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Development Agreement - 2024 - East End Marketplace DA MOD - 9/17/2024ADA COUNTY RECORDER Trent Tripple BOISE IDAHO Pgs=37 VICTORIA BAILEY CITY OF EAGLE, IDAHO 2024-051839 09/18/2024 08:48 AM NO FEE Recording Requested By and When Recorded Return to: Planning and Zoning Administrator City of Eagie P.O. Box 1520 Eagle Tdaho 83616 For Recording Purposes Do Not Write Above This Line AMENDED AND RESTATED DEVELOPMENT AGREEMENT This Amended and Restated Development .Agreement (this "Development Agreement"), nia.de and entered into on the date as indicated herein, by and between the CITY OF EAGLE, a municipal corporation in the State of Idaho ("Eagle"), and :THE CHARTER. SCHOOL FUND - ORO VALLEY, LLC ("Owner'"). WHEREAS, Owner is the owner of record of certain real estate consisting of six (6) parcels, Ada County Parcel numbers SO515223352, 50515223357, :S0515223376, S0515223195, S0515223415, and SO515223432 ('Property"), as specifically defined in the attached legal description (Exhibit: A), and shown on the Concept ept Plan (Exhibits 13-:1 and -2), which is a portion of the site subject of an application for rezone., identified as Eagle Rezone Application No. RZ-11-15 and which is subject to an application for modification of deveiopnme:nt agreement, identified as Eagle Rezone Modification Application No. RZ-1 1- 15 MOD; and WHEREAS, upon recordation of this Development Agreement, that certain Development. A.greement recorded in the real property records of A.da County, Idaho, on April 2S, 2016, as instrument number. 2.0E6-035523 (the "Original Development Agreement") shall be void and of no further force or effect on the Property; and WHEREAS, Owner has previously been. approved for a modification to the original rezone (RZ- 11-15) associated with theProperty pursuant to Rezone Application No.-1 l-lam MOD, wh ich modification is implemented within the Original Development Agreement and subsequently implemented within this Development Agreement; and WHEREAS, the proposed development includes properties within an area that, at the time the Original Development Agreement was recorded, was designated on the Land Use Map of the Comprehensive Plan as Comrereial and. zoned MU-DA (Mixed Use with a development agreement in lieu of a Conditional Use Perrnitj) and C-2-DA (General Business District with a development agreement): and.. WHEREAS, Owner has developed a senior housing residential use and desires to develop commercial uses as generally shown on the Concept Plan (Exhibits 13_1 and 13-2); and • WHEREAS, the City Connell of Eagle has determined that the scope of any commercial and senior housing residential project upon the Property must be limited to prevent -undue damage to, and to otherwise he in hai,nony with, the existing cominur ity; and ,..-age 1 of 1 K:' 'ianniug Dec+.',Eagle Appliaations3Z&J 2G: 5\RZ-11-1; MOD . Eat Ead hat Piace\DA\E..aat End blare; Pl1ee CA CC FNL. V:.Rdoaa WHEREAS, the intent of this Amended and Restated Developnment Agreement is to protect the Owner's right to use, enjoy and develop 1:he Property. while at the same, time limit any adverse impacts of the development upon neighboring properties and the existing community and ensure the Property' is developed in a manner consistent with gage's Comprehensive Plan and City Code; and WHEREAS, Owner have agreed to the use restrictions and other limitations set forth herein upon the use and development of the Property and has consented to a C,-2-:1)A (General Business District with a development agreement) and MU-DA (Mixed Use with a development agreement in lieu of a Conditional Ljse: Permit]) zoning designations fbr the Property with the requirements set ford: in the Original. Development Agreement as replaced by this Amended and Restated Development: Agree:x:ent; and WHEREAS, AS, .1.e City Council has determined that, in accordance with Eagle City Code Section 88- 2-1. the Original )Development .Agreei h. t, as amended and restated by this .Development Agreement, are to be used in lieu of the conditional use process; and WHEREAS, Owner have provided Eagle with affidavits agreeing to submit the Property to a development agreement (Exhibit C) pursuant to Eagle City Code Section 8.10-1(C)(1); and WHEREAS, all exhibits mentioned herein are attached hereto and are incorporated herein by reference; and AGREEMENT In consideration of the mutual covenants contained herein, the parties agreed as follows: pARTICLEI LEGAL AUTHORITY This Development Agreement is made pursuant to and in accordance with the provisions of Idaho Code Section 67-6511 A and Eagle City Code, Title 8, Chapter 10, ARTICLE II ZONING ORDINANCE AMENDMENT Eagle has adopted ordinances amending the Eagle Zoning Ordinance to rezone the Property to C-2-DA and MU-DA, stubiect to the provisions of the Original Development Agreement, and as specifically set forth previously in Ordinance No, 752 which became effective after its passage, approval, and publication on April 18, 2016, ARIICL_E III CONDITIONS OF DEVELOPMENT 3.1 Owner will develop the Property subject to the conditions and limitations set forth in this .Agreement. Further, Owner will submit such applications regarding fioodplain development permit review, design review, preiinh:ii;aiy and final plat reviews, and%or any conditional use permits, if applicable, and any other applicable applications as may he required by the Eagle City Code, which shall comply with the Eagle City Code, as it exists at the time such applications are made except as otherwise provided within this Agreement. The intent of this Agreement: is to allow sufficient flexibility at the time of detailed planning and Page 2 of 11 K'Planning 17)cp0Fap1h Applications ',BZ&A'3uE5 2-11-35 M'))) East End '.1kt Fiaceli)A':E:asz End Mark 1'f8ce DA CC FIv2. DER.docx platting while still maintaining the general intent of the Conceptual Plan. with the requirements set forth in this Agreement. Specific design elements shall be clarified during the platting and design review application processes. 3.2 The Concept Plan (Exhibits B-1 and B-2) represents the Owner's current concept for completion of the project. As the Concept Plan evolves, the City understands and agrees that certain changes in that concept may occur. If -the city determines that any such changes require additional public comment due to potential impacts on surrounding property or the community, a public hearing shall be held on any proposed changes in the Concept Plan, and notice shall be provided as may he required by the City. However, the residential portion of this development proposal located -within the MU-DA (Mixed Use with a development agreement) zoning district is recognized by Eagle and Owner as a desired component to a mixed use development. A residential component of similar size and area to that depicted on the Concept Pan with the provisions and allowances contained herein: shall be maintained. 