGREEMENT Attachment 7 No violation or breach of the covenants, conditions restrictions, provisions, or limitations contained in this Deed shall defeat or render invalid or in any way impair the lien or charge of any mortgage, deed of trust, or other financing or security instrument permitted by the DDA; provided, however, any suc- cessor of Grantee to the Property shall be bound by such remaining covenants, conditions, restrictions, limitations, and provisions, whether such successor's title was acquired by foreclosure, deed in lieu of foreclosure, trustee's sale, or otherwise. The covenants contained in paragraphs 5, 6 and 7 of this Deed shall be for the benefit of Grantor, its successors and assigns, and any successor in interest to the Property, or any part thereof, for the entire period during which such covenants shall be in effect. Grantor and such aforementioned parties, in the event of any breach of any such covenants, shall have the right to exercise all of the rights and reme- dies and to maintain any actions at law or suits in equity or other proper proceedings to enforce the curing of such breach. The covenants contained in this Deed shall be enforceable only by such parties. Any amendments to the Urban Renewal Plan which change the uses or development permitted on the Property as set forth in the DDA or otherwise affect the Grantee's obligations or rights with respect to the Property shall require the written consent of Grantee. Amendments to the Urban Renewal Plan applying to other property in the Project Area shall not require the consent of Grantee. IN WITNESS WHEREOF, Grantor and Grantee have caused this instrument to be executed on their behalf by their respective officers thereunto duly authorized. GRANTOR: CHUBBUCK DEVELOPMENT AUTHORITY 0 Executive Director Date: The provisions of this Deed are hereby approved and accepted: GRANTEE: CORNERSTONE REALTYAND DEVELOPMENT, INC. DISPOSITION AND DEVELOPMENT AGREEMENT Attachment 7 STATE OF IDAHO ) ) ss. County of Bannock ) This record was acknowledged before me on *** by *** on *** as Executor Director of the Urban Re- newal Agency of the City of Chubbuck, Idaho, also known as the Chubbuck Development Authority. Notary Public for Idaho My commission expires: STATE OF IDAHO ) ) ss. County of Bannock ) This record was acknowledged before me on *** by *** on *** as of Cornerstone Realty and Development, Inc. Notary Public for Idaho My commission expires: DISPOSITION AND DEVELOPMENT AGREEMENT Attachment 7 Attachment 8 – Form of Certificate of Completion This Certificate of Completion ("Certificate") is made as of the _ day of 20_, by the Urban Renewal Agency of the City of Chubbuck, Idaho, also known as the Chubbuck Development Authority ("Agency"). Agency is an independent public body corporate and politic and exercises governmental functions and powers under the Idaho Urban Renewal Law of the State of Idaho, Chapter 20, Title 50, Idaho Code). Agency and Seasons West, Inc., an Idaho corporation ("Developer") entered into that certain Disposi- tion and Development Agreement ("DDA"), which concerns the disposition and development of the real property described in Exhibit A (the "Property"). Agency transferred its interest in the Property to Developer via a Special Warranty Deed, Bannock County Recorder's Office Instrument No. Agency hereby declares that Developer has met its obligations under the DDAto develop the Property. This Certificate is issued in accordance with Section —of the DDA and only for said purposes set forth in Section _ of the DDA. This Certificate shall not be deemed a release or waiver of the right to enforce the covenants in the Warranty Deed that survive the completion of construction and run with the land, including but not limited to paragraphs 1, 2, 3, 4, 5, and 6. URBAN RENEWALAGENCY OF THE CITY OF CHUBBUCK, IDAHO, ALSO KNOWN AS THE CHUB - BUCK DEVELOPMENT AUTHORITY 0 STATE OF IDAHO ) ) ss. County of Bannock ) Executive Director This record was acknowledged before me on *** by *** on *** as Executor Director of the Urban Re- newal Agency of the City of Chubbuck, Idaho, also known as the Chubbuck Development Authority. Notary Public for Idaho My commission expires: DISPOSITION AND DEVELOPMENT AGREEMENT Attachment 8 Chubbuck Development Authority Statement of Revenues Expenditures October 2024 TOTAL No Assurance Provided Page 10 of 10 Budget October Oct'24-Sept'25 Ordinary Income/Expense Income Taxes Revenue 520,000.00 0.00 0.00 Administration Fee Revenue - 0.00 0.00 Interest Earnings 7,000.00 2,046.77 2,046.77 Reimbursements - 0.00 0.00 Miscellaneous Revenue 0.00 0.00 Transfer In - 0.00 0.00 Total Income 527,000.00 2,046.77 2,046.77 Expense Note Principle Expense - 0.00 0.00 Transfer (In)/Out - 0.00 0.00 Bond Interest Expense 102,000.00 0.00 0.00 Owner Participation Agreement 176,000.00 0.00 0.00 Capital Outlay - 0.00 0.00 Administrative Expense 123,000.00 4,611.53 4,611.53 Audit - 0.00 0.00 Legal General 24,000.00 1,500.00 1,500.00 Legal Outside - 0.00 0.00 General Dues & Subscriptions 1,800.00 1,250.00 1,250.00 ICRMP - 359.34 359.34 Miscellaneous Expense 12,000.00 0.00 0.00 Total Expense 438,800.00 7,720.87 7,720.87 Net Ordinary Income 88,200.00 -5,674.10 -5,674.10 Other Expense Siphon Road Reconstruction - 0.00 0.00 Chubbuck/Philbin Intersection 0.00 0.00 CDA Redman Canal Relocation 0.00 0.00 Knudsen Canal 0.00 0.00 Arbor Court OPA 0.00 0.00 Downtown Property Maintenance 0.00 0.00 Downtown Professional Services 0.00 0.00 CDA Downtown Infrastructure Im 0.00 0.00 CDA Pineridge Administration 2,500.00 2,500.00 Pedestrian Safety Improvements 0.00 0.00 Northside - 0.00 0.00 Northside Administration 40,000.00 0.00 0.00 Total Other Expense 40,000.00 2,500.00 2,500.00 Net Income 48,200.00 -8,174.10 -8,174.10 Cash Accounts 9/30/2024 Activity 10/3112024 General 146,976.38 (5,812.73) 141,163.65 Downtown 470,904.34 470,904.34 PineRidge (14.71) (14.71) Northside 165.37 165.37 Harvest Springs 35,493.19 35,493.19 Northgate 24.62 24.62 Total 653,549.19 647,736.46 Zions 129,003.31 (2,002.03) 127,001.28 No Assurance Provided Page 10 of 10 Chubbuck Development Authority Statement of Revenues Expenditures October 2024 No Assurance Provided Page 1 of 10 Fund 22 General Fund Budget October Oct'24-Sept'25 Ordinary Income/Expense Income Taxes Revenue 0.00 0.00 Administration Fee Revenue 0.00 0.00 Interest Earnings 1,548.80 1,548.80 Reimbursements 0.00 0.00 Miscellaneous Revenue 0.00 0.00 Transfer in 0.00 0.00 Total Income 0.00 1,548.80 1,548.80 Expense Note Principle Expense 0.00 0.00 Transfer (In)/Out 0.00 0.00 Bond Interest Expense 0.00 0.00 Owner Participation Agreement 0.00 0.00 Capital Outlay 0.00 0.00 Administrative Expense 101,000.00 4,611.53 4,611.53 Audit 0.00 0.00 Legal General 24,000.00 1,500.00 1,500.00 Legal Outside 0.00 0.00 General Dues & Subscriptions 1,800.00 1,250.00 1,250.00 ICRMP 359.34 359.34 Miscellaneous Expense 12,000.00 0.00 0.00 Total Expense 138,800.00 7,720.87 7,720.87 Net Ordinary Income -138,800.00 -6,172.07 -6,172.07 Other Expense Siphon Road Reconstruction 0.00 0.00 Chubbuck/Philbin Intersection 0.00 0.00 CDA Redman Canal Relocation 0.00 0.00 Knudsen Canal 0.00 0.00 Arbor Court OPA 0.00 0.00 Downtown Property Maintenance 0.00 0.00 Downtown Professional Services 0.00 0.00 CDA Downtown Infrastructure Im 0.00 0.00 CDA Pineridge Administration 0.00 0.00 Pedestrian Safety Improvements 0.00 0.00 Northside 0.00 0.00 Northside Administration 0.00 0.00 Total Other Expense 0.00 0.00 Net Income -6,172.07 -6,172.07 No Assurance Provided Page 1 of 10 Chubbuck Development Authority Statement of Revenues Expenditures October 2024 No Assurance Provided Page 2 of 10 Fund 27 Northgate Urban Renewal Area Budget October Oct'24-Sept'26 Ordinary Income/Expense Income Taxes Revenue 0.00 0.00 Administration Fee Revenue 0.00 0.00 Interest Earnings 0.00 0.00 Reimbursements 0.00 0.00 Miscellaneous Revenue 0.00 0.00 Transfer In 0.00 0.00 Total Income 0.00 0.00 0.00 Expense Note Principle Expense 0.00 0.00 Transfer (In)/Out 0.00 0.00 Bond Interest Expense 0.00 0.00 Owner Participation Agreement 0.00 0.00 Capital Outlay 0.00 0.00 Administrative Expense 0.00 0.00 Audit 0.00 0.00 Legal General 0.00 0.00 Legal Outside 0.00 0.00 General Dues & Subscriptions 0.00 0.00 ICRMP 0.00 0.00 Miscellaneous Expense 0.00 0.00 Total Expense 0.00 0.00 0.00 Net Ordinary Income 0.00 0.00 0.00 Other Expense Siphon Road Reconstruction 0.00 0.00 Chubbuck/Philbin Intersection 0.00 0.00 CDA Redman Canal Relocation 0.00 0.00 Knudsen Canal 0.00 0.00 Arbor Court OPA 0.00 0.00 Downtown Property Maintenance 0.00 0.00 Downtown Professional Services 0.00 0.00 CDA Downtown Infrastructure Im 0.00 0.00 CDA Pineridge Administration 0.00 0.00 Pedestrian Safety Improvements 0.00 0.00 Northside 0.00 0.00 Northside Administration 0.00 0.00 Total Other Expense 0.00 0.00 Net Income 0.00 0.00 Total (including previous years) 24.62 No Assurance Provided Page 2 of 10 Chubbuck Development Authority Statement of Revenues Expenditures October 2024 No Assurance Provided Page 3 of 10 Grand Total: Fund 22 General Fund, including Fund 27 Budget October Oct'24-Sept'25 Ordinary Income/Expense Income Taxes Revenue 0.00 0.00 Administration Fee Revenue - 0.00 0.00 Interest Earnings - 1,548.80 1,548.80 Reimbursements - 0.00 0.00 Miscellaneous Revenue - 0.00 0.00 Transfer In - 0.00 0.00 Total Income 0.00 1,548.80 1,548.80 Expense Note Principle Expense - 0.00 0.00 Transfer (In)/Out - 0.00 0.00 Bond Interest Expense - 0.00 0.00 Owner Participation Agreement - 0.00 0.00 Capital Outlay - 0.00 0.00 Administrative Expense 101,000.00 4,611.53 4,611.53 Audit - 0.00 0.00 Legal General 24,000.00 1,500.00 1,500.00 Legal Outside - 0.00 0.00 General Dues & Subscriptions 1,800.00 1,250.00 1,250.00 ICRMP - 359.34 359.34 Miscellaneous Expense 12,000.00 0.00 0.00 Total Expense 138,800.00 7,720.87 7,720.87 Net Ordinary Income -138,800.00 -6,172.07 -6,172.07 Other Expense Siphon Road Reconstruction 0.00 0.00 Chubbuck/Philbin Intersection 0.00 0.00 CDA Redman Canal Relocation 0.00 0.00 Knudsen Canal 0.00 0.00 Arbor Court OPA 0.00 0.00 Downtown Property Maintenance 0.00 0.00 Downtown Professional Services 0.00 0.00 CDA Downtown Infrastructure Im 0.00 0.00 CDA Pineridge Administration 0.00 0.00 Pedestrian Safety Improvements 0.00 0.00 Northside 0.00 0.00 Northside Administration 0.00 0.00 Total Other Expense 0.00 0.00 Net Income -6,172.07 -6,172.07 No Assurance Provided Page 3 of 10 Chubbuck Development Authority Statement of Revenues Expenditures October 2024 No Assurance Provided Page 4 of 10 Fund 23 Chubbuck Downtown TIF Budget October Oct'24Sept'25 Ordinary Income/Expense Income Taxes Revenue 0.00 0.00 Administration Fee Revenue 0.00 0.00 Interest Earnings 0.00 0.00 Reimbursements 0.00 0.00 Miscellaneous Revenue 0.00 0.00 Transfer In 0.00 0.00 Total Income 0.00 0.00 0.00 Expense Note Principle Expense 0.00 0.00 Transfer (In)/Out 0.00 0.00 Bond Interest Expense 0.00 0.00 Owner Participation Agreement 0.00 0.00 Capital Outlay 0.00 0.00 Administrative Expense 0.00 0.00 Audit 0.00 0.00 Legal General 0.00 0.00 Legal Outside 0.00 0.00 General Dues & Subscriptions 0.00 0.00 ICRMP 0.00 0.00 Miscellaneous Expense 0.00 0.00 Total Expense 0.00 0.00 0.00 Net Ordinary Income 0.00 0.00 0.00 Other Expense Siphon Road Reconstruction 0.00 0.00 Chubbuck/Philbin Intersection 0.00 0.00 CDA Redman Canal Relocation 0.00 0.00 Knudsen Canal 0.00 0.00 Arbor Court OPA 0.00 0.00 Downtown Property Maintenance 0.00 0.00 Downtown Professional Services 0.00 0.00 CDA Downtown Infrastructure Im 0.00 0.00 CDA Pineridge Administration 0.00 0.00 Pedestrian Safety Improvements 0.00 0.00 Northside 0.00 0.00 Northside Administration 0.00 0.00 Total Other Expense 0.00 0.00 0.00 Net Income 0.00 0.00 0.00 No Assurance Provided Page 4 of 10 Chubbuck Development Authority Statement of Revenues Expenditures October 2024 No Assurance Provided Page 5 of 10 Fund 24 Pine Ridge Mall TIF Dis Budget October Oct'24-Sept'25 Ordinary Income/Expense Income Taxes Revenue 300,000.00 0.00 0.00 Administration Fee Revenue 0.00 0.00 Interest Earnings 0.00 0.00 Reimbursements 0.00 0.00 Miscellaneous Revenue 0.00 0.00 Transfer In 0.00 0.00 Total Income 300,000.00 0.00 0.00 Expense Note Principle Expense 0.00 0.00 Transfer (In)/Out 0.00 0.00 Bond Interest Expense 0.00 0.00 Owner Participation Agreement 0.00 0.00 Capital Outlay 0.00 0.00 Administrative Expense 18,000.00 0.00 0.00 Audit 0.00 0.00 Legal General 0.00 0.00 Legal Outside 0.00 0.00 General Dues & Subscriptions 0.00 0.00 ICRMP 0.00 0.00 Miscellaneous Expense 0.00 0.00 Total Expense 18,000.00 0.00 0.00 Net Ordinary Income 282,000.00 0.00 0.00 Other Expense Siphon Road Reconstruction 0.00 0.00 Chubbuck/Philbin Intersection 0.00 0.00 CDA Redman Canal Relocation 0.00 0.00 Knudsen Canal 0.00 0.00 Arbor Court OPA 0.00 0.00 Downtown Property Maintenance 0.00 0.00 Downtown Professional Services 0.00 0.00 CDA Downtown Infrastructure Im 0.00 0.00 CDA Pineridge Administration 0.00 0.00 Pedestrian Safety Improvements 0.00 0.00 Northside 0.00 0.00 Northside Administration 0.00 0.00 Total Other Expense 0.00 0.00 Net Income 0.00 0.00 No Assurance Provided Page 5 of 10 Chubbuck Development Authority Statement of Revenues Expenditures October 2024 Ordinary Income/Expense Income Taxes Revenue Administration Fee Revenue Interest Earnings Reimbursements Miscellaneous Revenue Transfer In Total Income Expense Note Principle Expense Transfer (In)/Out Bond Interest Expense Owner Participation Agreement Capital Outlay Administrative Expense Audit Legal General Legal Outside General Dues & Subscriptions ICRMP Miscellaneous Expense Total Expense Net Ordinary Income Other Expense Siphon Road Reconstruction Chubbuck/Philbin Intersection CDA Redman Canal Relocation Knudsen Canal Arbor Court OPA Downtown Property Maintenance Downtown Professional Services CDA Downtown Infrastructure Im CDA Pineridge Administration Pedestrian Safety Improvements Northside Northside Administration Total Other Expense Net Income Fund 40 Zions Escrow Budget October Oct'24-Sept'25 7,000.00 7,000.00 102,000.00 102,000.00 -95,000.00 No Assurance Provided 0.00 0.00 0.00 0.00 497.97 497.97 0.00 0.00 0.00 0.00 0.00 0.00 497.97 497.97 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 497.97 497.97 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 2,500.00 2,500.00 0.00 0.00 0.00 0.00 0.00 0.00 2,500.00 2,500.00 -2,002.03 -2,002.03 Page 6 of 10 Chubbuck Development Authority Statement of Revenues Expenditures October 2024 No Assurance Provided Page 7 of 10 Grand Total: Fund 24 Pine Ridge Mall TIF Dis, including Fund 40 Budget October Oct'24-Sept'25 Ordinary Income/Expense Income Taxes Revenue 300,000.00 0.00 0.00 Administration Fee Revenue - 0.00 0.00 Interest Earnings 7,000.00 497.97 497.97 Reimbursements - 0.00 0.00 Miscellaneous Revenue - 0.00 0.00 Transfer In - 0.00 0.00 Total Income 307,000.00 497.97 497.97 Expense Note Principle Expense - 0.00 0.00 Transfer (In)/Out - 0.00 0.00 Bond Interest Expense 102,000.00 0.00 0.00 Owner Participation Agreement - 0.00 0.00 Capital Outlay - 0.00 0.00 Administrative Expense 18,000.00 0.00 0.00 Audit - 0.00 0.00 Legal General - 0.00 0.00 Legal Outside - 0.00 0.00 General Dues & Subscriptions - 0.00 0.00 ICRMP - 0.00 0.00 Miscellaneous Expense - 0.00 0.00 Total Expense 120,000.00 0.00 0.00 Net Ordinary Income 187,000.00 497.97 497.97 Other Expense Siphon Road Reconstruction 0.00 0.00 Chubbuck/Philbin Intersection 0.00 0.00 CDA Redman Canal Relocation 0.00 0.00 Knudsen Canal 0.00 0.00 Arbor Court OPA 0.00 0.00 Downtown Property Maintenance 0.00 0.00 Downtown Professional Services 0.00 0.00 CDA Downtown Infrastructure Im 0.00 0.00 CDA Pineridge Administration 2,500.00 2,500.00 Pedestrian Safety Improvements 0.00 0.00 Northside 0.00 0.00 Northside Administration 0.00 0.00 Total Other Expense 2,500.00 2,500.00 Net Income -2,002.03 -2,002.03 No Assurance Provided Page 7 of 10 Chubbuck Development Authority Statement of Revenues Expenditures October 2024 No Assurance Provided Page 8 of 10 Fund 25 Northside TIF District Budget October Oct'24-Sept'25 Ordinary Income/Expense Income Taxes Revenue 200,000.00 0.00 0.00 Administration Fee Revenue 0.00 0.00 Interest Earnings 0.00 0.00 Reimbursements 0.00 0.00 Miscellaneous Revenue 0.00 0.00 Transfer In 0.00 0.00 Total Income 200,000.00 0.00 0.00 Expense Note Principle Expense 0.00 0.00 Transfer (In)/Out 0.00 0.00 Bond Interest Expense 0.00 0.00 Owner Participation Agreement 160,000.00 0.00 0.00 Capital Outlay 0.00 0.00 Administrative Expense 0.00 0.00 Audit 0.00 0.00 Legal General 0.00 0.00 Legal Outside 0.00 0.00 General Dues & Subscriptions 0.00 0.00 ICRMP 0.00 0.00 Miscellaneous Expense 0.00 0.00 Total Expense 160,000.00 0.00 0.00 Net Ordinary Income 40,000.00 0.00 0.00 Other Expense Siphon Road Reconstruction 0.00 0.00 Chubbuck/Philbin Intersection 0.00 0.00 CDA Redman Canal Relocation 0.00 0.00 Knudsen Canal 0.00 0.00 Arbor Court OPA 0.00 0.00 Downtown Property Maintenance 0.00 0.00 Downtown Professional Services 0.00 0.00 CDA Downtown Infrastructure Im 0.00 0.00 CDA Pineridge Administration 0.00 0.00 Pedestrian Safety Improvements 0.00 0.00 Northside 0.00 0.00 Northside Administration 40,000.00 0.00 0.00 Total Other Expense 40,000.00 0.00 0.00 Net Income 0.00 0.00 0.00 No Assurance Provided Page 8 of 10 Chubbuck Development Authority Statement of Revenues Expenditures October 2024 No Assurance Provided Page 9 of 10 Fund 26 Harvest Springs TIF Dis Budget October Oct'24-Sept'25 Ordinary Income/Expense Income Taxes Revenue 20,000.00 0.00 0.00 Administration Fee Revenue 0.00 0.00 Interest Earnings 0.00 0.00 Reimbursements 0.00 0.00 Miscellaneous Revenue 0.00 0.00 Transfer In 0.00 0.00 Total Income 20,000.00 0.00 0.00 Expense Note Principle Expense 0.00 0.00 Transfer (In)/Out 0.00 0.00 Bond Interest Expense 0.00 0.00 Owner Participation Agreement 16,000.00 0.00 0.00 Capital Outlay 0.00 0.00 Administrative Expense 4,000.00 0.00 0.00 Audit 0.00 0.00 Legal General 0.00 0.00 Legal Outside 0.00 0.00 General Dues & Subscriptions 0.00 0.00 ICRMP 0.00 0.00 Miscellaneous Expense 0.00 0.00 Total Expense 20,000.00 0.00 0.00 Net Ordinary Income 0.00 0.00 0.00 Other Expense Siphon Road Reconstruction 0.00 0.00 Chubbuck/Philbin Intersection 0.00 0.00 CDA Redman Canal Relocation 0.00 0.00 Knudsen Canal 0.00 0.00 Arbor Court OPA 0.00 0.00 Downtown Property Maintenance 0.00 0.00 Downtown Professional Services 0.00 0.00 CDA Downtown Infrastructure Im 0.00 0.00 CDA Pineridge Administration 0.00 0.00 Pedestrian Safety Improvements 0.00 0.00 Northside 0.00 0.00 Northside Administration 0.00 0.00 Total Other Expense 0.00 0.00 Net Income 0.00 0.00 No Assurance Provided Page 9 of 10 Chubbuck Development Authority Unpaid Bills Detail November 12, 2024 Type Fund Date Invoice Number Open Balance Redevelopment Association of Idaho Bill 22 10/01/2024 M16016 1,250.00 Total Redevelopment Association of Idaho $ 1,250.00 Jordan & Company Bill 22 10/04/2024 32662 1,808.88 Total Jordan & Company $ 1,808.88 Racine Olson Bill 22 10/07/2024 October Billing 1,500.00 Total Racine Olson $ 1,500.00 Idaho State Journal