3.3 The total number of residential units on the Property (within area zoned MU-DA) shall not exceed 48-units in the aggregate. Development of the residential portion of the Property will be permitted through the Design Review process and future conditional use permits for the residential development will. be required. 3.4 The Setbacks for the Multi -Family units shall be as follows: North Property Line (East State Street): 2-feet South Property Line 10-feet East Property Line (East McGrath Road) 1(-feet West Property Line (Commercial Area) iO-feet 3.5 Owner shall provide landscaping located between East State Street and the multi -family building cominensurate with planting requirements pursuant to. Eagle City Code Se.,ction 8-2A-7(3)(4)(a). The landscape plan shall be reviewed and approved by the Design Review Board prior to submittal of a final plat application or prior to the issuance of any building permits, whichever occurs first, 3.6 The proposed building height of the multi -family structure shalt not exceed 40-fee.t in height as slichvo on the submitted. building elevation (Exhibits D). 3.7 The multi -family building shall be constructed utilizing a "Craftsman" style of architecture similar, but not limited to, the architecture shown on Exhibits a The commercial/retail buildings shall be constructed utilizing "Italiariate, Craftsman, and/or Mediterranean," style architecture and as shown. en Exhibits E. The multi -family building and commercial buildings shall be designed in. conformance, sAdth the Eagle Architecture and Site Design, Book -utilizing four-sided architecture. Eagle Design Review Board and City Council approval of the detailed architectural plans for the developmentis required, prior to the issuance of building permits for commerciallretail buildings, 3.8 The commercial area of the Property as depicted on the Concept Plan is to be developed with a combination of retail, restaurant, office, and bank uses allowed within Eagle City Code Section 8-2- 3 "Official Schedule of District Regulations" under the C-2 zoning, designation. The commercial area shall be limited to a maximum of 80,000-square feet of enclosed area (i.e., enclosed with walls and roof). No commercial building footprint shall exceed 30,000-square feet of enclosed area (i.e., enclosed with walls and roof). 3.9 Except for the limitations and allowances expressly set forth above and the other terms of this Agreement, the, Property can be developed and used consistent with the General Business District and Mixed Use District land uses allowed by the Eagle City Code Section 8-2-3 "Official Schedule of District Regulations", existing at the time a design review application or conditional use permit Page 3 of 11 K: Plamleg Applicadolr,:ai&ALle iSaZ -11-15 MOD E3stE.d Nild ?lace DA:\ Ebst Eoct Marke.:Plac, DA CC EN', VER.doc,.: application (whichever the case may be) is made for individual building use. Ali uses shown as "P" permitted -under the C-2 zoning designation wit in Eagle City Code Section 8-2-3 "Official Schedule of District Regulations," shall be considered permitted uses and all uses shown as "C" conditional uses under the C_2 zoning designation shall require a conditional use permit. The following uses which are shown as "C" conditional uses under the MTJ zoning designation within Eagle City Code Section 8-2-3 "Official Schedule of District Regulations," shall be permitter uses on the Property: * Multi -Family Dwelling in addition to ail other uses prohibited -within said section of Eagle City Code and on the entire Property as noted above, the following uses shale also be prohibited on the Property: • Adult Business; • Equipn-ient Rental and Sales Yard; • Kennel; • Nursery, plant materials; to Small Engine Repair; • Storage (enclosed building) • Storage (fenced area) 3.10 The Restaurants (with drive -through) shall be limited to Pads 1, 3, and 5. Owner shall provide a mininnuni forty-eight inch (48") buffer (berm, decorative block wall, cultured stone, decorative rock, or similarly designed concrete wall) between the restaurant drive through lanes and the ad acent roadway to reduce the impact of the vehicles utilizing the drive through lanes (i.e. vehicle headlights and vehicle cueing). 3.11 Owner shall comply with all applicable Eagle Sewer District's regulations and conditions prior to the issuance of a building permit. Prior to issuance of any building permits, Owner shall provide proof of central sewer Service with any application for building permit. A Letter of approval shall be nrovide,d to the City from the. Idaho Department of Health and Welfare, Department of Environmental Quality, and/or Central District Health, prior to issuance of any building permits. 3. €:! The development is to incorporate public art, water features, or other features of interest andpedestrian amenities ies which encourage pedestrian use (i.e.: outdoor drinking fountains, benches, table~ etc.). The amenities shall be reviewed and approved by the Design Review Board prior 1:o the issuance of a Zoning Certificate. 3.13 Owner shall submit a design review application showing at a minimum; 1) proposed development signage, 2) planting details within the proposed and required landscape islands and all common areas throughout the development, 3) landscape screening details and buffering for the multi -family residential units located adjacent to East State Street 4) elevation plans for all proposed common area structures and irrigation pump house (if proposed), 5) landscape screening details of the irrigal:ion pump house (if proposed), 6 useable amenities such as benches, picnic tables, covered shelters, benches, gazebos, and/or similar amenities. The design review application shall be reviewed and approved by the Eagle Design Review Board and City Council prior to the submittal of a final plat application, or prior to the issuance of a building permit, whichever occurs first, 3.14 Owner shall provide an Existing Tree _inventory Map (inclusive of species and size) with the submittal of a Design Review application. Owner shall provide a narrative with the Existing Tree Inventory Map indicating how the trees will be incorporated into the design of the subdivision or mitigated prior to removal of the trees. No trees shall be removed from the site prior to City approval of a tree removal oval Page. =l. of 11 K.'3'iaaaiav Dept Eaz3e Applics;inasVRZ&A\20i 5,22.11-1.5 MOD East End Mkt ?Laze`,DA.E,x,t Ead Market Piers DA CC F5C. VE5: ocx plan and replacement plan. All living trees that do not encroach upon the buildable area on any lot shall be preserved, unless otherwise determined by the Design Review Board. .A detailed landscape plan showing bow the trees will be integrated into the open space areas (unless approved for removal by the Design Review Board) shall be provided for Design Review Board approval prior to the submittal of a final plat. 3.16 Owner shall provide and construct, in accordance with the provisions of Eagle City Code Section 9- 4-1-6, a minimum ten foot (10') wide public sidewalk along, the portion of the Property located adjacent to State Highway 44 and East Edgev,food Lane. The public sidewalk shall be constructed prior to issuance of a Certificate of Occupancy for the first structure on. the site. The specific location and design of the sidewalk shall be approved by the City of Eagle Park and Pathway Development Commission prior to submittal of a design review application. The public sidewalkshall be located in a recorded easement or easements dedicated to and accepted. by Eagle as provided. in Eagle City Code Section 9-4-1--6(E) (2). The instrument number of the recorded easement or easements shall he referenced on the face of the plat, upon recordation of the final plat(s) wherein the public sidewalk is located, 3.17 Owner shall install a three foot (3') high landscaped benn. (measured from the centerline of State Highway 44), or alternative method, within a 30-foot wide easement located adjacent to State Highway 44. The berm area shall be landscaped with the following plants per one hundred (100) linear feet of right of way: two (2) shade trees, three (3) evergreen trees, and twenty four (2.4) shrubs. Each required shade tree may be substituted -with one (I) flowering/omamental tree, provided that not more than fifty percent (50%) of the shade trees are substituted. The total number of trees shall be twenty-five (25) and the total number of shrubs shall be four hundred and seventy-five (475) as depicted in the plan provided on December 15, 2015 (Exhibits F). The landscape plan shall be reviewed and approved by the Design Review Board and City Council prior to issuance of a Zoning Certificate for construction of any commercial buildings located within the parcels adjacent to State Highway 44. 3.18 The parking for the site shall be in conformance with Eagle City Code Section 8-4-5: Schedule of Parking Requirements; except that, the senior housing shall be permitted 1..5-spaceldwelling unit inclusive of one (1) space covered/dwelling unit. 3.19 Loading facilities or docks shall riot be located on the south side of structures, where visible from State Highway 44; however, deliveries may be received on the south side of the building. 3.20 Owner shall comply with all requirements of the Ada County Highway District and/or the Idaho Transportation Department-, including but not limited to approval of the drainage system, curbs, gutters, streets and sidewalks. Eagle acknowledges the applicant is applying for an access point. to South Edgewood Lane and, if the applicable transportation agency with jurisdiction approves the access point, the City acknowledges the access point as approved can be incorporated into the design of the project. 3.21 Residential units shall comply with the U.S, Housing and Urban Development Senior Housing requirements for "55 year or older" housing. The multi -family de.veloment shall be for senior housing only. 3.22 Tri addition to the landscaping required pursuant to Condition of Development 3.17 (above), the landscaping plan shall show enhanced landscaping located between the parking areas and State Highway 44 (at a minimum as shown on Exhibits T). The landscaping plan shall be 'reviewed and approved hy the Design Review Board and City Council prior to issuance of a Zoning Certificate for construction of any cominereial buildings located within the parcels adjacent to State Highway 44. 3.23 Owner shall work with ACHD to stripe/improve McGrath Road prior to the issuance of a zoning certificate. Page5ofit K: i'la4nmg Applica,ionLAR'2,61:AV21; -; 1 -f 5 MOD Hest End M14 Ptact,DA E3st E Mark,t T'ace DA CC LW... VliR.docx. AFFIDAVIT 'IT OF PROPERTY OWNERS Affidavits of the Owner is attached hereto and incorporated by reference herein agrees to subject the Property lo i:his Development Afr ee ne:Ent (Exhibit C) and be hotmd thereby, and comply- with and be bound by the provisions set forth in Idaho Code Section 67-651 lA and Eagle City Code Section 840-1 shall be provided and is incorporated herein by reference. ARTICLE IV DEFAULT 5.1 In the event the Owners fail to comply with the commitments set forth herein, within thirty (330? days of written notice of such failure from Eagle, Eagle shall have the right, without prejudice to any other rights or remedies, to cure, such default or enjoin such violation and otherwise enforce, the requirements nts contained it this Development Agreement or to terminate the Development Agreement following the process established in Eagle City Code Section S••lO" €. 5.2 If required. to proceed in a court of law or equity to enforce any provision of this Development Agreement, Eagle shall be entitled to recover all direct out-c>fpocket. costs „o incurred to cure or enjoin such default and to enforce the corranitinents contained in. this Development Agreement, including attorneys' fees and court costs. 5.3 If the terms of this Development Agreement expires prior to completion of the Conditions of Development or without an amendment to this Agreeinent for its extension being in process in accordance with the notice and' hearing provisions of Idaho Code Section d 7 65t09, as required by Eagle. City Code Section S -10-1. use of the property shall be limited to those uses allowed within art A-R (Agi'iculthra€-'Residential) zoning; designation until Eagle enacts and records an ordinance changing the property to the A-1'. (Agn dti ial..R.; siclenti,:l) zoning; desi;gliai:ion. ARTICLE UNENFORCEABLE PROVISIONS Subject to terms of Section 5.3 above, if any term, provision, commitment, or restriction of this Agreement or the application thereof to any party or circumstances shall, to any extent, be held invalid or unenforceable, the remainder of this instrument shall nevertheless remain in full force and effect and that portion dete:rrnnzed to be invalid or unenforceable shall be re -negotiated in good faith between Owner(s) (or other appropriate party) and Eagle. ARTICLE \TT ASSIGNMENT AND TRANSFER After its execution, the Development Agreement shall be recorded in the office of the County R.ecorder at the expense of the Owner. Each commitment and restriction on the development shall be a burden on the Property, shall be appurtenant to and for the benefit of the property, adjacent property, and other residential property near the Property and shall run with the land. This Development Agreement shall be binding on the Owner and owners, and their respective heirs, administrators, executors, agents, legal representatives, successors, and assigns; provided, however, that if all or any portion of the development is sold, the sellers shall thereupon be released and discharged from any and all Obligations in connection with the property soul arising under this Agreement. The new owner of the Property or any portion thereof (including, without limitation, any owner who acquires its interest by foreclosure, trustee's sale or otherwise) shall be bound by and liable for all commitments and otter obligations arising under this Agreement with respect to the Property or portion thereof. Paged of 1t .4 `d'taw: ia:? T�epgE:aglc ^3Lcstions\EZZ&A,27 E;dt OD '3:-15 M_as,: kt End MP1ac, SPA'.Fact Er,:i ...a: kct,_ .a..c I ^ ( 1 CC TM.. VER.dncs ARTICLE VIII GENERAL MATTERS 8.1 Amendments. Any alteration or change to this Development Agreement shall be made only after complying with the notiee and hearing provisions of Idaho Code Section 67-6509, as required by Eagle City Code Section 8-104. 