Bill 22 10/16/2024 Ad #542628 408.65 Total Idaho State Journal $ 408.65 AF Public Solutions, LLC Bill 22 11/01/2024 Invoice No. 004 829.50 Total AF Public Solutions, LLC $ 829.50 Total $ 5,797.03 NO ASSURANCE PROVIDED Page 1 of 1 Invoice Redevelopment Association of Idaho. Inc, Date Invoice # 776 E Riverside Drive, Suite 240 10/1/2024 M16016 Eagle, Idaho 83616 Bi11 To Chubbuck Development Authority Attn: Devin Hillam 290 E Linden Ave Chubbuck, ID 83202 Jord4 p comptCop 'any C"fle d RUN& A m uft & U 109 N Arthur Ste 400 Pocatello, ID 83204 CHUBBUCK DEVELOPMENT AUTHORITY Invoice: 32662 Date: 10104/24 Amount: $600.00 Due; 10104/24 Beginning Balance Invoices Receipts Adjustments Service Charges Amount Due $1,208.88 600.00 0.00 0.00 0.00 This invoice is for the following services rendered for CHUBBUCK DEVELOPMENT AUTHORITY, Ing and accounting services for September 2024, 600.00 Billed Amount $600.00 1010412024 09130/2024 08/31/2024 07/3112024 0§J30t2Q24+ 19121 600,00 60&88 600.00 0,00 0-00 $1,808.88 Racine Olson PLLP P. O. Box 1391 Pocatello, ID 83204 (208) 232-6101 fax (208) 232-6109 ,,- Customer Name Chubbuck Development Authority Devin Hilam, Executive Director Address 290 E. Linden `City Chubbuck State ID ZIP 83202 J INVOICE - Date 10/7/2024 Qty Description Unit Price TOTAL 1 October Billing $1,500.00 $1,500.00 SubTotal TOTAL $1,500.00 $1,500.00 IDAHO STATE Binghani News* JOURNAL CITY OF CHUBBUCK LEGALS 290 E LINDEN CHUBBUCK, ID 83202 PROFORMA INVOICE APG West Payment Processing PO Box 1670 Pocatello, ID 83204 Ph. (208) 239-3163 BILLING DATE: ACCOUNT No - AD# DESCRIPTION START STOP TIMES AMOUNT 542628 LEGAL NOTICE Notice 08/02/24 08/10/24 4 $408.65 Payments: Date Method Discount: Surcharge: Credits: 542628 Card Type Last 4 Digits Check Amount $0.00 Gross:$408.65 $0.00 Paid Amount $0.00 $0.00 Amount Due:$408.65 We Appreciate Your Business! INVOICE November 01, 2024 Invoice No.004 AF Public Solutions, LLC 519 North Pierce Street Boise, Idaho 83712 208.830.7786 DESCRIPTION AMOUNT Services: Executive Director Services - October 2024 at a contract rate $105 per hour 7.9 -hours x $105 = $829.50 Billed Hours: 10/04: Coordination with Annette, Devin, and Karlee re: next week (.5) 10/ 10: Reviewed the ULI TAP presentation (1.0) 10/ 14: Communication with Karlee and Devin (.2) 10/ 16: Review emails from the past week; sent invoices to Lindsay to be paid; approved bills to be paid; communication with Devin re: meeting; Idaho Registry presentation (2.0) 10/ 17: Call with Devin (.8) 10/23: Communication with Annette (.1) 10/ 24: Communication with Devin (.1) 10/26: Registry preparation and information coordination (2.5) 10/29: Call with Devin (.5) 10/30: Follow up with Devin on Annette's question (.2) Reimbursables: N/A Total Due: $829.50 CHUBBUCI( The urban renewal agency in the City of Chubbuck, Idaho To: CDA Board of Commissioners From: Ashley Ford-Squyres, Executive Director Date: November 13, 2024 RE: Items IV.6: Remaining Funds of the 1992 URD Please find the following attachments for this item: Located in Chubbuck City Hall 290 E Linden Ave Chubbuck, ID 83202 ■ An email from Bridger Morrison requesting the last payment of $117,934.42 for an approved stormwater project which was part of the 1992 URD plan. There will be a future and final invoice for $27,435 once the project is completed. ■ An email from Devin Hillam showing that this project was approved through the 1992 URD Plan and was intended to be funded even after the closeout of the URD. We would like the Board to consider granting permission to staff to take the remaining monies once the two aforementioned invoices are paid and to return these remaining 1992 Plan dollars to the County as required per Idaho State Statute. From: Bridger Morrison bmorrison@cityofchubbuck.us 69 Subject: RE: Chubbuck Stormwater System Projects Funding Request Date: October 30, 2024 at 2:05 PM To: Ashley Squyres chubbuckura@gmail.com Cc: Devin Hillam DHillam@cityofchubbuck.us Sorry Ashley, I had an error in my math below. I've corrected it. Bridger Morrison, P.E. City of Chubbuck 208.239.3207 From: Bridger Morrison Sent: Wednesday, October 30, 2024 1:54 PM To: Ashley Squyres <chubbuckura@gmail.com> Cc: Devin Hillam <DHillam@cityofchubbuck.us> Subject: Chubbuck Stormwater System Projects Funding Request Hello Ashley, A while back, the CDA agreed to set some money aside for the city stormwater system projects. We are nearly complete with one of those projects and are requesting the funds to pay the contractor. It is my understanding that CDA set aside $145,370 for this project. Our contract for the project is with Idaho Materials and Construction. The original bid was for $228,510.50 and the city issued a change order to reduce the scope of the project and price down to the current amount of $182,251.00. Attached is a copy of the contract and change order if you'd like to see it. We have a current invoice from the contractor for $117,934.42 (attached) and expect the remainder of the contract amount to be billed to the city in the near future. Are you able to process the payment for IMC in the amount of $117,934.42 at this time? Also, if you would prefer, the remainder of the funds of $36,881.00 $27,435.58 could be provided to the city for the future payment to IMC to allow CDA to close out that project. The city is very appreciative to CDA for this funding as it has allowed us to accomplish a great project. Please let me know if you have any questions or need any additional information. Thanks, L CHUBBUCK Io9H0 Bridger Morrison, P.E. Public Works Director/City Engineer bmorrison@cityofchubbuck.us 290 E. Linden Avenue Chubbuck, ID 83202 208.239.3207 From: Devin Hillam DHillam@cityofchubbuck.us 9 Subject: RE: Chubbuck Stormwater System Projects Funding Request Date: October 30, 2024 at 2:19 PM 0 To: Bridger Morrison bmorrison@cityofchubbuck.us, Ashley Squyres chubbuckura@gmail.com Ashley, Here's a snippet from the termination plan showing the project: Agency Project Developmeg Agregnems with the Ciry (C.om mitted Contracts): This category of committed contracts includes contracts awarded and in progress for specific capital improvemeats ivork to be completed within the botutdaries of the Project Area, It is anticipated these expenses vMl be incurred acid folly paid with ctrrent revenue allocation area proceeds on or before S eptentber 30, 2023: Capital Project dame Amount New Da • Right -of -Way lm raveinents $420,830 Pedestrian Crossing Facilities $450.000 Railroad Crossings $366.300 Canal Relocation $200,213 tonnwater System Projects $145.370 To the extent the aba-ve projects encounter delays. the Agency specifically retains the right to carryover the amotmt of the comnY fitted fiuids to FY 024 and will make payments to the City pursuant to the terms ofthe Project Deve loFment Agreements. as maybe amended. Best, lad -7,4-\ - CHUBBUCK 1 0 1 a 0 Devin Hillam, AICP, MPA I Community Services Director 290 E Linden Ave. Chubbuck, ID 83202 Office: (208) 239-3239 Work Cell: (208) 844-1436 dhillam@cityofchubbuck.us Department consists of: Parks & Recreation Division Planning Services Division Development Services Division Building Division From: Bridger Morrison <bmorrison@cityofchubbuck.us> Sent: Wednesday, October 30, 2024 2:05 PM To: Ashley Squyres <chubbuckura@gmail.com> Cc: Devin Hillam <DHillam@cityofchubbuck.us> Subject: RE: Chubbuck Stormwater System Projects Funding Request Sorry Ashley, I had an error in my math below. I've corrected it. Bridger Morrison, P.E. City of Chubbuck 208.239.3207 From: Bridger Morrison Sent: Wednesday, October 30, 2024 1:54 PM To: Ashley Squyres <chubbuckura@gmail.com> Cc: Devin Hillam <DHillam@cityofchubbuck.us> Subject: Chubbuck Stormwater System Projects Funding Request Hello Ashley, A while back, the CDA agreed to set some money aside for the city stormwater system projects. We are nearly complete with one of those projects and are requesting the funds to pay the contractor. It is my understanding that CDA set aside $145,370 for this project. Our contract for the project is with Idaho Materials and Construction. The original bid was for $228,510.50 and the city issued a change order to reduce the scope of the project and price down to the current amount of $182,251.00. Attached is a copy of the contract and change order if you'd like to see it. We have a current invoice from the contractor for $117,934.42 (attached) and expect the remainder of the contract amount to be billed to the city in the near future. Are you able to process the payment for IMC in the amount of $117,934.42 at this time? Also, if you would prefer, the remainder of the funds of $36,881.00 $27,435.58 could be provided to the city for the future payment to IMC to allow CDA to close out that project. The city is very appreciative to CDA for this funding as it has allowed us to accomplish a great project. Please let me know if you have any questions or need any additional information. Thanks, VAIN M-1.1 1 II 1 IRRH0 Bridger Morrison, P.E. Public Works Director/City Engineer bmorrison@cityofchubbuck.us 290 E. Linden Avenue Chubbuck, ID 83202 208.239.3207 CHUBBUCI( The urban renewal agency in the City of Chubbuck, Idaho To: CDA Board of Commissioners From: Ashley Ford-Squyres, Executive Director Date: November 13, 2024 RE: Items IV.7: City and County Agreement Status Update Please find the following attachments for this item: ■ An email to the Bannock County Commissioners from Devin Hillam ■ A DRAFT City and County Agreement ■ An email from Devin Hillam regarding Ryan Lewis Located in Chubbuck City Hall 290 E Linden Ave Chubbuck, ID 83202 Devin Hillam will provide an update to the Board on the status of these discussions. Essentially, the discussion is that the CDA will agree to reimburse the landfill fees that are waived by Bannock County and the permit fees waived by the City of Chubbuck. Devin will be able to answer your questions on this matter. From: Devin Hillam DHillam@cityofchubbuck.us Subject: FW: CDA Reimbursement Agreement Date: November 13, 2024 at 10:41 AM To: briant@bannockcounty.gov, Jeff Hough jeffh@bannockcounty.gov Cc: TJ Budge tj@racineolson.com, Ashley Squyres chubbuckura@gmail.com Good morning, Brian & Commissioner Hough— This summer the Commission approved a waiver of up to $200k in landfill fees coming from the Pine Ridge Mall demo and redevelopment and then a few weeks after, the City Council of Chubbuck waived up to $200k in building permit and plan review fees for the same project. Because the redevelopment project is located within an existing urban renewal area, the government agencies can request that if there are uncommitted monies remaining on the backend of the existing bond in the renewal district, they can petition to get paid for the amounts that they have waived. While there are no promises that funds will be available once the bond is paid in full and prior to the district's statutory closing date (that's contingent upon property tax increment revenues received), we've drafted up this agreement between the County, City, and the Chubbuck Development Authority to solidify the obligation. After TJ's partner drafted the agreement, TJ (the CDA's legal counsel), and Ryan Lewis (the City's legal counsel), reviewed the agreement and so I wanted to send this over to you for your review before I get on meeting agendas to get signatures over the next month or two. If you have any questions, please let me know. I'm happy to hop a call to discuss. Best, CHUBBUCK I U R AQ Devin Hillam, AICP, MPA I Community Services Director 290 E Linden Ave. Chubbuck, ID 83202 Office: (208) 239-3239 Work Cell: (208) 844-1436 dhillam@cityofchubbuck.us Department consists of: Parks & Recreation Division Planning Services Division Development Services Division Building Division From: Devin Hillam Sent: Wednesday, November 13, 2024 7:27 AM To: TJ Budge <tj@racineolson.com>; Ashley Squyres <chubbuckura@gmail.com> Subject: RE: CDA Reimbursement Agreement TJ — Ryan Lewis reviewed this and let me know yesterday that he doesn't have concerns. I'll send this over Trammell at the County for his review and I'll tag you both. Best, /64 �Cf-\ - CHUBBUCK I p 1 $ Q Devin Hillam, AICP, MPA I Community Services Director 290 E Linden Ave. Chubbuck,ID 83202 Office: (208) 239-3239 Work Cell: (208) 844-1436 dhillam@cityofchubbuck.us Department consists of: Parks & Recreation Division Planning Services Division Development Services Division Building Division From: TJ Budge <tj@racineolson.com> Sent: Wednesday, October 9, 2024 1:34 PM To: Devin Hillam <DHillam@cityofchubbuck.us>; Ashley Squyres <chubbuckura@gmail.com> Subject: CDA Reimbursement Agreement Devin & Ashley — Attached for your review is a draft Reimbursement Agreement whereby CDA agrees to reimburse landfill fees waived by Bannock County and permit fees waived by Chubbuck. Let me know if you have any questions, concerns, or suggestions. Devin: There are a couple margin comments for you near the top. Once you are both comfortable with the terms, we can send it to Bannock County for review. Thanks, T.J. Budge RACINE OLSON 201 E. Center St. I P.O. Box 1391 1 Pocatello, Idaho 83204 Office: (208) 232-6101 1 Direct: (208) 478-3467 1 Cell: (208) 705-0826 racineolson.com Assistant: Tessa Sparrow I Direct: (208) 478-3444 1 tessa@racineolson.com CONFIDENTIALITY NOTICE - This email and its attachments may contain information that is confidential, privileged, or otherwise protected from disclosure. If you believe this email may have been sent to you in error, please notify me immediately. CAUTION: This email originated from outside the organization. Do not click links or REIMBURSEMENT AGREEMENT This Reimbursement Agreement ("Agreement') is entered into effective the day of , 2024 ("Effective Date") between the Urban Renewal Agency of the City of Chubbuck, also known as the Chubbuck Development Authority, located at Chubbuck City Hall, 5160 Yellowstone Avenue, Chubbuck, Idaho 83202 ("Agency"), City of Chubbuck ("City"), a municipality in the State of Idaho, Bannock County ("County"), a municipality in the State of Idaho, and SimonCRE Pro- spector, LLC, an Arizona limited liability company and their successors and assigns ("Developer"). The Agency, City, County, and Developer, are referred to herein collectively as the "Parties" and individually as a "Party". RECITALS A. Agency is an independent public body organized pursuant to the Idaho Urban Renewal Law of 1965, Title 50, Chapter 20, Idaho Code, as amended (the "Law"), and undertaking projects under the authority of the Law and the Local Economic Development Act, Title 50, Chapter 29, Idaho Code, as amended (the "Act'). B. By Resolution No. 16-01, dated June 29, 2016, the Pine Ridge Mall Urban Renewal Area and Improvement Plan ("Pine Ridge Mall Plan"), was approved by the Agency pursuant to the Urban Re- newal Law and the Act. C. The City by Ordinance No. 759, dated August 3, 2016, adopted the Pine Ridge Mall Plan and created a revenue allocation are for the Pine Ridge Mall project Area (as more specifically defined in the Pine Ridge Mall Plan, the "Pine Ridge Revenue Allocation Area"). D. The Pine Ridge Revenue Allocation Area provides financing to carry out the goals of the Pine Ridge Mall Plan by collecting property taxes on the difference between the then current equalized value of all taxable properties within the Pine Ridge Revenue Allocation Area and the base assessment established in 2016 (the "Tax Increment') for a period of up to twenty years from the date established by the Pine Ridge Mall Plan. E. The City, the Agency, and the previous developer, Pine Ridge Mall, JC, LLC, a Missouri limited liability company ( "Previous Developer"), executed an Amended and Restated Development Agreement in 2017 ("2017 Development Agreement'), wherein such parties agreed to use the Tax Incre- ment to reimburse the Previous Developer for certain Eligible Costs (as defined in the Development Agree- ment). F. The City, the Previous Developer, and the Agency approved the First Amendment to Amended and Restated Development Agreement on March 19, 2020, authorizing the Agency to issue Rev- enue Allocation Series 2020 Bonds to reimburse the Previous Developer its Eligible Costs, with the Tax Increment being pledged to the payment of the bonds. G. The Agency entered into a Trust Indenture with Zions Bancorporation, National Associa- tion as Trustee, dated September 1, 2020, wherein the Agency pledged the Tax Increment to the repayment of the Series 2020 Bonds, until such time as payment in full of the principal and interest due on the Bonds, and any fees, charges, and expenses of the Trustee, or any other amounts to be paid under the Trust Inden- ture are paid, the Tax Increment is pledged and obligated to the repayment of the Bonds. REIMBURSEMENT AGREEMENT - 1 H. All Tax Increment used to repay the debt service of the Bonds, an estimated $2,782,189.00, shall reduce the amount of approved Eligible Costs, $11,732,144.00, under the Development Agreement and the Pine Ridge Mall Plan. I. Developer purchased the Pine Ridge Mall property from the Previous Developer on *** and �s such is an heir and assign of the Previous Developer and has the same rights to the tax increment monies for qualified reimbursements and other eligible expenses. J. On July 23, 2024, the Board of Bannock County Commissioners 4uthorized �he conditional reduction of landfill fees associated with the Pine Ridge Mall redevelopment for up to $200,000.00. K. On August 21, 2024, the Chubbuck City Council authorized conditional fee relief for build- ing permits and of eighty percent of plan review fees, up to $200,000.00. Chubbuck and the Developer s then entered into an Agreement for Obtaining Waiver of Certain Fees Related to Pine Ridge Mall Redevel- opment, dated September 16, 2024 ("Fee Waiver Agreement") under which the Developer agreed to waive any right to collect Tax Increment funding until the City and the County (individually a "Participant" and collectively the "Participants") have been reimbursed their respective $200,000.00 conditional fee waivers through Tax Increment funding. L. The Agency has the authority to use the Tax Increment to reimburse costs of construction in accordance with the Pine Ridge, all as authorized by the Law and the Act. M. The Parties desire to enter into this Agreement to define the terms of the Agency's reim- bursement of conditionally waived building permit and landfill fees by the Participants. AGREEMENT Therefore, with the definitions above incorporated herein, in consideration of the mutual covenants contained herein, and other good and valuable consideration, the receipt and sufficiency of which are hereby acknowledged, the Parties agree as follows: 1. Effective Date. This Agreement shall be effective once it is signed by all Parties, as evidenced by the last signature date below. The effective date shall be inserted into the introductory paragraph of this Agreement. 2. Term. This Agreement shall commence on the Effective Date and shall terminate upon the earlier of (a) the date that all obligations of each Parry are complete, (b) this Agreement is terminated under Section 8, or (c) December 31, 2037. 3. Authority. This Agreement is intended to comply with Agency's authority under the Law, the Act, and the Pine Ridge Mall Plan, and shall not be deemed a gift or donation of public funds. 4. Purpose. The purpose of this Agreement is to effectuate the Pine Ridge Mall Plan by providing for the reimbursement of (a) up to $200,000.00 in landfill fees actually waived by Bannock County in connec- tion with Developer's redevelopment of the Pine Ridge Mall property (the "Site"), and (b) up to $200,000.00 in building permit fees actually waived by the City of Chubbuck pursuant to the Fee Waiver Agreement. 5. Reimbursement Obligation. Agency shall, subject to the terms and conditions of this Agreement, reimburse (a) up to $200,000.00 in landfill fees actually waived by Bannock County in connection with redevelopment of the Site, and (b) up to $200,000.00 in building permit fees actually waived by the City of REIMBURSEMENT AGREEMENT - 2 Commented [TB1]: Is there an assignment agreement between the previous developer and S1monCRE? Commented [TB2]: Did the county pass a resolution? If so, please provide a copy. Chubbuck pursuant to the Fee Waiver Agreement. Such fees are referred to herein collectively as "Quali- fying Fees." 6. Reimbursement Contingencies. Agency's obligation to reimburse Qualifying Fees is contingent upon the following: 6.1 Agency's total reimbursement obligation to each Participant shall not exceed the lesser of (a) actual fees waived, and (b) $200,000.00 each for each Participant. 6.2 Complete satisfaction of (a) the Agency's obligations under the Trust Indenture, (b) there are remaining Eligible Costs under the Pine Ridge Mall Plan, and (c) the Pine Ridge Mall Plan urban re- newal area is still open. 6.3 Submission of properly documented reimbursement requests in accordance with section 5.3 of this Agreement. 6.4 Agency's obligation to reimburse Actual Fees Waived shall terminate upon the earlier to occur of (a) all Actual Fees Waived have been reimbursed in full, (b) termination of Agency's revenue allocation authority under the Urban Renewal Plan, or (c) December 31, 2037. THE PARTICIPANTS EACH ACKNOWLEDGE AND ASSUME THE RISK THAT REVENUE ALLOCATION PROCEEDS MAY NOT BE SUFFICIENT TO REIMBURSE QUALIFYING FEES ON OR BEFORE THE TERMINATION OF THE REVENUE ALLOCATION AUTHORITY UNDER THE PINE RIDGE MALL PLAN. THE PARTICIPANTS FURTHER ACKNOWLEDGE THAT AGENCY HAS NO CONTROL OVER THE ASSESSMENT AND COLLECTION OF TAXES ON THE SITE AND THE IMPOSITION. THE PARTICIPANTS FURTHER ACKNOWLEDGES AGENCY HAS NO CONTROL OVER THE PROJECT. 7. Reimbursement Requests. Within 180 days after the actual of waiver of Qualifying Fees by the City or the County, as the case may be, the City or the County shall submit a written request for reimburse- ment to the Agency, which request shall include documentation detailing the fees actually waived for De- veloper. 7.1 Determination of Qualifying Fees. The Agency shall, in its sole and reasonable discre- tion, make the final determination of Qualifying Fees based on documentation produced by the City or the County and any other information the Agency deems relevant. If the Agency Administrator determines that any fee waiver identified in a reimbursement request submitted by the City or the County does not constitute Qualifying Fees, the Agency shall notify the City or the County in writing of such determination. 7.2 Objection Period. If the City or the County disagrees with the Agency Administrator's determination of Qualifying Fees, the City or the County must respond to Agency in writing within 14 days explaining why they believe the Agency Administrator's calculation was in error, together with supporting evidence. Within 30 days after receipt of the objection, the Agency shall review the objection and advise the City or the County of the Agency's final determination of Qualifying Fees. 7.3 Disbursement. The Agency will reimburse 100% of Qualifying Fees, subject to the con- tingencies set forth above, within 30 days after Agency approval. Approved reimbursements will be dis- bursed in priority based on the date of Agency approval. If revenue allocation proceeds are not available for disbursement at the time of approval, Agency will disburse the approved reimbursement within 30 days after Agency receives revenue allocation proceeds sufficient to make the reimbursement. 8. Non -general Obligation. As provided by Idaho Code Section 50-2910, the obligations of the Agency hereunder shall not constitute a general obligation or debt of the Agency, the State of Idaho, or any of its political subdivisions, or give rise to a charge against their general credit or taxing powers to be REIMBURSEMENT AGREEMENT - 3 payable out of any funds or properties other than the monies deposited in the special fund or funds provided for herein and pledged hereby to the payment of principal on the reimbursement obligation. 9. Taxes. 9.1 The Act provides that the Agency will be paid revenue allocation proceeds contingent on the amount of assessed value as determined by the Bannock County Assessor each year and the rate of tax levy or the percentage of assessment levied by each of the taxing agencies. The Agency is not a guarantor of the assessment determination made by Bannock County Assessor or guarantor of collection of taxes by the Bannock County Treasurer. 9.2 The increment tax revenues from the Site (as determined from the assessment records of the Bannock County Assessor and the payment records of the Bannock County Treasurer) shall be paid to the Participants if and only as they are paid to Agency by Bannock County. The Agency has no legal responsibility to collect property taxes. 9.3 The Parties recognize the Agency has no authority or involvement in the assessment, levy, or collection process for ad valorem taxes, including real property, personal property, and operating prop- erty taxes. The Parties also recognize the ability of the Agency to reimburse the Participants for the reim- bursement obligation is dependent on the ad valorem assessment and collection process. 10. Subordination of Reimbursement Obligations. The Parties agree this Agreement does not provide the City or the County with a security interest in any other urban renewal plan area, including but not limited to revenue from any "Revenue Allocation Area" (as defined in Title 50, Chapter 29 of the Idaho Code). Notwithstanding anything to the contrary in this Agreement, the obligation of Agency to make the payments as specified in this Agreement shall be subordinate to all Agency obligations that have committed or in the fixture commit available Agency revenues, including but not limited to revenue from any Revenue Alloca- tion Area and may be subject to consent and approval by Agency lenders. 11. Agency Contribution Assignable. The Parties agree that the Agency's obligations run only to the Participants or their assignees, and that the Agency is under no obligation to grant any additional consider- ation than set forth herein. The Participants shall have the absolute right to assign its right to receive any payments to their lender, successor, or other entity. 12. Indemnification. Each Participant shall indemnify, defend, and hold harmless the Agency and its commissioners, officers, agents, consultants, and employees (collectively referred to in this Section 4.15 as "Agency") from and against all liabilities, obligations, damages, penalties, claims, costs, charges, and expenses, including reasonable attorney fees (collectively referred to in this Section 12.1 as "Claim"), which may be imposed upon or incurred by or asserted against the Agency in connection with this Agreement, including Claims regarding the validity or legality of this Agreement and the reimbursement of Qualifying Fees, provided a Participant shall have no obligation to indemnify, defend, or hold the Agency harmless from and against any Claim to the extent (a) it arises from the negligence or willful misconduct of the Agency, or (b) the Agency assumes such liability or obligation by contract. If a Claim is made, the Agency and the Participants shall jointly defend against said claim. The Agency has the discretion to hire its own legal counsel, in which case Participant shall reimburse Agency for its reasonable legal fees and costs, including, without limitation, expert witness fees and costs. This section 12 shall survive termination of this Agreement. 13. Default, Dispute Resolution, Remedies, and Termination. 13.1 Default. Neither Party shall be deemed to be in default of this Agreement except upon the expiration of 45 days from receipt of written notice from the other Parry specifying the particulars in which such Party has failed to perform its obligations under this Agreement unless such Party, prior to expiration REIMBURSEMENT AGREEMENT - 4 of said 45 day period, has rectified the particulars specified in said notice of default; provided that if recti- fying the matters specified in the notice of default cannot be completed within 45 days with consistent good faith effort, such notified Party shall not be in default so long as they diligently pursue actions needed to rectify such matters within 120 days. In the event of a default, the non -defaulting Party may do any of the following: (a) Terminate this Agreement upon written notice to the defaulting Parry and recover from the defaulting Party all direct damages incurred by the non -defaulting Party. (b) Seek specific performance of this Agreement and, in addition, recover all damages incurred by the non -defaulting Party. (c) Perform or pay any obligation or encumbrance necessary to cure the default and off- set the cost thereof from monies otherwise due the defaulting Parry or recover said monies from the defaulting Parry. (d) Pursue all other remedies available at law, it being the intent of the Parties that rem- edies be cumulative and liberally enforced so as to adequately and completely com- pensate the non -defaulting Party. (e) In the event a Participant defaults under this Agreement, Agency (the non -defaulting Parry) shall have the right to suspend or terminate its payment under this Agreement for so long as the default continues. If the default is not cured within the time period specified in Section 8.1, Agency's obligation for payment shall be deemed extin- guished. In addition, if Agency funds shall have been paid, Agency may seek reim- bursement of any amounts paid to that Participant up to the amount of damages in- curred by Agency for that Participant's default. 13.2 Force Majeure. Performance by any Party shall not be deemed to be in default where delays or defaults are due to war, insurrection, strikes, lock -outs, riots, floods, earthquakes, fires, casualties, acts of God, acts of the public enemy, epidemics, quarantine restrictions, freight embargoes, lack of trans- portation, governmental restrictions or priority, litigation, unusually severe weather, acts of another party, environmental analysis or removal of hazardous or toxic substances, acts or the failure to act of any public or governmental agency or entity (except that acts or the failure to act of Agency shall not excuse perfor- mance by Agency), or any other causes beyond the control or without the fault of the Party claiming an extension of time to perform. An extension of time for any such cause shall only be for the period of the forced delay, which period shall commence to run from the time of the commencement of the cause. Times of performance under this Agreement may also be extended in writing by Agency and Participants. 13.3 Dispute Resolution. If a dispute arises between Agency and a Participant regarding the application or interpretation of this Agreement, the aggrieved party shall promptly notify the other parry to this Agreement of the dispute within 10 days after the dispute arises. The Agency and the Participant shall negotiate in good faith to resolve the dispute within 30 days after such notice. If they shall have failed to resolve the dispute within 30 days, they agree to endeavor to settle the dispute by mediation or other process of structured negotiation as they may mutually agree before resorting to litigation. Should they be unable to resolve the dispute to their mutual satisfaction within 30 days after completion of mediation or other process of structured negotiation, the Agency and the Participant shall each have the right to pursue any rights or remedies it may have at law or in equity. Litigation is allowed between them only (i) if the dispute is not resolved by mediation, (ii) for the purpose of enforcing a settlement agreement entered into between them, or (iii) to seek temporary injunctive relief if a party deems such action necessary to avoid irreparable damage. The pursuit or granting of temporary injunctive relief shall not excuse the parties from participating in good faith negotiation and mediation as set forth herein. REIMBURSEMENT AGREEMENT - 5 13.4 Legal Actions. In addition to any other rights or remedies, any Party may institute legal action to cure, correct, or remedy any default; to recover damages for any default; or to obtain any other remedy consistent with the purpose of this Agreement. The non -defaulting Party may also, at its option, cure the default and sue to collect reasonable attorney's fees and costs incurred by virtue of curing or cor- recting the Party's breach. The laws of the State of Idaho shall govern the interpretation and enforcement of this Agreement, and Bannock County shall be the proper venue. Each Party waives any right it may have to assert the doctrine offorum non conveniens or to object to venue to the extent any proceeding is brought in accordance with this section 13.4. 13.5 Rights and Remedies Are Cumulative. Except as otherwise expressly stated in this Agreement, the rights and remedies of the Parties are cumulative, and the exercise by any Party of one or more of such rights or remedies shall not preclude the exercise by it, at the same time or different times, of any other rights or remedies for the same default or any other default by the other Party. Agency reserves the right to withhold reimbursement to Participants for any Participant's default. 13.6 Attorney Fees and Costs. If either Party shall enforce any provisions of this Agreement in any action at law or in equity, the unsuccessful party to such litigation shall pay to the prevailing party all costs and expenses, including reasonable attorney fees incurred therein by the prevailing party, and such may be included to the judgment entered in such action. 14. General Provisions. 14.1 Notices, Demands, and Communications Between the Parties. Formal notices, de- mands, and communications (collectively, "Notice") between Agency and Participants shall be sufficiently given if dispatched by registered or certified mail, postage prepaid, return receipt requested, or by email to the principal offices of Agency and Participants as set forth in this Agreement. Notices sent by email shall be deemed received when the intended recipient acknowledges receipt via reply email. Notices may be sent in the same manner to such other addresses as either Party may from time to time designate by mail. 14.2 Non -liability of Agency Officials and Employees. No member, official, or employee of Agency shall be personally liable to Participants in the event of any default or breach by Agency or for any amount which may become due to Participants or on any obligations under the terms of this Agreement. 14.3 Successors and Assigns. This Agreement shall, except as otherwise provided herein, be binding upon and inure to the benefit of the successors and assigns of the Parties. 14.4 Severability. If any provisions of this Agreement shall for any reason be held to be illegal or invalid, such illegality or invalidity shall not affect any other provisions of this Agreement, and this Agreement shall be construed and enforced as if such illegal or invalid provisions had not been contained herein. 14.5 Headings. The section headings contained herein are for convenience and reference and are not intended to define or limit the scope of any provision of this Agreement. 14.6 Counterparts. This Agreement may be simultaneously executed in several counterparts, which when taken together shall constitute one and the same instrument. 14.7 Attachments and Exhibits. All attachments and exhibits which are attached to this Agree- ment are made a part hereof by this reference. 14.8 No Joint Venture or Partnership. Nothing contained in this Agreement or in any docu- ment executed in connection with this Agreement shall be construed as making Agency and Participants a joint venture or partners. REIMBURSEMENT AGREEMENT - 6 14.9 Amendment. Any Amendments to this Agreement must be in writing and signed by the Parties to be effective. 14.10 Entire Agreement. This Agreement constitutes the entire understanding and agreement of the Parties, and supersedes all negotiations or previous agreements between them, with respect the subject matter hereof. 14.11 Waiver. All waivers of provisions of this Agreement must be in writing and signed by the Parties to be enforceable. [signatures on following page] REIMBURSEMENT AGREEMENT - 7 IN WITNESS WHEREOF, the Parties hereto have signed this Agreement the day and year below written to be effective the day and year above written. AGENCY: URBAN RENEWAL AGENCY OF THE CITY OF CHUBBUCK, IDAHO, a/k/a CHUBBUCK DEVELOPMENT AUTHORITY Date: , Chair ATTEST: Date: Secretary PARTICIPANT Harvest Springs JV, an Idaho General Partnership Date: REIMBURSEMENT AGREEMENT - 8 ACKNOWLEDGMENTS STATE OF IDAHO ) ss. County of Bannock ) On this day of , 2022, before me, , the un- dersigned notary public in and for said county and state, personally appeared known or identified to me to be the Chair of the Urban Renewal Agency of the City of Chubbuck, Idaho, a/k/a the Chubbuck Development Authority, the independent public body corporate and politic, that executed the within instrument, and known to me to be the person that executed the within instrument on behalf of said Agency and acknowledged to me that such Agency executed the same for the purposes herein con- tained. IN WITNESS WHEREOF, I have hereunto set my hand and affixed my official seal the day and year in this certificate first above written. Notary Public for Idaho Commission Expires REIMBURSEMENT AGREEMENT - 9 STATE OF IDAHO ) ss. County of Bannock ) On this day of , 2021, before me, the under- signed notary public in and for said county and state, personally appeared , known or identified to me to be the Managing Member of Harvest Springs JV, and the person who signed the within instrument, and acknowledged to me that he has authority to execute and executed the foregoing instrument for the purposes therein contained on behalf of Harvest Springs JV. IN WITNESS WHEREOF, I have hereunto set my hand and affixed my official seal the day and year in this certificate first above written. Notary Public for Idaho Commission Expires REIMBURSEMENT AGREEMENT - 10 Attachment 1 Map of the Site Attachment 2 Legal Description Attachment 3 Agency Resolution 2018-04 Attachment 4 Agency Funded Public Improvements From: Devin Hillam DHillam@cityofchubbuck.us Subject: RE: CDA Reimbursement Agreement Date: November 13, 2024 at 7:26 AM To: TJ Budge tj@racineolson.com, Ashley Squyres chubbuckura@gmail.com TJ — Ryan Lewis reviewed this and let me know yesterday that he doesn't have concerns. I'll send this over Trammel at the County for his review and I'll tag you both. Best, 1940"f�-\ - CHUBBUCK C 0 A A Q Devin Hillam, AICP, MPA I Community Services Director 290 E Linden Ave. Chubbuck,ID 83202 Office: (208) 239-3239 Work Cell: (208) 844-1436 dhillam@cityofchubbuck.us Department consists of: Parks & Recreation Division Planning Services Division Development Services Division Building Division From: TJ Budge <tj@racineolson.com> Sent: Wednesday, October 9, 2024 1:34 PM To: Devin Hillam <DHillam@cityofchubbuck.us>; Ashley Squyres <chubbuckura@gmail.com> Subject: CDA Reimbursement Agreement Devin & Ashley — Attached for your review is a draft Reimbursement Agreement whereby CDA agrees to reimburse landfill fees waived by Bannock County and permit fees waived by Chubbuck. Let me know if you have any questions, concerns, or suggestions. Devin: There are a couple margin comments for you near the top. Once you are both comfortable with the terms, we can send it to Bannock County for review. Thanks, T.J. Budge RACINE OLSON 201 E. Center St. I P.O. Box 1391 1 Pocatello, Idaho 83204 Office: (208) 232-6101 1 Direct: (208) 478-3467 1 Cell: (208) 705-0826 racineolson.com A --:-4---4-- -r -- -. 