8.2 Paragraph Headings, This Development Agreement shall be construed according to its fair meaning and as if prepared by both parties hereto. Titles and captions are for convenience only and shall not constitute a portion of this Development Agreement. As used in this Development Agreement, masculine, feminine or neuter gender and the singular or plural number shall eachbe deemed to include the others wherever and whenever the context so dictates. 8.3 Choice of Law. This Development Agreement shall he construed in accordance with the laws of the State of Idaho in effect at the titne, of the execution of this Development Agreement. Any action brought in connection with this Development A.greetnent shall be brought in a court of competent jurisdiction located in Ada County, Idaho. 8.4 Legal Representation. Both the Owner and Eagle acknowledge that they each have been represented by legal counsel in negotiating this Development Agreement and that neither party shall have been deemed to have been the draftor of this agreement. 8.5 Notices. Any notice which a party may desire to give to another party must be in writing and may be given by personal delivery, by mailing the same by registered or certified mail, return receipt requested postage prepaid, or by Federal Express or other reputable overnight delivery service, to the party to whom the notice is directed at the address of such party set forth below; Eagle: City of Eagle 660 E. Civic Lane Eagle, Idaho 83616 Owners: The Charter School Fund — Oro Valley; LLC Attn: Caleb Roope 430 East State Street, Suite 100 Eagle, Idaho 83616 Or such other address and to such other persons as the parties may her:41:er designate. Any such notice shall be deemed giver, upon receipt if by personal delivery, forty-eight (48) hours after deposit: in the United States mail, if sent by :mail pursuant to the foregoing, or twenty-four (24) hours after timely deposit with a reputable overnight delivery service. 8.6 Financial Assurance. in addition to the other remedies aFtorded Eagle herein, Owners agree to provide adequate financial assurance to Eagle, to secure the payment of any deferred balance of the attorney fees and the engineering fees together with interest accrued thereon. Eagle shall provide to the Owners an estimate for the anticipated attorney fees and engineering fees associated with this Agreement. The Owners shall provide a cash deposit, letter of credit or a bond in the amount of the estimated fees associated with the work undertaken pursuant to the terms of this Agreement. Thereafter, Eagle shall bill Owners for such fees, adjusting the estimates as appropriate. The Owners shall make payments for such fees as incurred by Eagle and as invoiced to the Owners or, if Owners have made a cash deposit with Eagle, Eagle may draw on the deposit to pay its invoice. If the financial assurance deposited by Owners is in the fonn of a letter of credit -and if the Owners fail to make payment for such fees when actuallyincurred by Eagle and invoiced, then following thirty (30) days of written notice of such failure .from Eagle, Eagle may draw upon the financial assurance provided by the Page '7 of 11 K2,5darodog :DepeEod;.:Avptica4col.o RZeEk`2d t EORZ .3 1-15 MOD East Eod Miot fs'olecODA East ExtMarket Place DA CC EN', VEE.docx Owners. Thereatier, if the then current estimated fees still to, he paid exceeds the amount of the then current -balance of the financial assurance (whether it he in the form of a cash deposit or a letter of credit),the Owners shall replenish the financial assurance and shall become current as to all outstanciinF, fees owed. Upon payment in ii.tll of all attorney fees and engineering fees, Eagle shall release to the Owners the unused portion ofthe cash deposit or the letter of credit, as applicable. Eagle's draw upon the financial assurance under this Section shall not preclude it from exercising any of the other rights and remedies afforded it in Article V or in Section 8.7. 8.7 Default. In the event Owners fail to comply with the terms and conditions hereof in any matc.srial respect, the City may, without further notice to Owners, exercise any or all of the following remedies. A. Withhold the issuance of any building permit or certificate of occupancy of any structure located within the Project; B. Withhold the connection of water, sewer or electric service to any property located within the Pro ect; C. Refuse to accept public ownership and maintenance of public improvements within the Project and record a notice of such action with the Ada Comity Recorders Office; D. Issue a stop work order for any building under construction within the Project; 13, Withhold reimbursement of Project saretylfmancial guarantee of performance collected pursuant to Section 8.6 of this Development Agreement and Section 9-4-2-2 of the City Code; F. Bring an action for damages, injunctive relief, specific performance or any other remedy available at law or in equity; All of the above remedies are cumulative and to the, extent not wholly inconsistent with each other, may he enforced simultaneously or separately, at the sole discretion of the City. 8.8 Attorney. The prevailing, party in any claims or disputes arising out of this Agreement shall be entitled to recover reasonable attorneys fees in addition to other relief which a court of competent jurisdiction may award. 8,9 'Effective Date. This Development Agreement shall be effective upon the signing and execution of this agreement by both patties. 8,10 Authority to Enter Into greement: By the execution and delivery of this Agreement by the parties, and the pertbrmance of their covenants and obligations therein, the parties acknowledge such action has been duly authorized by all necessary corporate (or 1_,L,C) action, and necessary corporate (or ELC) resolution(s) have been executed for the undersigned representatives to sign this Agreement and so bind their respective parties. 