0--., 1 n:..,.,.+. /nno\ n-70 o n n n 1 +..,...., rl..., ,.:. ,.,.1-- CHUBBUCI( The urban renewal agency in the City of Chubbuck, Idaho Located in Chubbuck City Hall 290 E Linden Ave Chubbuck, ID 83202 To: CDA Board of Commissioners From: Ashley Ford-Squyres, Executive Director Date: November 13, 2024 RE: Items IV.8: RFP Updates for both 339 East Chubbuck and City Hall West properties Please find the following attachments for this item: ■ The original RFP for 339 East Chubbuck ■ The response to the RFP for 339 East Chubbuck by Seasons West ■ The original RFP for City Hall West ■ The response to the RFP for City Hall West As both of the responders to the two RFPs are no longer moving forward on these projects, the Board will have a discussion as to how they would like to move forward. CHUBBUCK DEVELOPMENT AUTHORITY REQUEST FOR PROPOSALS (RFP) 339 E CHUBBUCK ROAD - REDEVELOPMENT The Chubbuck Development Authority ("CDA") is pleased to request proposals from interested parties to develop the property located at 339 E Chubbuck Road in the City of Chubbuck, Idaho. Responsive proposals to this request must demonstrate the ability to remove deteriorated or underdeveloped conditions and for redevelopment of the property in a manner that enhances economic growth, construction, and redevelopment consistent with Chubbuck's vision for its urban core. The Preferred Developer will demonstrate that their proposal and redevelopment of the property will add to the vitality and momentum of Chubbuck's downtown redevelopment efforts. This RFP is a competitive process in accordance with Idaho Code section 50-2011. After reviewing the responses to this RFP and potentially interviewing parties who have submitted responses ("Developers"), the CDA anticipates selecting one responding party ("Preferred Developer'). The process and criteria that will be used to make the selection are described below. Upon selection, the CDA and Preferred Developer will enter into an Agreement to Negotiate Exclusively ("ANE"). The CDA and Preferred Developer will negotiate in good faith to reach agreement on and execute a Disposition and Development Agreement ("DDA") that sets out the terms as well as the process by which the CDA will convey ownership of the property to Preferred Developer and Preferred Developer will develop the property. The DDA will define the parties' respective roles and responsibilities, set out pre -development activities, establish timeframes, and provide key terms and conditions of the sale and development of the property. It is expected that the sale will close within 90 days of DDA signing. 1. DEADLINE FOR SUBMISSION: March 15, 2023 at 5 PM 2. PROJECT SUMMARY: • Site Description: The site is rectangular, roughly (50' x 395') 19,750 square feet in size. • Building Description: There is one structure on-site that is approximately 5,985 square feet. The structure was built in approximately 1953. The building is approximately 48 feet wide and closely abuts the east and west property lines. The building is not built per current codes, is unsafe, and is unsuitable for occupation. The building is primarily constructed of masonry and wood. • History: The property was purchased in 2018 by the Agency and a Phase 1 Environmental Site Assessment was performed. The Assessment did not reveal the presence of known or suspect recognized environmental conditions at the property other than items which were identified in the report and which were removed from the site prior to the Agency taking ownership. The assessment indicated that other hazards may exist but none were known about at the time of the report and the Agency is not aware of any. • Current Zoning: City of Chubbuck, V, Village. • Ownership: Chubbuck Development Authority. • Intended Uses: Uses congruent with the City of Chubbuck's downtown area vision and City codes found in Chapter 18.19 Chubbuck Village Criteria; the code is form -based and allows for a variety of mixed use. • Development Timeline: Flexible depending on proposals but projects which can be completed in a shorter time are preferred. • Price: To be negotiated, but in no case less than the fair re -use value as determined by a fair use appraisal. Provided, however, if the Fair Re -Use Value is negative, the property will be sold for zero dollars ($0.00). 3. BACKGROUND: The area now identified as the downtown area, formally called "Chubbuck Village," sits between 1-86 on the south, Chubbuck Road on the north, the Union Pacific railroad tracks on the east, and Yellowstone Avenue on the west, and has been an area of fluctuating mixed uses for several decades, largely containing a mix of retail, restaurant, professional, light industrial, and residential properties. In the past 20 years, the downtown area has seen several properties redevelop to now include the Idaho Central Credit Union corporate headquarters on Central Way and the new Chubbuck City Hall property at the intersection of Burley Drive and East Linden Ave. Chubbuck has developed a strategic plan for redevelopment of this area into a downtown hub based on input from the public and stakeholders. Since 2018, the CDA and Chubbuck have acquired approximately 10 acres of property in the downtown area to assist with implementation of the vision, and Chubbuck decided to locate its new City Hall in the downtown area. In Spring 2022, Chubbuck comprehensive plan and zoning ordinances were formally modified to designate the area as Chubbuck Village and to establish zoning standards. The following reuses have been identified by the Agency as ways to redevelop the site but other possible uses will be considered: ■ Proposals which would renovate the subject property to bring it to current building and city codes and which would contain uses befitting of the downtown/Chubbuck Village vision and effort. Examples of such possible uses could include a restaurant or art gallery. Note: Because parking on the subject property for such uses is likely unfeasible due to the configuration of the parcel and the structure, this option would likely require a proposal that considered the property as part of a land assembly with adjoining properties; or 2 ■ Proposals which would redevelop the property, and which would either solely or in conjunction with surrounding properties, demolish the existing structure and construct a new structure or structures on (or as part of a land assembly and project with adjacent properties) which would be congruent with the vision of the downtown concept and effort both along Chubbuck Road and Burley Drive; or ■ Proposals which would demolish and grade the site for use as a secondary access or use for primary uses that front on Burley Drive with said uses which, at Burley Drive are congruent with the downtown vision and effort and which have an active ground level design. An active ground level design with the ground floor including, but not limited to, retail, restaurant, service, and office uses, and upper floors used for commercial, professional, or residential uses; or ■ Other proposals which may satisfy the Agency's goals. 3. ABOUT THE PROPERTY • Access: The subject property is accessed East Chubbuck Road. In 2021, Chubbuck Road immediately in front of the property had vehicle volumes of 12,597 average daily trips at the property. • Surrounding Uses/Zoning o West: The property is bordered to t he west by 2 properties, one being a single-family residence at the north and the other being a vacant commercial property without structures used to store commercial vehicles and material. which are zoned V, Village. o East. Union Pacific Railroad Property and a rail line. Across the approximately 100' railroad right-of-way is the Patriot Square commercial development. The railroad right-of-way is not zoned and Patriot Square is zoned C-2. o South: The property is bordered to the south by a single property, a vacant commercial property without structures used to commercial vehicles and material. The property is zoned V, Village. o North: Chubbuck Road, a principle arterial street with a right-of-way width of 80 feet is located between the subject property and the properties to the north. The property to the north is being developed currently as a drive through coffee restaurant and is zoned Industrial. • Infrastructure and Utilities: City water is available on site with a water meter on the property from Chubbuck Road. Electricity is available on site. Off-site, but available, infrastructure and utilities include sewer, fiber optic, natural gas, 3 electricity, television cable, and telephone.; interested developers should contact the representative providers for specific information. • Zoning and Land Use Entitlement: The City of Chubbuck's regulations apply for this Project. The subject property is currently zoned V (Village) and lies wholly within the Chubbuck City Limits. A broad range of mixed uses are allowed in the Village zoning district and this district is form -based. The City welcomes all property owners in the area to be involved with the formation of the new code for the zone. Redevelopment and construction of the site will require approvals from the Building Division for demolition, building, electrical, plumbing, HVAC, etc. permits, the City Council for plat approval, from Development Services Division for development improvement plans, and approvals from the Design Review Committee for technical clearances. The current building footprint creates usage constraints for parking, landscaping, stormwater, etc. on the site. 4. INCENTIVE: The CDA invites Developers who are prepared to pay the fair reuse value for the property and develop the property for purposes and uses as discussed in this RFP. A fair reuse appraisal is defined in Idaho Code Section 50-2011 and is based on the estimated resale value of a property considering the restrictions and controls set forth in the urban renewal plan, time of performance, environmental conditions, public process, and other conditions not normally placed on a property. If the Fair Re -Use Value is negative, the property will be sold for zero dollars ($0.00). This incentive is available in connection with the economic and blight abatement goals and objectives set forth in the urban renewal plan and Idaho law and is conditioned upon development of the site by Preferred Developer in substantially the manner proposed in its response to this RFP. The terms of the sale will prohibit acquisition of the property for resale or speculation. 5. SELECTION CRITERIA: The CDA will select the preferred development proposal based on the following scoring matrix: 4 339 E CHUBBUCK ROAD- SCORING MATRIX POINTS 1 Development Experience 75 - Track Record - Evidence of Financial Capacity to Perform in a Timely Manner - References 2 Vision 60 - Conceptual Vision of Uses and Development Timelines 3 Purchase Price 40 TOTALPOINTS 4 6. SELECTION PROCESS: a. Proposals will be considered by the CDA Board Chair and the CDA Executive Director for completeness. Proposals deemed complete will be distributed to the CDA board for evaluation. Respondents may have an opportunity to present their proposals to the CDA board. b. The CDA may consider input from Chubbuck's staff in selecting the Preferred Developer and negotiating terms of an Agreement to Negotiate Exclusively ("ANE") and the DDA. If the CDA and Preferred Developer are unable to reach a satisfactory agreement, the CDA may terminate negotiations and commence negotiations with the next highest ranked Developer and, or, in its sole discretion, determine not to enter into a DDA with any of the Developers and terminate the process. c. The CDA will determine, from the information submitted in the responses, the most qualified proposal to meet the stated duties as evaluated under the criteria set forth herein. The CDA will make the final selection. 7. SUBMITTAL REQUIREMENTS: Each proposer shall submit: ■ Purchase Price: The purchase price offered may be a fixed sum or Proposal may also include an escalation amount over the highest bid, if desired. ■ Purchase Terms: Any terms or contingencies Developer would like to have incorporated into the DDA. ■ Developer Information: o Name, address, telephone number, and email address of Developer. o Name, address, telephone number, and email of Developer's representative submitting the proposal. o Identify business partners, principals, design professionals, and other development team members, highlighting relevant project experience and past successful development projects. o Webpage address, if any, of Developer. ■ Support for Chubbuck Village vision: A statement that the Developer has read the vision for Chubbuck Village as found in the Comprehensive Plan and is committed to fulfilling that vison through development of the property. • Development Plan. A narrative statement explaining Developer's plan for removal of deteriorated conditions and blight and development of the property, including a projected timeline for development. Developer may, but is not required to, submit photos or drawings from other developments, whether done by Developer 5 or not, to demonstrate concepts which they're considering for the property's development. ■ Financial Information: Developer's financial capacity, track record, and anticipated funding sources for the project. ■ Professional References: Three (3) professional references that speak to the quality of work on current or past developments. Contact information should include the name, title, entity, telephone number, email address, and relationship to your firm. ■ Additional Information: The CDA reserves the right to request additional information during the review period. ■ Number of Copies: Three hard copies and one electronic copy submitted in PDF format. ■ Deadline: Responses must be received by mail or hand -delivered no later than 5:00 PM on March 15, 2023. It is the responsibility of each Developer to see that its submission is received by the date and time stated in this RFP. No oral, facsimile, or email submittals will be considered. ■ Proposals must be submitted to: Chubbuck Development Authority C/O Devin Hillam, Executive Director Chubbuck City Hall 290 E. Linden Ave. Chubbuck, ID 83202 All proposals shall be clearly marked and in an envelope labeled "Redevelopment Proposal — 339 E Chubbuck Rd." Proposals will be received at any time during regular Chubbuck City Hall business hours (7:30 a.m.-5:30 p.m., Mondays through Thursdays, and 7:30 a.m.-11:30 a.m., Fridays, excluding holidays). Hand -delivered proposals may be delivered to the permitting reception desk located on the V floor of Chubbuck City Hall. ■ Questions due in writing by February 28, 2023: All questions must be put in writing by February 28th and emailed to dhillam@cityofchubbuck.us. Staff will respond to questions as quickly as possible in writing and will post responses on the CDA's webpage. Other updates will also be posted on the webpage and emailed, if staff have been notified of your interest in submitting a proposal and provided a contact email. 8. TARGET DATES: • Notice published and RFP issued: January 25, 2023 • Proposals due: March 15, 2023 at 5:00 PM 0 • CDA considers proposals and identifies preferred developer: March 21, 2023 • Execution of ANE: 30 days after CDA selection of preferred developer • Execution of DDA: June 29, 2023 • Closing: September 29, 2023, unless sooner designated in DDA 9. ADDITIONAL TERMS AND CONDITIONS: ■ If selected as the Preferred Developer, 5% of the offer will be required to be deposited with the CDA at the time the parties enter into an ANE. Deposit will be refundable in accordance with the terms of the ANE. • In the event an ANE cannot be finalized within 30 days, the CDA reserves the right, in its sole discretion, to enter into negotiations with the next highest ranked Developer, call for new proposals, or discontinue this selection process. ■ Any DDA resulting from this RFP shall be subject to final approval by the CDA. ■ No respondent to this RFP shall offer any gratuities, favors, or anything of monetary value to any official or employee of the CDA or City of Chubbuck for the purpose of influencing consideration of this RFP. ■ This RFP is not an offer, a contract, or a commitment of any kind by the CDA and does not commit the CDA to sell the property, enter into a DDA or to pay any cost incurred in the preparation of a proposal. The submission of a response to this RFP constitutes an invitation to negotiate with the CDA. ■ All costs associated with the preparation of a proposal will be the responsibility of the Developer, including but not limited to costs of: delivery, express, parcel post, packing, cartage, insurance, license fees, permits, and bonds. The CDA shall not be liable for any costs incurred by respondents in the preparation or submission of a proposal or participation in the RFP process. ■ Upon receipt by the CDA, all proposals, including any and all attachments to the proposals, will become the property of the CDA and subject to public disclosure. The CDA will have the right to copy, reproduce, or otherwise dispose of each proposal received. The CDA will be free to use as its own, without payment of any kind or liability therefore, any idea, scheme, technique, suggestion, layout, or plan received during the procurement process. ■ Failure to provide any of the requested data within the specified submission period may cause the CDA, at its sole discretion, to reject the proposal or require the data to be promptly submitted. ■ All facts and opinions stated in this RFP and in all supporting documents and data, are based on available information from a variety of sources. No representation or warranty is made with respect to this information. 