8.11 Termination: if the Property is not developed. as conditioned herein, this agreement shall terminate 5-years after the Effective Date. Page 8 ()1.11 10,:pCd:agte Appricat;ens RZect,',2015,RZ-11-15 M:(51)E3s-c End Mkt ilme,1),k`East MarkPlace DA CC FNL VER.docx COUNTERPART SIGNATURE PAGE IN WITNESS WHEREOF, the parties have executed this Development Agreement. DATED this 17 day of 804. , 2024. CITY OF EAGLE, a municipal corporati • n organized and existing under the laws of the Sf Idaho AT'I`EST: ac tC4- 9#orn, City Clerk Tracy E. STATE OF IDAHO ) : ss. County of Ada ) On this day of Sev b ii. , in the year 2024, before me, the undersigned, a Notary Public in and for said State, personally appeared BRAD PIKE, known to me to be the MAYOR of said municipal corporation that executed this instrument and the persons who executed the said instrument on behalf of said corporation, and acknowledged to me that such corporation executed the same. In witness whereof, I have hereunto set my hand and d icial seal the day and year first written. Notary P;'.lic Residing at: E 4"\It My Commission Expires: 2. I Z,V d ZS Page 9 of 11 K:\Planning Dept\Eagle Appiieations\itZ&AL'.Q15lRZ•11.15 MOD East End Mkt Place0.DA\East End Market Place DA CC FNL VEltdocx COUNTERPART SIGNATURE PAGE IN WITNESS WHEREOF, the parties have executed this Development Agreement. DATED this ItIVIday of ia,k3CUS-; , 2024. STATE OF IDAHO ss. County of Ada OWNER: THE CHARTER SCHOOL FUND — ORO VALLEY, LLC By: TPC COMMERCIAL, LLC ITS MAN A 'rER By: Cale if oope, its Manager On this VA day of § CLli. , 2024, before the undersigned notary public in and for the said state, personally appeared CALEB ROOPE, known or identified to me to be the Manager of TPC COMMERCIAL, LLC, an Idaho limited liability company, the Manager of THE CHARTER SCHOOL FUND — ORO VALLEY, LLC, an Arizona limited liability company, known or identified to me to be the owners of the property referenced herein and the persons who executed the foregoing instrument. written. e—grr—-+ r PETER VAN IDORNE COMMISSION #32357 NOTARY PUBLIC STATE OF IDAHO y MY COMMISSION EXPIRES 08/01/2029 IN WITNESS WHEREOF, I have hereunto set my hand and seal tray and year first above Notary Public for Idaho ( Residing at: My Commission Expires: 202 Page 10 of 11 KAPlanning Dept1Eag1e AppIications1RZ&A120151RZ-] 1-15 MOD East End Mkt P1ace&DA\East End Markel Place DA CC FNL VER.docs INDEX OF EXHIBITS .A Legal Description B-1,13-2 - Concept Plan C Aft', davit of Ovsiri er Senior Housing Elevation Commercial/Retail Building Elevations Buffer Area Plan. Page I I of 11 BZA,A 20 F,RZ-1 3-IS MOD Et 33:1i1 1k PlacDA'.E,At End Matkct Place DA CC FNL EXHIBIT A COMPASS LAND SURVEYING. ELLC. 3818 E. Newby St, Suite 103 Nampa, Idaho 83687 Rennison Engineering Date: November 25, 2015 Job No.: 6514 EAST END MARKETPLACE DESCRIPTION Telephone: (208)442-0115 Fax: (208)327-2105 Email: A parcel of land located in the NW1/4 of Section 15, Township 4 North, Range 1 East, Boise Meridian, City of Eagle; Ada County idano, more part quietly described as follows: Commencing at a found brass cap Stamped ENGS" marking the NW corner of said N'i,"1/11.4, (Section corner common to sectiOns 9, 10, 15 and 16), said corner bears N, 00°2704F.., 1322.71 feet from a found 2 inch diameter illegible aluminum cap marking the North 1116 comer common to sections 16 and 16; Thence along the westerly boundary of said NW1/4. S. 00°27'04" W., 958.07 feet to a point; Thence leaving said westerly boundary, S. 89°3256" E., 157.60 feet to a found aluminum cap immanent stamped °ITO Right of Way" marking the right of way intersection of E. State Street and E. McGrath Road, Said paint being the POINT OF BEGINNING; Thence along a line that iies 80.00 feet south of and parallel with the northerly right of way of „E. State Street, N. 81°1921" E., 154.97 feet to the beginning Of non -tangent curve right having a a dius of 260.00 feet; Thence 19,94 feet along the arc of said curve, through a central angle of 04'23'38', the long chord of which bears N. 85"16-43" E., 19,93 feet to a found aluminum cap monument stamped "IT'D Right of Way", said point marking the right of way intersection of E. State Street and E. McGrath Road; Thence pentinuing along said southerly tight of way, S. 86"43'51" E., 66.72 feet to e found aluminum cap monument stamped "ITO Right of Way" marking the beginning of non -tangent curve left having a radius of 34,437,48 feet: Thence 785.35 feet along the are of said curve, through a central angle of 01°18'24", the long chord of which bears S. 5748'01" E., 785.33 feet to a found 5/8 inch diameter iron pin with cap stamped "ELS PLS 8793", Thence leaving said southerly right of Way, S. 31'30'03" W,, '199,72 feet to a found 5/8 inch diameter iron pin with cap stamped "PAT LS 4347' marking the northerly right of way of said E. McGrath Road per Record of Survey No. 7465 and that certain Instrument No. 105035161 both on file in the Office of the Ada County Recorder; Thence along said northerly right of way. N. 52'03'09" W., 57.36 feet to a point; Thence leaving said northerly right of way, S. 31'30'03" W., 52.43 feet to a point on the southerly right of way of said E, McGrath Road; Thence along the southerly right of way of said E. McGrath Road, S. 52°0114" E., 150.39 feet to a found 1/2" diameter iron pin with no cap; Thence leaving said southerly right of way, S. 67'2241" W., 150.43 feet to a found 1/2° diameter iron biro with no cap; Thence. S. 00'17'05" W., 52.94 feet to a found aluminum cap monument stamped "ITO Right of Way" marking the northerly right of way of said State Highway 44; Thence along said northerly right of way, N. 71'37'17" E., 837.19 feet to a found aluminum cap monument stamped "11'D Right of Way"; C06#PASS LAND SU eV ;V NG PLIC 6514 Le;=£ E;sd F.iarkt-i, i;tetitSttr3'Cy^. eserptio:tsl..a!a End R4rrkc:ti,l;:c_x..d 6'$ge 2 cli':2 Thence continuing along said northerly right of way, N. 33°01` i 7" W., 64.12 feet to a point on the right of way interSecty i of S. E=_dgewocsd Lane and State Highway 44. and is witnessed N. 13°24'21' E., 3,00 feet with a found alurninun cap monument stamped "€TD Bight of Way"; Thence along the easterly right of way of said S, Edgewood Ways, N, 18 24'21" E., 96.04 fret to a found lurriinur cap monument starnped "/TD Right of Way" marking the beginning of a tangent curve left having a radius of 870.00 feet; Thence 368.41 feet along the arc of said curve. through a central angle of 24' 16'45", the long chord of which bears N. 06°16'28" E.,365,66 feet to a point marking the right of way intersection of said S, Edgewood Lane and E. State Street, said point witness S. 05'45'29" E., 3.00 feet with a found aluminum cap monument stamped "1TD Right of Way"; Thence along the southerly boundary of said E. State Street, N. 81 ° 19'21" E., 43.09 feet to the POINT OF BEGINNING. Said parcel l contains 11.44 acres more or less. J101.M; A EXHIBIT "C" Affidavit of CALEB ROOPEon behalf of TPC Commercial, LLC, Manager of The Charter School Fund - Oro Valley, LLC AFFIDAVIT OF LEGAL INTEREST STATE OF IDAHO ss. County of Ada ) CALEB ROOPE, who being first duly sworn under oath, deposes and says: 1. I am CALEB ROOPE, the Manager of TPC Commercial, LLC, an Idaho limited liability company, the Manager of The Charter School Fund —Oro Valley, LLC, an Idaho limited liability company, whose mailing address is 430 East State Street, Suite 100, Eagle, ID, 83616 ("Th.e Charter School Fund — Oro Valley,LLC"). 