7 ■ In the interest of a fair and equitable selection process, the CDA retains sole responsibility to determine the timing, arrangement and method for any presentations during the selection process. Prospective respondents and members of their team are cautioned not to undertake any activities or actions to promote or advertise their qualifications except in the course of Agency sponsored presentations. ■ The CDA has no responsibility for any expenses incurred by a Developer in the course of responding and/or presenting this or subsequent proposals. ■ The CDA may terminate the RFP process at any time, for any reason, with no requirement to disclose its reasoning. ■ The CDA also reserves the right to reject any RFP response at any time, or to terminate any negotiations implied in this RFP or initiated subsequent to it. ■ The CDA may accept such proposal as it deems to be in the public interest and furtherance of the purposes of the Idaho Urban Renewal Law, the Plan, it may proceed with further selection processes, or it may reject any or all submissions. ■ The CDA may change any part of the RFP process at any time for any reason. ■ Developer's participation in this RFP and any communications of any kind, by any individual, at any phase of the RFP process, should not be relied upon or construed as binding unless it is expressly incorporated into a DDA that is fully executed by the parties. ■ While every effort will be made to ensure accurate information in this RFP, neither the CDA, the City of Chubbuck, nor any other public participant or partner, civic group or individual, nor any of their elected officials, officers, agents, employees or consultants, shall be responsible for the accuracy of any information provided to any person as part of this RFP process. All Developers are encouraged to independently verify the accuracy of any information provided. The use of any of this information in the preparation of a response to this request is at the sole risk of the Developer. 9. CONFIDENTIALITY AND PUBLIC RECORDS LAWS: ■ This RFP is a public process. Therefore, information and materials collected under the RFP are public records. The information that is received by the CDA may be subject to disclosure under the Idaho Public Records Act, Title 74, chapter 1. With the potential exception of some credit data, proprietary information ortrade secrets (identified as such by the Developer in the response), it is anticipated that submissions to this RFP will contain little or no material that is exempt from disclosure under the Idaho Public Records Act. Any questions regarding the applicability of the Public Records Law should be addressed by your own legal counsel PRIOR TO SUBMISSION. The CDA will not M provide any opinion or guidance on whether or not any information or materials submitted in response to this RFP would be considered exempt from disclosure under Idaho's Public Records Act. Any proprietary or otherwise sensitive information contained in or with any proposals may be subject to potential disclosure. ■ Accordingly, Developers should take the following steps with respect to any information believed to be exempt from disclosure or confidential. Developer shall segregate any proprietary information or trade secrets and provide an explanation as to why such information should not be deemed a public record, citing the applicable portion of the Idaho Public Records Act. On any items submitted with the RFP that the Developer believes are exempt from disclosure under the Idaho Public Records Act, clearly mark the upper right corner of each page of any such document or material with the word "Exempt". This alone does not mean the document is in fact exempt from disclosure, but the CDA will evaluate any request for exemption and keep the information confidential if permitted by Idaho law. The CDA's disclosure of documents, or any portion of a document, submitted and marked as exempt from disclosure under the Idaho Public Records Act may depend upon official or judicial determinations, made pursuant to the Idaho Public Records Act. Developers, by replying to this RFP, agree to release and hold Agency harmless from any and all liability for disclosing any material or documents included in any proposals submitted to Agency. M ABOUT THE CDA: The CDA is the urban renewal agency formed by the City of Chubbuck, Idaho. Since the creation of its first urban renewal plan in 1992, the CDA has been committed to preventing and arresting deterioration of properties, creating a high-quality urban environment, strengthening the tax base by encouraging private development and investment, and planning and developing adequate facilities for parks, open space, and pedestrian and vehicular circulation. The CDA is governed by a seven -member Board of Commissioners which is currently comprised of one Chubbuck City Councilor, one Bannock County Commissioner, three community members, and two vacant seats. The CDA operates under urban renewal regulations of Idaho Code and in accordance with its adopted urban renewal plans. The subject property is located in the City's first urban renewal area, formally called the "Chubbuck Downtown Improvement Project," but informally more commonly referred to as the "1992 Plan." A copy of the plan is on file with the Idaho State Tax Commission and is available at https://tax.idaho.gov/urbren/2017chubbuck.pdf. RFP Approved by Agency on January 17, 2023 17 EXHIBIT A: Legal Description of Subject Property A strip of land 50 feet wide and 435 feet long lying in the Northeast '14 of the Northeast 'f4 of Section 10, Township 6 South, Range 34 East of the Boise Meridian, Bannock County, Idaho, being bounded and described as follows: BEGINNING at the intersection of the present Westerly right of way boundary of the Oregon Short Line Railroad with the North line of said Section 10, said point being 1021.5 feet West of the Northeast corner of said Section 10; Thence Southerly along said present Westerly right of way boundary, being along a line which is 50 feet Westerly from and parallel to the center line of main track of said railroad for a distance of 435 feet; Thence Westerly at right angles 50 feet; Thence Northerly at right angles 435 feet to a point in the North line of said Section 10; Thence East along said North line 50 feet to the POINT OF BEGINNING. Excepting Therefrom: A parcel of land located in the Northeast '.a of Section 10, Township 6 South, Range 34 East, Boise Meridian and a portion of the parcel as described in Instrument No. 97007261 as recorded in the Bannock County Court House. BEGINNING at the North '!4 corner of Section 10, Township 6 South, Range 34 East, Boise Meridian, Bannock County, Idaho; Thence South 89'18'09" East, along the North line of said Section 10 for a distance of 413.667 meters (1357.17 feet) to the East 1116th corner on the North line of said Section 10; Thence continuing South 89°18'09" East along the North line of said Section 10 for a distance of 72,445 meters 1237.68 feet); Thence South 0041'51"West for a distance of 7.620 meters (25.00 feet) to a point on the Southerly right of way line of Chubbuck Road said point being the TRUE POINT OF BEGINNING; Thence South 89'18109" East along the Southerly right of way line of Chubbuck Road for a distance of 15.253 meters 150.U4 feet) to a point on the Westerly right of way line of the Union Pacific Railroad; Thence leaving said Southerly right of way line South 01'42'00" East, along said railroad right of way for a distance of 3.883 meters (12.74 feet); Thence North 89'16'09" West, parallel to the North line of said Section 10 for a distance of 15.253 meters (50.04 feet); Thence North 01°42'00" West for a distance of 3.883 meters (12.74 feetM to a point on the existing Southerly right of way line of Chubbuck Roast said paint being the TRUE POINT OF BEGINNING. 10 Exhibit B: Parcel Boundary per Bannock County Parcel Viewer \ j� �.�, � \>-. (Property outlined in yellow) 11 t EXHIBIT C: Depictions of property taken July 2021 'mak (Looking north from the south) -4 (Looking west from the east 12 ��k-KSIChubbuck A d •�. • - � "rill �r.fa•�ZJ� '• } "k{■� Al�al�o55,Dr � X'� t 4 't '�i.�•Jlfj 'tJ� i ''' . E3lciebl`d, fh1C12m'AveSo— HoH -S Evans * Pa!"' ' •�puys I�- s � I D rieLAve yy - i vc� n� , guVloelc-5t. o j 7-'. 171.g rp yJ N is J' I' Exhibit E: Chubbuck Village Resources City Council Resolution Adopting the Chubbuck Village Comprehensive Plan Chapter Amendment, contains new Chapter and appendices: https://forms.cityofchubbuck.us/WebLink/DocView.aspx?id=795923&dbid=0&repo=chu bbuck 2. Complete Zoning Code for Chubbuck Village requirements found at following link: https:Hcodelibrary.amlegaI.com/codes/chubbuckid/latest/chubbuck id/0-0-0-12504 3. Property is subject to requirements of City Code, including but not limited to: a. Chapter 16: https://codelibrary.amlegal.com/codes/chubbuckid/latest/chubbuck id/0-0-0- 5656 b. Chapter 17: https://codelibrary.amlegal.com/codes/chubbuckid/latest/chubbuck id/0-0-0- 5913 c. Chapter 18: https://codelibrary.amlegal.com/codes/chubbuckid/latest/chubbuck id/0-0-0- 6874 14 ` „E�GTSOf7S aP.O. Box 51666 t . Idaho Falls, ID 83405 . = ° } Pi sI /NC. (208) 525-3317 Fax (208) 525 3366 March 15, 2023 Dear Chubbuck Development Agency Board Members, RE: Parcel at 339 E Chubbuck Rd. We are a local landscaping company based in Chubbuck and Idaho Falls. We have been in business since 1990. The owners of the company are: Mark Adolfson — President Bart Prestwich—Vice President OFFER: $0.00 + Demolition and Removal of Existing Building We estimate our cost of building demolition and removal (including cost of asbestos abatement) to be in excess of $100,000. We have attached a copy of the findings of our asbestos survey conducted on March 9, 2023. We purchased the adjoining property 4 years ago, and we feel this parcel would be a good fit for our properties. It would provide a possible future access to Chubbuck Rd and would square up our existing properties, making it more desirable for future development. We are not developers, but we are forward thinking, open minded and easy to work with about the future development of our existing properties. Since acquiring our 3 parcels, we've spent a lot of time and money cleaning and clearing to make it more presentable. We would like to do the same thing to the 339 E Chubbuck Rd parcel. By doing this, we feel it would make the whole combined property more desirable for future development. We think this is a good starting point for future development and that it will satisfy at least some of the Agency's goals. We hope you will consider our offer. Sincerely, / I � �e "/W, , , , " Mark Adolfson President Seasons West, Inc. QAX""�4 Bart Prestwich Vice President Seasons West, Inc. 2791 S. Victory View Way Boise, ID 83709 208.376.4748 1 oneatlas.com March 15, 2023 Atlas File Number: P230382e KERRY ADOLFSON UNCOMMON BUILDERS 1054 N 575 E Firth, ID 83236 Project: 339 East Chubbuck Road KERRY ADOLFSON: Atlas Technical Consultants, LLC (Atlas) has conducted an asbestos survey of 339 E Chubbuck Road prior to demolition. The survey was conducted on March 9, 2023, and included a 5,000 square foot abandoned commercial structure reported to formerly be used as a potato cellar. At the time of the survey, the building was vacant. Our survey identified the following Asbestos Containing Materials (ACM): Sample Material Location % Category' Friable2 'Quantity Number* Asbestos 1-05 Roofing material black Roof 8% II No 5,000 SF 'Atlas sample ID numbers referenced above represent the homogenous materials In an area followed by a sequential sample number. For example, sample 2-3 represents homogenous area two (2) with a sequential sample number of three (3). During this inspection, Atlas observed 1 homogenous materials with a total of 7 samples collected. 'Category, as defined by NESHAP, below. 2Friability of building material as it exists in the building, as installed, and as observed during the Inspection. Condition may change depending upon demolition or renovation techniques. 3 Quantities are estimations only and must be verified by the Abatement Contactor. The United States Environmental Protection Agency's National Emission Standard for Hazardous Air Pollutants (NESHAP), Asbestos Final Rule currently classifies asbestos under three separate categories; they are as follows: Category I Non -friable ACM: This category includes all asphalt roofing products and resilient flooring products (floor tile and sheet flooring). In theory, these materials consist mostly of cohesive elements which rarely release significant numbers of asbestos fibers into the air, even when they are damaged. In practice, however, roofing and flooring can become brittle or crumbly with age and be damaged enough by construction equipment to release fibers into the air during removal. At this point, the EPA requires special methods during removal and handling of the materials to protect people against fiber release. If, on a specific renovation or demolition project, there is a chance of fiber release associated with roofing or flooring, we assume that special methods (abatement by Page 11 Copyright © 2022 Atlas Technical Consultants 2791 S. Victory View Way Boise, ID 83709 208.376.4748 1 oneatlas.com removal) will be required. In the case of intentional burning, all ACM, friable or non -friable, must be removed prior to any such activities. Category II Non -friable ACM: This category includes all other non -friable asbestos containing materials. These materials must always be removed using special abatement methods if they are expected to be disturbed or damaged in any way during renovation or removal activities. Regulated Asbestos Containing Materials tRACM1: All friable asbestos containing materials, including Category I and II materials that have become or will become friable due to renovation or demolition activities. Friable asbestos is defined as any material containing more than one percent asbestos that, when dry, can be crumbled, pulverized, or reduced to powder by hand pressure. These materials must always be removed using special abatement methods prior to any renovation or demolition activity. Atlas cannot guarantee that hidden ACM is not still present in the building without complete deconstruction of the structure. Additional sampling may be necessary if demolition or renovation activities expose previously unidentified suspect materials. During demolition or renovation activities, a National Emission Standard for Hazardous Air Pollutants (NESHAP) Competent Person must be on site in the event additional ACM is discovered and/or disturbed as outlined in Environmental Protection Agency (EPA) regulations 40 CFR Part 61. A representative sample of the building materials to be disposed of after demolition activities was collected for lead waste characterization. Atlas will forwards the results upon receipt from the laboratory. Atlas is pleased to have this opportunity to serve you and looks forward to a continuing relationship as your environmental consultant. If you have any questions regarding this letter or the attached analytical results, please feel free to contact Atlas at (208) 376-4748. Respectfully Submitted, Robert Jenson Reviewed by: Jennifer Babione Environmental Technician Environmental Services Manager Page 12 Copyright © 2022 Atlas Technical Consultants �A%c''rC77T's� 2791 S. Victory View Way Boise, ID 83709 208.376.4748 1 oneatlas.com March 15, 2023 KERRY ADOLFSON UNCOMMON BUILDERS 1054 N 575 E FIRTH, IDAHO 83236 Project: Project Number: 339 E. Chubbuck Rd. Atlas File#: P230382e Date Received: 3/9/2023 Date Reported: 3/15/2023 Atlas Technical Consultants, LLC has conducted the following survey of the above-mentioned project per the client's request. Please reference the Cover Letter for location, quantity, and condition of each of the materials sampled below. ASBESTOS BULK SAMPLE ANALYSIS REPORT Page 11 Copyright 0 2022 Atlas Technical Consultants Non- Non - Sample Lab Sample Type, Location, and Asbestos Number Number Description Fibers Asbestos Fibrous Comments Fibers Materials Layer 1 - roofing tar -5' N 15' E of 1-1 B199218 south entry -black bituminous brittle NAD 100%other All layers of roofing not Layer 2 - roofing material -black NAD 40% cellulose 40% other accessible bituminous fibrous 20% glass fiber 1-2 B199219 Roofing material -5' N 15' E of south NAD 60%cellulose 40%other All layers of roofing not entry -black bituminous fibrous accessible Layer 1- roofing tar -25' N 5' E of south entry -black bituminous NAD 100% other Layer 2- roofing material -black bituminous fibrous NAD 60%cellulose 40% other Layer 3- roofing material -black bituminous fibrous NAD 60% cellulose 40% other 1-3 8199220 Layer 5 - roofing material -black NAD 60% cellulose 40% other Layers loose in bag bituminous fibrous Layer 2- roofing material -black bituminous fibrous NAD 60% cellulose 40% other Layer 6 -roofing tar -black bituminous resilient NAD loo%omer Layer 7- roofing material -black bituminous fibrous NAD 60%cellulose 40% other Layer 1- roofing tar -80' N 5' E of south entry -black bituminous NAD 100% other Layer 2 - roofing material -black bituminous fibrous NAD 60% cellulose 40% other Layer 3- roofing material -black bituminous fibrous NAD 60%cellulose 40%other 1-4 8199221 Layers loose in bag Layers - roofingmaterial-black bituminous fibrous NAD 60% cellulose 40% other Layer 2- roofing material -black bituminous fibrous NAD 60% cellulose 40% other Layer 6 - roofing tar -black bituminous resilient NAD loo%omer Page 11 Copyright 0 2022 Atlas Technical Consultants 2791 S. Victory View Way Boise, ID 83709 208.376.4748 1 oneatlas.com Sample Lab Sample Type, Location, and Asbestos Non- Non - Number Number Description Fibers Asbestos Fibrous Comments Fibers Materials Layer 7 - roofing material -black bituminous fibrous NAD 60%cellulose 40% other Layer 1- roofing tar -85' N 15' W of south entry -black bituminous NAD 100% other Layer 2 -roofing material -black bituminous fibrous NAD 60% cellulose 40% other Layer 3- roofing material -black bituminous fibrous NAD 60% cellulose 40% other Layer 5 -roofing material -black bituminous fibrous NAD 60% cellulose 40% other 1-5 8199222 Layers loose in bag Layer 2- roofing material -black bituminous fibrous NAD 60% cellulose 40% other Layer 6 - roofing tar -black bituminous resilient NAD 100% other Layer 7- roofing material -black 'Chrysotile bituminous fibrous a% 52% cellulose 40% other Layer 8 - roofing material -black bituminous fibrous NAD 60% cellulose 40% other 1-6 8199223 Roofing material -100' N of south entry centerline of building Ps 1-7 6199224 Roofing material -105'N 10' E of south entry NAD - No Asbestos Detected PS - Positive Stop - Not Analyzed Sampled by: Robert Jenson 44v_��' Analyzed by: David Kesner Microscopist Glossary of Acronyms TRACE - Detectable but not quantifiable IS - Insufficient Sample -percentages may be inaccurate Sample components are identified using polarized light microscopy (PLM) coupled with dispersion staining methods as determined by visual estimation. Small asbestos fibers may not be detected by PLM due to the resolution limitations of the optical microscope. Detecting asbestos in non -friable organically bound materials is not consistently reliable using PLM analysis. The non -detection of asbestos fibers in floor tile by PLM is of itself inconclusive. Confirmation by Transmission Electron Microscope (TEM) is recommended for negative floor tile samples. This test report relates only to the items tested in the samole as submitted to the laboratory. Analysis method: Polarized Light Microscopy (PLM) by EPA1600/R-931116 with Central Stop Dispersion by NIOSH 9002 Page 12 Copyright 0 2022 Atlas Technical Consultants Y V Li M' C c IfllYl �: - N I CL E m CL w /W, � rwr `«5 o CL a ro 0 w Wow v C NO 00 C •i! QlOct LLJ Li M' C c IfllYl �: - N I CL E CL w /W, iJ `«5 p CHUBBUCK DEVELOPMENT AUTHORITY REQUEST FOR PROPOSALS (RFP) CITY HALL — WEST The Chubbuck Development Authority ("CDA") is pleased to request proposals from interested parties to develop the property located at approximately 260 E. Linden Avenue (City Hall — West) in the City of Chubbuck, Idaho. Responsive proposals to this request must demonstrate the ability to remove deteriorated or underdeveloped conditions and for redevelopment of the property in a manner that enhances economic growth, construction, and redevelopment consistent with Chubbuck's vision for its urban core. The Preferred Developer will demonstrate that their proposal and redevelopment of the property will add to the vitality and momentum of Chubbuck's downtown redevelopment efforts. This RFP is a competitive process in accordance with Idaho Code section 50-2011. After reviewing the responses to this RFP and potentially interviewing parties who have submitted responses ("Developers"), the CDA anticipates selecting one responding party ("Preferred Developer"). The process and criteria that will be used to make the selection are described below. Upon selection, the CDA and Preferred Developer will enter into an Agreement to Negotiate Exclusively ("ANE"). The CDA and Preferred Developer will negotiate in good faith to reach agreement on and execute a Disposition and Development Agreement ("DDA") that sets out the terms as well as the process by which the CDA will convey ownership of the property to Preferred Developer and Preferred Developer will develop the property. The DDA will define the parties' respective roles and responsibilities, set out pre -development activities, establish timeframes, and provide key terms and conditions of the sale and development of the property. It is expected that the sale will close within 90 days of DDA signing. 1. DEADLINE FOR SUBMISSION: March 15, 2023 at 5 PM 2. PROJECT SUMMARY: • Site Description: The site is flat and roughly 1.06 acres in size. The property has Fort Hall Irrigation Project easements along the west and the north property line but the Agency believes that it remains developable. The site is Lot 3 Block 3 of the Chubbuck City Hall subdivision at approximately 260 E. Linden Ave., Chubbuck, ID. • History: The property was purchased in 2018 by the Agency in coordination with the City of Chubbuck as part of the City's new City Hall project. The Agency purchased property to develop into pad sites to redevelopment in accordance with the City's downtown vision and plan. The property was platted in 2021 and utilities stubbed into the lot. • Current Use: The land is vacant. • Current Zoning: City of Chubbuck, V, Village. • Ownership: Chubbuck Development Authority. 1 • Intended Uses: Uses congruent with the City of Chubbuck's downtown area vision and City codes found in Chapter 18.19 Chubbuck Village Criteria; the code is form -based and allows for a variety of mixed use. Lot is shovel ready. • Development Timeline: Flexible depending on proposals but projects which can be completed in a shorter time are preferred. • Price: To be negotiated, but in no case less than the fair re -use value as determined by a fair use appraisal. Provided, however, if the Fair Re -Use Value is negative, the property will be sold for zero dollars ($0.00). 3. BACKGROUND: The area now identified as the downtown area, formally called "Chubbuck Village," sits between 1-86 on the south, Chubbuck Road on the north, the Union Pacific railroad tracks on the east, and Yellowstone Avenue on the west, and has been an area of fluctuating mixed uses for several decades, largely containing a mix of retail, restaurant, professional, light industrial, and residential properties. In the past 20 years, the downtown area has seen several properties redevelop to now include the Idaho Central Credit Union corporate headquarters on Central Way and the new Chubbuck City Hall property at the intersection of Burley Drive and East Linden Ave. Chubbuck has developed a strategic plan for redevelopment of this area into a downtown hub based on input from the public and stakeholders. Since 2018, the CDA and Chubbuck have acquired approximately 10 acres of property in the downtown area to assist with implementation of the vision, and Chubbuck decided to locate its new City Hall in the downtown area. In Spring 2022, Chubbuck comprehensive plan and zoning ordinances were formally modified to designate the area as Chubbuck Village and to establish zoning standards. 4. ABOUT THE PROPERTY: • Access: The subject property is accessed by Chubbuck Road and Scout Mountain Way. • Surrounding Uses/Zoning • West: The property is bordered to the west by mature single-family dwelling lots, and an underdeveloped pasture lot, all of which are zoned V, Village. • East: The property is bordered to the east by a lot adjacent to City Hall which is going to be developed as an urban park; the lot is zoned V, Village. • South: Across from E. Linden Ave. mature single-family dwelling lots, which are zoned V, Village. • North: Property is bordered to the north by a 2 acre, undeveloped parcel which is zoned V, Village. 2 • Infrastructure and Utilities: City water and sewer are available. Electricity, fiber optic, telephone, cable, and natural gas are available; interested developers should contact the representative providers for specific information. • Zoning and Land Use Entitlement: The City of Chubbuck's regulations apply for this Project. The subject property is currently zoned V (Village) and lies wholly within the Chubbuck City Limits. A broad range of mixed uses are allowed in the Village zoning district and this district is form -based. Development and construction on the site will require approvals from the Building Division for demolition, building, electrical, plumbing, HVAC, etc. permits, from Development Services Division for development improvement plans, and approvals from the Design Review Committee for technical clearances. The Agency has no authority over zoning or development regulations for the Property and interested developers should contact the City of Chubbuck's Community Services Department, specifically the Planning Division and Development Services Division, for more information. 5. INCENTIVE: The CDA invites Developers who are prepared to pay the fair reuse value for the property and develop the property for purposes and uses as discussed in this RFP. A fair reuse appraisal is defined in Idaho Code Section 50-2011 and is based on the estimated resale value of a property considering the restrictions and controls set forth in the urban renewal plan, time of performance, environmental conditions, public process, and other conditions not normally placed on a property. If the Fair Re -Use Value is negative, the property will be sold for zero dollars ($0.00). This incentive is available in connection with the economic and blight abatement goals and objectives set forth in the urban renewal plan and Idaho law and is conditioned upon development of the site by Preferred Developer in substantially the manner proposed in its response to this RFP. The terms of the sale will prohibit acquisition of the property for resale or speculation. 6. SELECTION CRITERIA: The CDA will select the preferred development proposal based on the following scoring matrix: 3 CITY •LL — WEST - SCORING MATRIX Development Experience POINTS 1 75 - Track Record - Evidence of Financial Capacity to Perform in a Timely Manner - References 2 Vision 60 - Conceptual Vision of Uses and Development Timelines 3 Purchase Price 1 40 TOTALPOINTS 175 3 7. SELECTION PROCESS: a. Proposals will be considered by the CDA Board Chair and the CDA Executive Director for completeness. Proposals deemed complete will be distributed to the CDA board for evaluation. Respondents may have an opportunity to present their proposals to the CDA board. b. The CDA may consider input from Chubbuck's staff in selecting the Preferred Developer and negotiating terms of an Agreement to Negotiate Exclusively ("ANE") and the DDA. If the CDA and Preferred Developer are unable to reach a satisfactory agreement, the CDA may terminate negotiations and commence negotiations with the next highest ranked Developer and, or, in its sole discretion, determine not to enter into a DDA with any of the Developers and terminate the process. c. The CDA will determine, from the information submitted in the responses, the most qualified proposal to meet the stated duties as evaluated under the criteria set forth herein. The CDA will make the final selection. 8. SUBMITTAL REQUIREMENTS: Each proposer shall submit: • Purchase Price: The purchase price offered may be a fixed sum or Proposal may also include an escalation amount over the highest bid, if desired. • Purchase Terms: Any terms or contingencies Developer would like to have incorporated into the DDA. • Developer Information: • Name, address, telephone number, and email address of Developer. • Name, address, telephone number, and email of Developer's representative submitting the proposal. • Identify business partners, principals, design professionals, and other development team members, highlighting relevant project experience and past successful development projects. • Webpage address, if any, of Developer. • Support for Chubbuck Village vision: A statement that the Developer has read the vision for Chubbuck Village as found in the Comprehensive Plan and is committed to fulfilling that vison through development of the property. • Development Plan. A narrative statement explaining Developer's plan for removal of deteriorated conditions and blight and development of the property, including a projected timeline for development. Developer may, but is not required to, submit photos or drawings from other developments, whether done by Developer 4 or not, to demonstrate concepts which they're considering for the property's development. • Financial Information: Developer's financial capacity, track record, and anticipated funding sources for the project. • Professional References: Three (3) professional references that speak to the quality of work on current or past developments. Contact information should include the name, title, entity, telephone number, email address, and relationship to your firm. • Additional Information: The CDA reserves the right to request additional information during the review period. • Number of Copies: Three hard copies and one electronic copy submitted in PDF format. • Deadline: Responses must be received by mail or hand -delivered no later than 5:00 PM on March 15, 2023. It is the responsibility of each Developer to see that its submission is received by the date and time stated in this RFP. No oral, facsimile, or email submittals will be considered. • Proposals must be submitted to: Chubbuck Development Authority C/O Devin Hillam, Executive Director Chubbuck City Hall 290 E. Linden Ave. Chubbuck, ID 83202 All proposals shall be clearly marked and in an envelope labeled "Redevelopment Proposal — City Hall - West." Proposals will be received at any time during regular Chubbuck City Hall business hours (7:30 a.m.-5:30 p.m., Mondays through Thursdays, and 7:30 a.m.-11:30 a.m., Fridays, excluding holidays). Hand -delivered proposals may be delivered to the permitting reception desk located on the Vt floor of Chubbuck City Hall. ■ Questions due in writing by February 28, 2023: All questions must be put in writing by February 28th and emailed to dhillam@cityofchubbuck.us. Staff will respond to questions as quickly as possible in writing and will post responses on the CDA's webpage. Other updates will also be posted on the webpage and emailed, if staff have been notified of your interest in submitting a proposal and provided a contact email. 9. TARGET DATES: • Notice published and RFP issued: January 25, 2023 • Proposals due: March 15, 2023 at 5:00 PM 5 • CDA considers proposals and identifies preferred developer: March 21, 2023 • Execution of ANE: 30 days after CDA selection of preferred developer • Execution of DDA: June 29, 2023 • Closing: September 29, 2023, unless sooner designated in DDA 10. ADDITIONAL TERMS AND CONDITIONS: • If selected as the Preferred Developer, 5% of the offer will be required to be deposited with the CDA at the time the parties enter into an ANE. Deposit will be refundable in accordance with the terms of the ANE. • In the event an ANE cannot be finalized within 30 days, the CDA reserves the right, in its sole discretion, to enter into negotiations with the next highest ranked Developer, call for new proposals, or discontinue this selection process. • Any DDA resulting from this RFP shall be subject to final approval by the CDA. • No respondent to this RFP shall offer any gratuities, favors, or anything of monetary value to any official or employee of the CDA or City of Chubbuck for the purpose of influencing consideration of this RFP. • This RFP is not an offer, a contract, or a commitment of any kind by the CDA and does not commit the CDA to sell the property, enter into a DDA or to pay any cost incurred in the preparation of a proposal. The submission of a response to this RFP constitutes an invitation to negotiate with the CDA. • All costs associated with the preparation of a proposal will be the responsibility of the Developer, including but not limited to costs of: delivery, express, parcel post, packing, cartage, insurance, license fees, permits, and bonds. The CDA shall not be liable for any costs incurred by respondents in the preparation or submission of a proposal or participation in the RFP process. • Upon receipt by the CDA, all proposals, including any and all attachments to the proposals, will become the property of the CDA and subject to public disclosure. The CDA will have the right to copy, reproduce, or otherwise dispose of each proposal received. The CDA will be free to use as its own, without payment of any kind or liability therefore, any idea, scheme, technique, suggestion, layout, or plan received during the procurement process. • Failure to provide any of the requested data within the specified submission period may cause the CDA, at its sole discretion, to reject the proposal or require the data to be promptly submitted. • All facts and opinions stated in this RFP and in all supporting documents and data, are based on available information from a variety of sources. No representation or warranty is made with respect to this information. 0 • In the interest of a fair and equitable selection process, the CDA retains sole responsibility to determine the timing, arrangement and method for any presentations during the selection process. Prospective respondents and members of their team are cautioned not to undertake any activities or actions to promote or advertise their qualifications except in the course of Agency sponsored presentations. • The CDA has no responsibility for any expenses incurred by a Developer in the course of responding and/or presenting this or subsequent proposals. • The CDA may terminate the RFP process at any time, for any reason, with no requirement to disclose its reasoning. • The CDA also reserves the right to reject any RFP response at any time, or to terminate any negotiations implied in this RFP or initiated subsequent to it. • The CDA may accept such proposal as it deems to be in the public interest and furtherance of the purposes of the Idaho Urban Renewal Law, the Plan, it may proceed with further selection processes, or it may reject any or all submissions. • The CDA may change any part of the RFP process at any time for any reason. • Developer's participation in this RFP and any communications of any kind, by any individual, at any phase of the RFP process, should not be relied upon or construed as binding unless it is expressly incorporated into a DDA that is fully executed by the parties. ■ While every effort will be made to ensure accurate information in this RFP, neither the CDA, the City of Chubbuck, nor any other public participant or partner, civic group or individual, nor any of their elected officials, officers, agents, employees or consultants, shall be responsible for the accuracy of any information provided to any person as part of this RFP process. All Developers are encouraged to independently verify the accuracy of any information provided. The use of any of this information in the preparation of a response to this request is at the sole risk of the Developer. 11. CONFIDENTIALITY AND PUBLIC RECORDS LAWS: • This RFP is a public process. Therefore, information and materials collected under the RFP are public records. The information that is received by the CDA may be subject to disclosure under the Idaho Public Records Act, Title 74, chapter 1. With the potential exception of some credit data, proprietary information or trade secrets (identified as such by the Developer in the response), it is anticipated that submissions to this RFP will contain little or no material that is exempt from disclosure under the Idaho Public Records Act. Any questions regarding the applicability of the Public Records Law should be addressed by your own legal counsel PRIOR TO SUBMISSION. The CDA will 7 not provide any opinion or guidance on whether or not any information or materials submitted in response to this RFP would be considered exempt from disclosure under Idaho's Public Records Act. Any proprietary or otherwise sensitive information contained in or with any proposals may be subject to potential disclosure. • Accordingly, Developers should take the following steps with respect to any information believed to be exempt from disclosure or confidential. Developer shall segregate any proprietary information or trade secrets and provide an explanation as to why such information should not be deemed a public record, citing the applicable portion of the Idaho Public Records Act. On any items submitted with the RFP that the Developer believes are exempt from disclosure under the Idaho Public Records Act, clearly mark the upper right corner of each page of any such document or material with the word "Exempt". This alone does not mean the document is in fact exempt from disclosure, but the CDA will evaluate any request for exemption and keep the information confidential if permitted by Idaho law. The CDA's disclosure of documents, or any portion of a document, submitted and marked as exempt from disclosure under the Idaho Public Records Act may depend upon official or judicial determinations, made pursuant to the Idaho Public Records Act. Developers, by replying to this RFP, agree to release and hold Agency harmless from any and all liability for disclosing any material or documents included in any proposals submitted to Agency. 