2. The Charter School Fund Oro Valley, LLC, is the fee simple owner of the parcel of real properly described on Exhibit A, attached hereto (the "Property"). 3. The Charter School Fund Oro Valley, LLC, authorizes the submission of the Property to that certain Development Agreement pursuant to Idaho Code Section 67-6511A and Eagle City Code Section 8-10-1 dated, the day of , 2024 by and between the City of Eagle, a municipal corporation in the State of Idaho, and The Charter School Fund - Oro Valley, LLC (the "Agreement"). DATED this tt day of NQC200c.r5t , 2024 Owner: The Charter School Fund - Oro Valley, LLC, an Idaho limited liability company By: TPC Co7Ircial, LLC, its Manager By: Caleb Roope, its Manager SUBSCRIBED AND SWORN to before me this I LI"1 day of AC-( , 2024 PETER VAN DORNE COMMISSION #32357 NOTARY PUBLIC STATE OF IDAHO MY COMMISSION EXPIRES 08/01/2029 Notary Public for Idaho Residing at 10 1 , Idaho My Commission expires t0 Page 1 of 1 kt) " • - us,r.-stemz:s ,tsrs...zr•z•<0,1 :cc 9NIMNIDW-iNI3SINt`—'41, 8, MAIN ENTRY 211111.2X ItNa Li:48M 0.3 1.5.7s173 Ik181S1C `..11N8rune 1811.1.8110807, 0 LU owe -Es -sat IA ecs wfV: ";;1501 ;0 ONE3V3gNiON3NOSIN er 3- z 0 111 11) z 0 EL; z ct: w a. cc: 0 L11 0 w (1) ;11 taLt-00 NO:N:3S 111.111 gt; /A:Ark; LaWSP-1 CR-C1 ./.5Y3 N.SIS*3;c3 ONIalifte 0 ..3 111 CC z LL1 CC 0 z L1.1 1/1 2 3 ; 744:1 I .;figisuv.3 . A v -Ts' . 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Box 1520 Eagle, Idaho 83616 For Recording Purposes Do Not Write Above This Line AMENDED AND RESTATED DEVELOPMENT AGREEMENT This Amended and Restated Development Agreement (this "Development Agreement"), made and entered into on the date as indicated herein, by and between the CITY OF EAGLE, a municipal corporation in the State of Idaho ("Eagle"), and THE CHARTER SCHOOL FUND — ORO VALLEY, LLC ("Owner"). WHEREAS, Owner is the owner of record of certain real estate consisting of six (6) parcels, Ada County Parcel numbers S0515223352, S0515223357, S0515223376, S0515223395, S0515223415, and S0515223432 ("Property"), as specifically defined in the attached legal description (Exhibit A), and shown on the Concept Plan (Exhibits B-1 and B-2), which is a portion of the site subject of an application for rezone, identified as Eagle Rezone Application No. RZ-11-15 and which is subject to an application for modification of development agreement, identified as Eagle Rezone Modification Application No. RZ-11- 15 MOD; and WHEREAS, Upon recordation of this Development Agreement, that certain Development Agreement recorded in the real property records of Ada County, Idaho, on April 28, 2016, as instrument number 2016-035523 (the "Original Development Agreement") shall be void and of no further force or effect on the Property; and WHEREAS, Owner has previously been approved for a modification to the original rezone (RZ- 11-15) associated with the Property pursuant to Rezone Application No. RZ-11-15 MOD, which modification is implemented within the Original Development Agreement and subsequently implemented within this Development Agreement; and WHEREAS, the proposed development includes properties within an area that, at the time the Original Development Agreement was recorded, was designated on the Land Use Map of the Comprehensive Plan as Commercial and zoned MU-DA (Mixed Use with a development agreement [in lieu of a Conditional Use Permit]) and C-2-DA (General Business District with a development agreement); and WHEREAS, Owner has developed a senior housing residential use and desires to develop commercial uses as generally shown on the Concept Plan (Exhibits B-1 and B-2); and WHEREAS, the City Council of Eagle has determined that the scope of any commercial and senior housing residential project upon the Property must be limited to prevent undue damage to, and to otherwise be in harmony with, the existing community; and Page 1 of 11 K:\Planning Dept\Eagle Applications \RZ&A\2015\RZ-11-15 MOD East End Mkt Place \DA\East End Market Place DA CC FNL VER.docx WHEREAS, the intent of this Amended and Restated Development Agreement is to protect the Owner's right to use, enjoy and develop the Property while at the same time limit any adverse impacts of the development upon neighboring properties and the existing community and ensure the Property is developed in a manner consistent with Eagle's Comprehensive Plan and City Code; and WHEREAS, Owner have agreed to the use restrictions and other limitations set forth herein upon the use and development of the Property and has consented to a C-2-DA (General Business District with a development agreement) and MU-DA (Mixed Use with a development agreement [in lieu of a Conditional Use Permit]) zoning designations for the Property with the requirements set forth in the Original Development Agreement as replaced by this Amended and Restated Development Agreement; and WHEREAS, the City Council has determined that, in accordance with Eagle City Code Section 8- 2-1, the Original Development Agreement, as amended and restated by this Development Agreement, are to be used in lieu of the conditional use process; and WHEREAS, Owner have provided Eagle with affidavits agreeing to submit the Property to a development agreement (Exhibit C) pursuant to Eagle City Code Section 8-10-1(C)(1); and WHEREAS, all exhibits mentioned herein are attached hereto and are incorporated herein by reference; and AGREEMENT In consideration of the mutual covenants contained herein, the parties agreed as follows: ARTICLE I LEGAL AUTHORITY This Development Agreement is made pursuant to and in accordance with the provisions of Idaho Code Section 67-6511A and Eagle City Code, Title 8, Chapter 10. ARTICLE II ZONING ORDINANCE AMENDMENT Eagle has adopted ordinances amending the Eagle Zoning Ordinance to rezone the Property to C-2-DA and MU-DA, subject to the provisions of the Original Development Agreement, and as specifically set forth previously in Ordinance No. 752 which became effective after its passage, approval, and publication on April 18, 2016. ARTICLE III CONDITIONS OF DEVELOPMENT 3.1 Owner will develop the Property subject to the conditions and limitations set forth in this Agreement. Further, Owner will submit such applications regarding floodplain development permit review, design review, preliminary and final plat reviews, and/or any conditional use permits, if applicable, and any other applicable applications as may be required by the Eagle City Code, which shall comply with the Eagle City Code, as it exists at the time such applications are made except as otherwise provided within this Agreement. The intent of this Agreement is to allow sufficient flexibility at the time of detailed planning and Page 2 of 11 K:\Planning Dept\Eagle Applications \RZ&A\2015\ Z-11-15 MOD East End Mkt Place\DA\East End Market Place DA CC FNL VER.docx platting while still maintaining the general intent of the Conceptual Plan with the requirements set forth in this Agreement. Specific design elements shall be clarified during the platting and design review application processes. 