12. ABOUT THE CDA: The CDA is the urban renewal agency formed by the City of Chubbuck, Idaho. Since the creation of its first urban renewal plan in 1992, the CDA has been committed to preventing and arresting deterioration of properties, creating a high-quality urban environment, strengthening the tax base by encouraging private development and investment, and planning and developing adequate facilities for parks, open space, and pedestrian and vehicular circulation. The CDA is governed by a seven -member Board of Commissioners which is currently comprised of one Chubbuck City Councilor, one Bannock County Commissioner, three community members, and two vacant seats. The CDA operates under urban renewal regulations of Idaho Code and in accordance with its adopted urban renewal plans. The subject property is located in the City's first urban renewal area, formally called the "Chubbuck Downtown Improvement Project," but informally more commonly referred to as the "1992 Plan." A copy of the plan is on file with the Idaho State Tax Commission and is available at https://tax.idaho.gov/urbren/2017chubbuck.pdf. RFP Approved by Agency on January 17, 2023 M EXHIBIT A: Legal Description of Subject Property Lot 1 Block 1 of Chubbuck City Hall Subdivision Exhibit B: Parcel Boundary per Bannock County Parcel Viewer �} � ���°!, ��• ��_ � . _Tyr - -fir! � r �.,- R fir„ ' • �- k R City Hall - West . Property 'tY irax Ilk A. AMMONVi I tl �fflw >..� Ask (Property outlined in pink) 10 pmr.t ,ter NIX- V..a N%W 42?1 w purr rift . ,..■ I■■■R r.& r1n6lmw S. rye■ LPrw ,57 (R.- L 1117!' F f■.1 PtJ idwf 7f7' Rahb b iM e■M (W- 5 WA$W' F 1 re■a6 ,/j' Ppn An LLC �fP4l.fir Lad PLS 671 /Ri- S 6r2.]i• e 1 Ory N, IIM1YIWY/1 I-1, J4a02005a 15.0' N_8G'11r 7'391H W643.75' i%OCak2 100.j6� _.. I 42. SG' x7.70' 71-�3' 16.146' T`T a •-,^ - CW►. 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Av ar n tirL�hilek�aideg�D r' L-AIJAv �kindenraAv �, ;i'f!1'►11" J�RJ yca r JK Ze – " K+�'aserT,�r "'�►.• '� � M^;;"rK '`• ,�No41.y-S -z- � � � - � / E-vanslLlip n—Alan�o•St it - _ a . • -� p 1 ' r - s de -Ave ye�Peve =t U lJ Raven -Way e; °amc � rr r R to via _ ;`!` PQ --Li e -Rd Exhibit F: Chubbuck Village Resources City Council Resolution Adopting the Chubbuck Village Comprehensive Plan Chapter Amendment, contains new Chapter and appendices: https://forms.cityofchubbuck.us/WebLink/DocView.aspx?id=795923&dbid=0&repo=chu bbuck 2. Complete Zoning Code for Chubbuck Village requirements found at following link: https://codelibrary.amlegaI.com/codes/chubbuckid/latest/chubbuck id/0-0-0-12504 3. Property is subject to requirements of City Code, including but not limited to: Chapter 16: https://codelibrary.amlegal.com/codes/chubbuckid/latest/chubbuck id/0-0-0- 5656 b. Chapter 17: https://codelibrary.amlegal.com/codes/chubbuckid/latest/chubbuck id/0-0-0- 5913 c. Chapter 18: https://codelibrary.amlegaI.com/codes/chubbuckid/latest/chubbuck id/0-0-0- 6874 15 City Hall - West Proposal for Redevelopment for the Chubbuck Development Authority MARCH 14, 2023 I IL 4Sil S.heui IdahCncil r f ofGqupmm9nL�InG. euijl idlfA 8),&Yef to t domt su{ildi&r I A Table of Contents 03 About SICOG and Developer Information 04 Partners 05 Development Team O6 Proposed Purchase Price and Terms 07 Support for Chubbuck Village Vision 08 Development Plan 16 Financial Information 17 References PROPOSAL FOR REDEVELOPMENT About SICOG Southeast Idaho Council of Governments, Inc (SICOG) is the designated Economic Develop District for the Southeaster Idaho region. The organization is a 501c3 non- profit that has worked in this area for 50 years, serving communities and entities in the seven counties of Southeastern Idaho: Bannock, Bear Lake, Bingham, Caribou, Franklin, Oneida, and Power. The Community and Economic Development Division of SICOG has worked with cities, counties, special service districts and local businesses to leverage millions of dollars in grant funding to support infrastructure, recreation, education, workforce development, and small business development. Developer Information Emma Morton Southeast Idaho Council of Governments, Inc. 214 E Center Street, Pocatello, ID 83201 (208) 233-4535 ext.1014 emma.morton@sicog.org www.sicog.org With this strong track record, SICOG anticipates successfully funding the construction of this project through multiple funding agencies and sponsorships. SICOG has been working in partnership with Idaho State University Center for Entrepreneurship and Economic Development (CEED) to identify an ideal off -campus location for an incubator center to serve the immediate community and larger region for years to come. Incubator spaces are an integral part to the business ecosystem providing start- ups and inventors a professional location to grow their concepts. SICOG is excited to bring this venture to Chubbuck and Southeastern Idaho to create sustainable economic development opportunities. S1 Sduthew,s{ Idaho CDuncil 9f QgYq-nngnL%IrK. ftLdZuAg Br&ysr to C aFus>'u iie K3 PROPOSAL FOR REDEVELOPMENT Partners Southeast Idaho Council of Governments (SICOG). SICOG is the designated Economic Develop District for the Southeastern Idaho region. The organization is a 501c3 non-profit that has worked in this area for 50 years, serving communities and entities in all seven counties of Southeastern Idaho. The Community and Economic Development Division of SICOG has worked with cities, counties, special service districts and local businesses to leverage millions of dollars in grant funding to support infrastructure, recreation, education, workforce development, and small business development. /0A7*h &uL4ak� Bridgrs to Caxcaauuu'ties CIBE D CENTER FOR ENTREPRENEURSHIP AND FGONOMIC DPVELOPMFNT Center for Entrepreneurship and Economic Development (CEED). CEED fosters entrepreneurship and economic development in Southeastern Idaho through partnerships with the business community, the Idaho State University College of Business, and the University at large. CEED is a hub for business activity and serves as a one-stop shop for university inventors and business startups. The Center provides the opportunity for start-ups and inventors to make real- world connections and integral resources. Idaho State University College of Business. The College of Business is a main administrative partner with CEED, integrating classroom learning with real- world opportunities to aspiring inventors and entrepreneurs. The College of Business supports Dr. Street as the Director of CEED and works with the Center to access funding resources. 4 PROPOSAL FOR REDEVELOPMENT Project Development Team Emma Morton Ms. Emma Morton is serving as the project lead for this development. COMMUNITY- As the Community-based Economic Development Manager at SICOG, P BASED ECONOMIC she has vast expertise in grant writing, comprehensive planning and DEVELOPMENT ordinance updates, downtown revitalization planning, workforce ' MANAGER development and urban renewal administration. She also works with local and regional partners to complete the Comprehensive Economic Development Strategy for Southeast Idaho giving her valuable insight to the needs and desires of the region. Ms. Morton will lead the coordinating efforts with CEED and other team members from start to finish to develop, fund, and implement this project. This includes leading the grant writing efforts to fund the development and working closely with funders and partners to see that all compliance, reporting and design needs are being met. Aubrey Carlsen Ms. Aubrey Carlsen has a Master's in Urban and Regional Planning and 4F PLANNING comes to SICOG with experience in private development work. Aubrey SPECIALIST will be providing preliminary architecture and design services for the planning of the project until a design professional is engaged. She will work closely with Ms. Morton, the design professional, and the City to ensure the project aligns with the intent of the established Chubbuck Village vision, maximizes the property's capacity to serve the public, and maintains adherence to the applicable zoning codes. Together with the design professional, she will be responsible to ensure all required documents and approvals are in order for development and construction. Jeff Street Dr. Jeff Street is the Director of the Center for Entrepreneurship and DIRECTOR OF CEED Economic Development (CEED) as well as an Associate Professor with Idaho State University's College of Business. He will work closely with the SICOG team during the design phase of the project to ensure that the space is built to fulfill the intent of an incubator space. Once built, Dr. Street will support the daily operations of the center, recruit incubating companies and work with them to graduate from the incubator. A design professional will be engaged upon moving forward with the DESIGN project at this location. The professional will work closely with the PROFESSIONAL SICOG development team to design a site and building that wholly and creatively suits the needs of the relevant partners and general public, complies with City Code and design requirements, and furthers the Chubbuck Village vision. PROPOSAL FOR REDEVELOPMENT Purchase Information Proposed Purchase Price and Terms Purchase Price $0.00 Independent of the assessed value, our preferred purchase price is $0.00 as we can then utilize committed grant funds to the fullest extent toward implementing the project to the highest quality. SICOG plans to use the assessed value of the property as in-kind match to leverage grant dollars. A low-cost option may be considered, we would like to maintain the integrity of this project by putting as much grant funding as possible toward construction and furnishing/equipping the facility rather than towards land acquisition. Purchase Terms • Discussion with City on following: o Address the easements and natural constraints of the lot relative to the zoning regulations o Clarification on parking requirements • Explore the potential for shared parking agreements with the city • Retention of the property ownership by CDA or the City of Chubbuck 6 IU1.1019b0010]:a.11a0:�aX91UAIa011� The Chubbluck Village Vision Commitment to Support Southeast Idaho Council of Governments, Inc, has read all available resources pertaining to the Chubbuck Village, including chapter 16 of the Comprehensive Plan and Chapter 18.19 of City Code, and commits to redevelop the "City Hall - West" property in adherence with the vision set forth. �•e 7 PROPOSAL FOR REDEVELOPMENT Development Plan Overview, Specific Plan, Purpose and Impact Project Plan Overview SICOG will work with relevant city departments and providers to ensure adequate and safe removal of deteriorated conditions on this property. The overall goal of the project is to mitigate blight conditions on the specific property by clearing it for new construction. SICOG's vision for this redevelopment project directly aligns with the City of Chubbuck's goals in creating a village center downtown that is multi -modal friendly and draws people into the area with mixed-use development. We feel this project will meet all the criteria set forth in the Chubbuck Village resources by providing a mixed-use building that draws in and supports local and incubating businesses, houses the Community and Economic Development Division of SICOG, and provides market rate commercial space for a cafe or eatery to serve the local area. In addition to the building itself, SICOG anticipates providing landscaped greenspace that will be available to the public; a multi-purpose space that can be modified for different needs; an alleyway for commercial access to the building that can be activated in creative ways; and a courtyard space at the front of the building where the streetscape has already been completed. Specific Plans, Purpose and Impact We feel that this development vision will directly and successfully impact the growth of a village center for the City of Chubbuck. An incubator space provides a unique opportunity to bring in a diverse population of working professionals and entrepreneurs who are aiming to enter the business community. This population will be drawn to the Chubbuck Village during working hours where they can frequent available amenities—laying the groundwork for the city to attract more businesses into the downtown area by showing the market need. Further, an incubator space is a graduated model, where participating start-ups will be cultivated and made ready to move in to market -rate properties after a maximum of 5 years in the incubator. Already being present in the Village zone will encourage growth within the area as incubator graduates could move into available spaces in the downtown area. 0 PROPOSAL FOR REDEVELOPMENT Plans for the main level prioritize space for business incubation and include areas of graduating levels of privacy and seclusion. There will be a mix of common workspaces with desks, partitioned off co -working areas, and enclosed offices, as well as spaces for collaborative meetings and reservable conference rooms. A select few office and maker spaces will be reserved along portions of the building facing the street for incubator businesses who regularly interface with visitors by selling goods or providing in-person services. A fraction of these may be constructed with their own street entrances to better reach the public. There will also be one or two allotted market -rate commercial spaces to accommodate businesses such as a small cafe or eatery that can serve both the building occupants and downtown visitors. Another priority for the main level will be a large, easily configurable and adaptable common space that can be utilized for conferences, presentations or other events focused on entrepreneurship, business growth and education. Other amenities available to tenants will include a lobby/reception area, common break room, lounge, printing services, and a mail room. The second floor, also accessible to and intended to serve the public, will be a resource center for tenant incubators and local entrepreneurs. Some potential resources to be collocated in these offices will be TECHHELP, SBDC Idaho, Bengal Solutions, EIDC, IWDC and SICOG's Revolving Loan Fund. The second floor can also be utilized for additional co - working and small office space for incubator tenants as needed. The planned third floor of the building will house the SICOG Community and Economic Development Division. This division works for communities and other entities across all seven counties of southeastern Idaho. The presence of their offices in the Chubbuck downtown will not only draw the local community into the village area, but also people from all over the region. A special note related to the funding of this development. SICOG will be utilizing grant funding and local match for this building, as such, the project itself and the Chubbuck Village as a whole will gain attention from agencies or organizations who choose to award funds to the project. This could include visits from representatives of federal agencies or private foundations, press releases, and news articles. 0 PROPOSAL FOR REDEVELOPMENT Funding and Timeline SICOG will be working with multiple grant funders to complete this project, utilizing the property value as match and working with CEED to recruit private sponsors. Given this, the timeframe for funding will potentially be 1-2 years from agreement with CDA on the property. Once funding is in place, construction will be slated for the 24 months following official grant awards and sponsorships. SICOG aims to have the building open and fully operational 5 years from ownership of the parcel. See table below 2023 2024 2025 2026 2027 2028 Development Pre -design Funding Design Competitive Bid Construction Substantial Completion Close-out Opening 10 Ia1.1019b0010]:a.1ia0:�aX91wAIa011� "A�AW1 40 M IN ■ I;i I;ii I;I� Similar Concepts and Designs rM 11 Ia1.101ORES 12.14 a0:UM•M"I Our Concept - General Site Layout 12 PROPOSAL FOR REDEVELOPMENT Our Concept - Floor 1 A Main entrance vestibule B Lobby and reception C ADA restroom D Elevator E Storefront F Restroom G Kitchen space H Private offices/maker space Presentation/conference room J Meeting/breakout rooms K Lounge area L_ Co -working area/configurable sp M utility N Storage 0 Building entrance/exit P Printing services Q SICOG RLF R TECHHELP S SBDCIDAHO T Bengal Solutions U EIDC V SICOG Community & Economic North Eel 00 Sf 13 PROPOSAL FOR REDEVELOPMENT Our Concept - Floor 2 A B C D E F G H I J K L M N O P Q R S T U V Main entrance vestibule Lobby and reception ADA restroom Elevator Storefront Restroom Kitchen space Private offices/maker space Presentation/conference room Meeting/breakout rooms Lounge area Co -working area/configurable sr utility Storage Building entrance/exit Printing services SICOG RLF TECHHELP North SBDCIDAHO Bengal Solutions EIDC SICOG Community & Economic Development 800 sf 14 PROPOSAL FOR REDEVELOPMENT Our Concept - Floor 3 A B C D E F G H J K L M N O P Q R S T U V Main entrance vestibule Lobby and reception ADA restroom Elevator Storefront Restroom Kitchen space Private officesimaker space Presentation/conference room Meeting/breakout rooms Lounge area Co -working area/configurable sp utility Storage Building entrance/exit Printing services SICOG RLF TECHHELP North SBDCIDAHO Bengal Solutions EIDC SICOG Community & Economic Development 800 sf 15 PROPOSAL FOR REDEVELOPMENT Financial Information Anticipated Funding • Economic Development Administration (EDA) Public Works and EAA Programs • USDA -RD RISE Grant • USDA -RD Community Development Initiative Grant • Rural Community Investment Fund • Private grants and sponsorships Capacity and Records See attached financial information for SICOG, including our 2021 Audit Summary and sample project experience. 16 PROPOSAL FOR REDEVELOPMENT References Brian Kress, Superintendent Blackfoot School District #55 (208) 785-8800 kresb@d55.k12.id.us Current contract Steve Allred, City Councilor/Foundation President City of Montpelier/Montpelier Community Foundation (208) 251-2021 allred.steve@gmail.com Current contract Carleen Herring, Economic Development Representative - Idaho U.S. Department of Commerce - EDA (206) 798-7814 cherring@eda.gov Funder Representative SI 8euL1ea4 WaM1oCwixil &u%dak� Brcd9r6 to C&Kueccuutler 17 STATEMENT OF FINANCIAL POSITION SEPTEMBER 1 2021 With summarized comparative totals as of September 30, 2020 $ 850,682 $ 31079,793 $ 3,930,475 $ 2,656,514 LIABILITIES AND NET ASSETS M1l7��111 am/114"I:9 Accounts payable Without With $ 104,925 $ 156,021 Payroll taxes payable Donor Donor 13,373 10,752 Deferred grant revenue Restrictions Restrictions 2021 2020 ASSETS 31,046 - 31,046 24,376 CURRENT ASSETS 24,202 462,825 487,027 389,523 Cash $ 3,381 $ 610,538 $ 613,919 $ 822,181 Receivables from grantors 2,440 5141617 517,057 465,197 Interfund receivable 432,427 54,600 487,027 389,523 Accrued interest - 3,569 3,569 - Accounts receivable 6,284 - 6,284 9,667 Prepaid expenses 2,315 - 2,315 649 Loans receivable - current portion - 88,663 88,663 28,420 446,847 1,271,987 1,718,834 1,715,637 PROPERTY AND EQUIPMENT - NET 379,299 - 379,299 319,775 OTHER ASSETS Investments 24,536 - 24,536 15,263 Loans receivable - net of current portion - 1,807,806 1,807,806 605,839 24,536 1,807,806 1,832,342 621,102 $ 850,682 $ 31079,793 $ 3,930,475 $ 2,656,514 LIABILITIES AND NET ASSETS M1l7��111 am/114"I:9 Accounts payable $ 96,560 $ 8,365 $ 104,925 $ 156,021 Payroll taxes payable 13,373 - 13,373 10,752 Deferred grant revenue 11369 358,172 359,541 315,904 Vacation payable 31,046 - 31,046 24,376 Interfund payable 24,202 462,825 487,027 389,523 Dues received in advance 12,774 - 12,774 13,647 179,324 829,362 1,008,686 910,223 NET ASSETS Without donor restrictions 671,358 - 671,358 6601708 With donor restrictions - 2,250,431 2,250,431 1,085,583 671,358 2,250,431 2,921,789 1,746,291 $ 850,682 $ 3,079,793 $ 3,930,475 $ 2,656,514 5 The notes to financial statements are an integral part of these financial statements STATEMENT OF ACTIVITIES FOR THE YEAR ENDED SEPTEMBER 30, 2021 summarizedWith comparative• of -• •- 1 2020 Without '1 1` - Operating fund Without With 1667186 1531867 Programs Donor Donor Area agency on aging Restrictions Restrictions 2021 2020 REVENUES 393,801 - 393,801 262,778 Grant and program revenues $ - $ 3,572,722 $ 315721722 $ 2,063,401 Matching funds - 21075,964 2,0751964 2,1751697 Investment return 131197 86,350 99,547 49,108 Other revenues and reimbursements 148,031 - 1481031 146,292 Net assets released from restrictions 4,5531935 (4,553,935) - - Mobility support services programs 4,715,163 1,181,101 5,896,264 41434,498 Operating fund 166,186 - 1667186 1531867 Programs Area agency on aging 3,975,756 - 3,975,756 3,899,404 Economic development 393,801 - 393,801 262,778 EDA - Revolving loan fund 28,041 - 281041 23,814 EDA - Revolving loan fund CARES 58,798 - 58,798 664 Intermediary re -lending 1,951 - 1,951 2,938 RDA microloan program 610 - 610 886 SRBBA program 2,584 - 2,584 - Mobility support services programs 92,394 - 92,394 73,274 41720,121 - 4,720,121 4,417,625 CHANGES IN NET ASSETS (4,958) 1,181,101 1,176,143 16,873 GINNING NET ASSETS 660,708 1,0851583 1,746,291 1,729,418 RETURN OF CAPITAL - (16,253) (16,253) - CONTRIBUTED CAPITAL 15,608 - 15,608 - ENDING NET ASSETS $ 671,358 $ 2,250,431 $ 2,921,789 $ 1,746,291 6 The notes to financial statements are an integral part of these financial statements Project Information Point of Contact Idaho State University Career and Technical Training Center - CURRENT Architect Lombard Conrad Architacts Debra Ronnie -Berg - Dean, College of Technology Funder: EDA, private match Total Project Cost: $ 4,453,881.58 Blackfoot Career and Technical Education Center - CURRENT Architect: GPC Architects Brian Kress, Superintendent Funder: EDA, local contributions Total Project Cost: $ 6,652,880.00 Montpelier Downtown Revitalization - CURRENT Architect Meyers Anderson Steve Allred, City Council Funder: CDBG, private and local contributions Total Project Cost: $ 2,911,994.00 Malad Wastewater Storage Phase 1 - CURRENT Engineer: JUB- Pocatello loan Hawkins, Mayor Funder: CDBG, USDA -RD, ACOE Total Project Cost: $ 11,450,000.00 Weston Broadband - CLOSED Engineer: Direct Communications Greg Garnder, Mayor Funder: ID Commerce, CARES Total Project Cost: $ 2,911,992.00 CHUBBUCI( The urban renewal agency in the City of Chubbuck, Idaho Located in Chubbuck City Hall 290 E Linden Ave Chubbuck, ID 83202 To: CDA Board of Commissioners From: Ashley Ford-Squyres, Executive Director Date: November 13, 2024 RE: Items IV.9: Urban Land Institute Technical Assistance Panel Recommendations and Next Steps Please find the following attachments for this item: ■ The ULI TAP Presentation ■ A summary of the ULI TAP recommendations ■ A timeline for the recommendations ■ A draft potential URD map as collaborated by Devin and Ashley and informed by the ULI TAP recommendations The goal for Tuesday is for the Board to discuss the ULI TAP recommendations; begin to sort the recommendations into priorities and next steps; and to review the draft boundary of a potential URD to create a new downtown district. it I ULI Technic@al City of Chubbuck, Idaho ILL _4 I I OEVELOPtdEHT u T H 0 R I T Y About she �Irban I ani' lnqtitute ULI Mission: Shape the future of the built environment for transformative impact in communities worldwide A multi -disciplinary membership organization with more than 48,000 members in private enterprise and public service. ULI Idaho includes all of Idaho and Montana What the Urban Land Institute does: Conducts research Provides a forum for sharing of best practices Writes, edits, and publishes books and magazines Organizes and conducts meetings Directs outreach programs Conducts Technical Assistance Panels (TAPs) and Advisory Service Panels Idaho Panrl..Iists and Staf* Selected for their subject matter expertise to provide objective, volunteer recommendations Christine Richman (Panel Chair) GSBS Salt Lake City, UT Nathan Murray Idaho Power Twin Falls, ID Chris Dwyer POSS Architecture &Interior Design Boise, ID Idaho Chris Meyer Parkwood Business Properties Coeur d'Alene, ID Nina Schaeffer Jacobs Solutions Boise, ID Ethan Mansfield Hawkins Boise, ID Ka ren Sander HDR Engineering, Inc. Boise, ID Brad Cramer (Report Writer) Perspective Planning and Consulting Idaho Falls, ID Karlee May (Staff) Urban Land Institute - Idaho Boise, ID Scope and Panel Questions Idaho PANEL QUESTIONS 1. Review the current downtown ordinance. As this area looks to support economic growth and encourage development and redevelopment in this area, identify what, if any, potential impediments exist within the ordinance? What specific elements are impacting short term and long term development? What are some best practice rooted solutions or alternatives that could be considered for this area 2. Consider the identified boundary for corridor redevelopment (downtown and Yellowstone corridors). Does this area: • Meet the needs of appropriate size and scale to foster the facilitation of a downtown core and successful redevelopment corridor? • Are there land areas or nearby parcels that should be included? What should the boundaries for this impact area be? • What is the best path forward for improving and enhancing the existing streetscapes/pedestrian facilities in this proposed area. 3. With a Corridor redevelopment in mind, what are the identified needs and desired amenities facing the downtown area? 4. Given the current resources available what recommendations can be made to apply those Idaho resources to encourage the desired growth. IN • DAYS OVER INTERVIEWS NNE HAVE LEARNED A LOT Idaho Citi o CHUBBUCI( ioAeo Chubbuck has a great future Past actions have created opportunities Great moment to assess and recalibrate Idaho i r . Sk AMP KNUDSEN BLVD EVANS LN. f, r' I .�, x•n f - _ . I■p${ I 3h,. _ 01� LEGEND r --. .. - $ 1 }' • F, 41 .- '•. �� ��� �. �' '. � � : - �� -. � • .�.'�� `� STUDY AREA • �.. rr - f. BOUNDARY ji FUTURE R W _ _ ,f. -- '�,,.rt.-.CHAD ' � __ � is t `'.+* '•�' 'r� !I _ .s�.^ - �� _7 I _ .•, 1I.f UPDATED STREET eft -.. 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SIGNAGE/ART/ WAYFINDING W: VA Uses anticipated in Northgate/New Day Rd Interchange Area • Commercial and mixed-use residential development • Potential lifestyle center BARRIERS TO ACCESS • Challenges E/W and N/S connectivity • Railroad creates challenges providing E/W connectivity to site limited by existing businesses BARRIERS TO ACCESS Idaho 'ellowstone Blvd Design m m m BARRIERS TO ACCESS 1 Idaho Yellowstone Blvd Design -Turn Lane BARRIERS TO ACCESS- SAFETY IMPROVEMENTS a Pedestrian Island Idaho Bulb Out Crossings CREATING ACCESS IC;bh Greenbelt Pa rke nter is Mallard Dr .7 IqI f 4 MIN Downtown Vii Grao nth ph Idaho "I ry i NEW DAY PKW"Y'. . — r r J a i YELL W T NE AVE. s - � v. TriLl r _ 1Gas,i• i�i� i� BMW I Ink* oun H BB . K F D. :;� yap ■� r ,, s3,,iE 70 tim a-!: 4 JL LEGEND PROPOSED URBAN RENEWAL BOUNDARY FUTURE ROAD UPDATED STREET SECTION FUTURE RFP DEVELOPMENT FUTURE REDEVELOPMENT FUTURE DEVELOPMENT UNDER DEVELOPMENT ITO SIGNAGE/ART/ WAYFINDING OHUBBU K BIKE WAY Imismimim .1.1.1.1.1.1.1.1 ................ IDENTITY m PEACEMAKING Welcome to Chubbuck Median Signage Banners Landscaping &Beautification Idaho IDENTITY -BRANDING Establish a consistent brand that is used throughout district. N A -U",qq Idaho L ,I - IDENTITY -IMPLEMENTATION Banners and Signage Websites Communication - Press Releases Events Idaho .. rr 0, iii: r 1 U i r_ IP6, a, � Sr T } y 1 -L 4 - f -,L 7-d�r` ' 1- PENNON r r 1 r' • r , ■ r' , r _ �� '� - 1 '�� •� _ � III •� T Ir � _ .. - •C}' _ + .'� 71 1 lb •T MEN IIL . . ...... 04 T or - J' V•. A _ • J +'� J % JLC 'I L — r 1VEL I r. - r J r t UL . 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La - 4 r �- Am _94.r F kdf A Center that Defines Chubbuck Densify the Core Good Growth Idaho • • Spaces Things That Need Sharpening • Brand Identity • Access and Receiving Areas • Programming Spaces • Location of Density • How to Incentivize and Pay for it. .r r I r �1ac I � � 7�dl RECOMMENDATIONS • Think bigger • Create two Gateways connected by a boulevard • Hone the vision for the Chubbuck Village • Reenergize community engagement • Brand Chubbuck Village • Create and implement wayfinding, signage, and public art strategies • Improve bike/ped connectivity and amenities • Program public spaces WE WANT TO BE "SPECIAL. DIFFERENT,, BETTER"" Idaho Create redevelopment Resolve the assessed area (Village, West Implementation of Yellowstone Boulevard value issue to facilitate Village, and Yellowstone redevelopment improvements creation of the Chubbuck Ave.) Village Center URA Identify development partners for the Plan, design and Complete revised grid and Identify and start mapping construction of a implement expanded street improvements in the wayfinding route convention hotel in the community event space Village and West Village village west area Create public Begin the community Implement community engagement strategy to branding process branding and Bury power lines hone vision and plan wayfinding Review existing zoning codes Create a wayfinding Hire staff to implement, for Northgate area to ensure strategy program, and maintain desired development type improvements Idaho AMM P-1 ROL CITY HALL L WE ARE FAMILY F. cc U%j- ff-15% 11 COMMUKITY 7--r— --- - ' y .. r � - _, - `..•fie, •hA,'t r i;.r�i`.`„f'g• K - - ,ir ., ..:L' - -,"�:.,t..... 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DIFFERENT,, BETTER"" Idaho Create redevelopment Resolve the assessed area (Village, West Implementation of Yellowstone Boulevard value issue to facilitate Village, and Yellowstone redevelopment improvements creation of the Chubbuck Ave.) Village Center URA Identify development partners for the Plan, design and Complete revised grid and Identify and start mapping construction of a implement expanded street improvements in the wayfinding route convention hotel in the community event space Village and West Village village west area Create public Begin the community Implement community engagement strategy to branding process branding and Bury power lines hone vision and plan wayfinding Review existing zoning codes Create a wayfinding Hire staff to implement, for Northgate area to ensure strategy program, and maintain desired development type improvements Idaho ArcG15 Web Map Ir■ sar' - �e r t NS' �+.r�� tai'• i�. �7 I rl 4r, rztfa,r.r 1 Imo': 7 7 y LA It,' �'f`: 'Iji `I '� 11t 71611 " .. � r l:�1�- r li l71 � �,�� via to?* r f c iw r ter_ 7elid ► - 4 t� rl{r t I 4�6\,r�G 4 I p�Lll�lif, 64 or Him ,I L 1N# rl s 'r' 4 4 r .'Ira + -. rE Y r Poll yL' 1 F °t1r A, .' 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Ju•. i i�' ° .�7v oi 7.11!II1�.,` x r7 ifs CF i.rrir.�l��L..'. r Y .�'' ..,1 t+l._•�.� Iry }' 'ter, IL , I mp 11/6/2024, 10:41:25 AM 1:18,056 0 0.1 0.2 0.4 mi Pict2023CIipA.tif Pict2023C1ipB.tif Roads 0 0.17 0.35 0.7 km Red: Band -1 Red: Band -1 Freeway Green: Band -2 Green: Band -2 Major Arterial Blue: Band -3 Blue: Band -3 Minor Arterial Esri, NASA, NGA, USGS, FEMA, Esri Community Maps Contributors, Esri, Tom-rom, Garmin, SafeGraph, GeoTechnologies, Inc, METUNASA, USGS, Parcels Building Footprints Bureau of Land Management, EPA, NPS, US Census Bureau, USDA, USFWS BC—centerlines—AOI City Limits ArcGIS WebAppBuilder CHUBBUCI( The urban renewal agency in the City of Chubbuck, Idaho To: CDA Board of Commissioners From: Ashley Ford-Squyres, Executive Director Date: November 13, 2024 RE: Items IVA0: Redevelopment Association of Idaho Located in Chubbuck City Hall 290 E Linden Ave Chubbuck, ID 83202 As Chairwoman Baumeister will be leaving the CDA, we would like to have a CDA board member fill her seat on the RAI Board. Some general information regarding the RAI is attached. Urban Renewal: An Essential Tool for Idaho Cities The ability to utilize tax increment revenue and financing is a vital tool for Idaho cities to improve public infrastructure; redevelop deteriorating areas; and encourage economic development, resulting in new jobs and expanded opportunities for Idaho residents. These improvements add millions of dollars in new revenue for the state, counties and cities through increased property, sales and income tax revenue. Urban renewal dollars used to improve and expand public facilities and infrastructure benefits not only those living within an urban renewal area but for those living and doing business in adjacent areas as well, making Idaho cities more livable and productive. • Improve public infrastructure • Redevelop deteriorating areas • Encourage economic development All Idaho cities are unique with different challenges and opportunities, making the versatility of the urban renewal tool crucial to their success. Regardless of the public facility improvement need, urban renewal allows cities to fund improvements that could not be made without it and provides a vital tool to capitalize on economic development opportunities, resulting in revitalized and re -energized communities. This pamphlet illustrates just a few of the hundreds of Idaho urban renewal public improvement projects, showcasing the importance of urban renewal to local communities. Who We Are The Redevelopment Association of Idaho, Inc. (RAI) is composed of urban renewal/ redevelopment agencies and affiliated organizations from across the state of Idaho. The Association has no paid staff and is governed by a volunteer Board of Directors composed of local redevelopment agency members. Association Objectives • To create a forum to facilitate communication between and among Idaho redevelopment practitioners and to facilitate compliance with applicable state law and regulation; • To collect and organize useful information to facilitate public understanding of urban renewal activities and practices in the state; • To improve accountability and advance the effectiveness of the redevelopment tool through the proper formation and management of urban renewal agencies throughout the state. RAI Members Twenty-nine (of the 43) Urban renewal agencies from across the state are RAI members, representing cities ranging in size from Driggs (population 1439) to Boise (population 205,671) and every size in between. Thes( agencies have different missions that are particular to their own community needs. In addition, there are also ten affiliate members, organizations that support and participate in urban renewal activities. Redevelopment Association of Idaho, Inc. P.O. Box 1539 Boise. Idaho 83701 P 1: ME Lewiston The Lewiston URA reconstructed 2,616" of First and Fifth Streets with full utilities, fiber, road surface, grade and alignment, landscaping, decorative lighting, pedestrian amenities, bike path and gateway features that link downtown with the river corridor to encourage new private development. �. V Twin Falls Clif Bar will build its first bakery in Twin Falls in spring 2015, investing $160 million and creating 450 skilled jobs. The City, the urban renewal agency, and the State will provide approximately $25 million to build needed public infrastructure to support their operations, with about 75% of those funds coming from Clif Bar's TIF property taxes. The plant is located adjacent to Chobani's site, with their combined infrastructure strengthening Twin Falls economic development potential. Pre - URAIFIFF Poll - URA1TIFF Garden City A 750,000 gallon water reservoir, the first ever in Garden City, was funded by the urban renewal agency. With this new infrastructure in place, residents and businesses are now assured of adequate year-round water supplies and emergency fire flow needs. This project, located in a deteriorating, older part of the city, also provides a solid base for private redevelopment that did not previously exist. IN Pocatello What once was a blighted area of aged housing, abandoned vehicles, and an old warehouse, is now a vibrant area with 723 jobs. Over $9.3 million in new public infrastructure was funded by $7,150,000 in urban renewal bonds. New infrastructure included: roads, curbs and gutters, sidewalks, sanitary sewer, water, storm water, lighting, upgrades on three traffic signals and upgraded utilities. Recent refinance of debt will save over $2 million and allow the District to close 4-5 years in advance. ' eur d'Alene he Riverstone mixed-use development s located adjacent to the Spokane River in Coeur d'Alene. With public facility funding from the LCDC, Riverstone developers transformed an abandoned mber mill site and extensive gravel into a 155 -acre "urban village". There rrently 77 new businesses located at Riverstone with more than 800 employees. The LCDC committed funding for public improvements such as roads, streetscaping, sewer and water lines, and traffic signals, to get the development off the ground. Mountain Nome The urban renewal agency provided $2 million in public facility infrastructure and site compaction materials to assist in the placement of a new, 212,000 sq. ft. Marathon Cheese packaging facility. The company continues to expand this facility and currently employs over 400 people, full time with benefits, all new jobs in Mountain Home.