3.2 The Concept Plan (Exhibits B-1 and B-2) represents the Owner's current concept for completion of the project. As the Concept Plan evolves, the City understands and agrees that certain changes in that concept may occur. If the City determines that any such changes require additional public comment due to potential impacts on surrounding property or the community, a public hearing shall be held on any proposed changes in the Concept Plan, and notice shall be provided as may be required by the City. However, the residential portion of this development proposal located within the MU-DA (Mixed Use with a development agreement) zoning district is recognized by Eagle and Owner as a desired component to a mixed use development. A residential component of similar size and area to that depicted on the Concept Plan with the provisions and allowances contained herein, shall be maintained. 3.3 The total number of residential units on the Property (within area zoned MU-DA) shall not exceed 48-units in the aggregate. Development of the residential portion of the Property will be permitted through the Design Review process and future conditional use permits for the residential development will not be required. 3.4 The Setbacks for the Multi -Family units shall be as follows: North Property Line (East State Street): 2-feet South Property Line 10-feet East Property Line (East McGrath Road) 10-feet West Property Line (Commercial Area) 10-feet 3.5 Owner shall provide landscaping located between East State Street and the multi -family building commensurate with planting requirements pursuant to Eagle City Code Section 8-2A-7(J)(4)(a). The landscape plan shall be reviewed and approved by the Design Review Board prior to submittal of a final plat application or prior to the issuance of any building permits, whichever occurs first. 3.6 The proposed building height of the multi -family structure shall not exceed 40-feet in height as shown on the submitted building elevation (Exhibits D). 3.7 The multi -family building shall be constructed utilizing a "Craftsman" style of architecture similar, but not limited to, the architecture shown on Exhibits D. The commercial/retail buildings shall be constructed utilizing "Italianate, Craftsman, and/or Mediterranean," style architecture and as shown on Exhibits E. The multi -family building and commercial buildings shall be designed in conformance with the Eagle Architecture and Site Design Book utilizing four-sided architecture. Eagle Design Review Board and City Council approval of the detailed architectural plans for the development is required prior to the issuance of building permits for commercial/retail buildings. 3.8 The commercial area of the Property as depicted on the Concept Plan is to be developed with a combination of retail, restaurant, office, and bank uses allowed within Eagle City Code Section 8-2- 3 "Official Schedule of District Regulations" under the C-2 zoning designation. The commercial area shall be limited to a maximum of 80,000-square feet of enclosed area (i.e., enclosed with walls and roof). No commercial building footprint shall exceed 30,000-square feet of enclosed area (i.e., enclosed with walls and roof). 3.9 Except for the limitations and allowances expressly set forth above and the other terms of this Agreement, the Property can be developed and used consistent with the General Business District and Mixed Use District land uses allowed by the Eagle City Code Section 8-2-3 "Official Schedule of District Regulations", existing at the time a design review application or conditional use permit Page 3of11 K:\Planning Dept\Eagle Applications \RZ&A\2015\RZ-11-15 MOD East End Mkt Place\DA\East End Market Place DA CC FNL VER.docx application (whichever the case may be) is made for individual building use. All uses shown as "P" permitted under the C-2 zoning designation within Eagle City Code Section 8-2-3 "Official Schedule of District Regulations," shall be considered permitted uses and all uses shown as "C" conditional uses under the C-2 zoning designation shall require a conditional use permit. The following uses which are shown as "C" conditional uses under the MU zoning designation within Eagle City Code Section 8-2-3 "Official Schedule of District Regulations," shall be permitted uses on the Property: • Multi -Family Dwelling In addition to all other uses prohibited within said section of Eagle City Code and on the entire Property as noted above, the following uses shall also be prohibited on the Property: • Adult Business; • Equipment Rental and Sales Yard; • Kennel; • Nursery, plant materials; • Small Engine Repair; • Storage (enclosed building) • Storage (fenced area) 3.10 The Restaurants (with drive -through) shall be limited to Pads 1, 3, and 5. Owner shall provide a minimum forty-eight inch (48") buffer (berm, decorative block wall, cultured stone, decorative rock, or similarly designed concrete wall) between the restaurant drive through lanes and the adjacent roadway to reduce the impact of the vehicles utilizing the drive through lanes (i.e. vehicle headlights and vehicle cueing). 3.11 Owner shall comply with all applicable Eagle Sewer District's regulations and conditions prior to the issuance of a building permit. Prior to issuance of any building permits, Owner shall provide proof of central sewer service with any application for building permit. A letter of approval shall be provided to the City from the Idaho Department of Health and Welfare, Department of Environmental Quality, and/or Central District Health, prior to issuance of any building permits. 3.12 The development is to incorporate public art, water features, or other features of interest and pedestrian amenities which encourage pedestrian use (i.e.: outdoor drinking fountains, benches, tables, etc.). The amenities shall be reviewed and approved by the Design Review Board prior to the issuance of a Zoning Certificate. 3.13 Owner shall submit a design review application showing at a minimum: 1) proposed development signage, 2) planting details within the proposed and required landscape islands and all common areas throughout the development, 3) landscape screening details and buffering for the multi -family residential units located adjacent to East State Street 4) elevation plans for all proposed common area structures and irrigation pump house (if proposed), 5) landscape screening details of the irrigation pump house (if proposed), 6) useable amenities such as benches, picnic tables, covered shelters, benches, gazebos, and/or similar amenities. The design review application shall be reviewed and approved by the Eagle Design Review Board and City Council prior to the submittal of a final plat application, or prior to the issuance of a building permit, whichever occurs first. 3.14 Owner shall provide an Existing Tree Inventory Map (inclusive of species and size) with the submittal of a Design Review application. Owner shall provide a narrative with the Existing Tree Inventory Map indicating how the trees will be incorporated into the design of the subdivision or mitigated prior to removal of the trees. No trees shall be removed from the site prior to City approval of a tree removal Page 4 of 11 K:\Planning Dept\Eagle Applications \RZ&A\2O15\RZ-11-15 MOD East End Mkt Place\DA\East End Market Place DA CC FNL VER.docx plan and replacement plan. 3.15 All living trees that do not encroach upon the buildable area on any lot shall be preserved, unless otherwise determined by the Design Review Board. A detailed landscape plan showing how the trees will be integrated into the open space areas (unless approved for removal by the Design Review Board) shall be provided for Design Review Board approval prior to the submittal of a final plat. 3.16 Owner shall provide and construct, in accordance with the provisions of Eagle City Code Section 9- 4-1-6, a minimum ten foot (10') wide public sidewalk along the portion of the Property located adjacent to State Highway 44 and East Edgewood Lane. The public sidewalk shall be constructed prior to issuance of a Certificate of Occupancy for the first structure on the site. The specific location and design of the sidewalk shall be approved by the City of Eagle Park and Pathway Development Commission prior to submittal of a design review application. The public sidewalk shall be located in a recorded easement or easements dedicated to and accepted by Eagle as provided in Eagle City Code Section 9-4-1-6(E) (2). The instrument number of the recorded easement or easements shall be referenced on the face of the plat, upon recordation of the final plat(s) wherein the public sidewalk is located. 3.17 Owner shall install a three foot (3') high landscaped berm (measured from the centerline of State Highway 44), or alternative method, within a 30-foot wide easement located adjacent to State Highway 44. The berm area shall be landscaped with the following plants per one hundred (100) linear feet of right of way: two (2) shade trees, three (3) evergreen trees, and twenty four (24) shrubs. Each required shade tree may be substituted with one (1) flowering/ornamental tree, provided that not more than fifty percent (50%) of the shade trees are substituted. The total number of trees shall be twenty-five (25) and the total number of shrubs shall be four hundred and seventy-five (475) as depicted in the plan provided on December 15, 2015 (Exhibits F). The landscape plan shall be reviewed and approved by the Design Review Board and City Council prior to issuance of a Zoning Certificate for construction of any commercial buildings located within the parcels adjacent to State Highway 44. 3.18 The parking for the site shall be in conformance with Eagle City Code Section 8-4-5: Schedule of Parking Requirements; except that, the senior housing shall be permitted 1.5-space/dwelling unit inclusive of one (1) space covered/dwelling unit. 3.19 Loading facilities or docks shall not be located on the south side of structures, where visible from State Highway 44; however, deliveries may be received on the south side of the building. 3.20 Owner shall comply with all requirements of the Ada County Highway District and/or the Idaho Transportation Department, including but not limited to approval of the drainage system, curbs, gutters, streets and sidewalks. Eagle acknowledges the applicant is applying for an access point. to South Edgewood Lane and, if the applicable transportation agency with jurisdiction approves the access point, the City acknowledges the access point as approved can be incorporated into the design of the project. 3.21 Residential units shall comply with the U.S. Housing and Urban Development Senior Housing requirements for "55 year or older" housing. The multi -family development shall be for senior housing only. 3.22 In addition to the landscaping required pursuant to Condition of Development 3.17 (above), the landscaping plan shall show enhanced landscaping located between the parking areas and State Highway 44 (at a minimum as shown on Exhibits F). The landscaping plan shall be reviewed and approved by the Design Review Board and City Council prior to issuance of a Zoning Certificate for construction of any commercial buildings located within the parcels adjacent to State Highway 44. 3.23 Owner shall work with ACHD to stripe/improve McGrath Road prior to the issuance of a zoning certificate. Page 5 of 11 K:\Planning Dept\Eagle Applications\RZ&A\2015\RZ-11-15 MOD East End Mkt Place \DA\East End Market Place DA CC FNL VER.docx AFFIDAVIT OF PROPERTY OWNERS Affidavits of the Owner is attached hereto and incorporated by reference herein agrees to subject the Property to this Development Agreement (Exhibit C) and be bound thereby, and comply with and be bound by the provisions set forth in Idaho Code Section 67-6511A and Eagle City Code Section 8-10-1 shall be provided and is incorporated herein by reference. ARTICLE IV DEFAULT 5.1 In the event the Owners fail to comply with the commitments set forth herein, within thirty (30) days of written notice of such failure from Eagle, Eagle shall have the right, without prejudice to any other rights or remedies, to cure such default or enjoin such violation and otherwise enforce the requirements contained in this Development Agreement or to terminate the Development Agreement following the process established in Eagle City Code Section 8-10-1. 5.2 If required to proceed in a court of law or equity to enforce any provision of this Development Agreement, Eagle shall be entitled to recover all direct out-of-pocket costs so incurred to cure or enjoin such default and to enforce the commitments contained in this Development Agreement, including attorneys' fees and court costs. 5.3 If the terms of this Development Agreement expires prior to completion of the Conditions of Development or without an amendment to this Agreement for its extension being in process in accordance with the notice and hearing provisions of Idaho Code Section 67-6509, as required by Eagle City Code Section 8-10-1, use of the property shall be limited to those uses allowed within an A-R (Agricultural -Residential) zoning designation until Eagle enacts and records an ordinance changing the property to the A-R (Agricultural -Residential) zoning designation. ARTICLE V UNENFORCEABLE PROVISIONS Subject to terms of Section 5.3 above, if any term, provision, commitment, or restriction of this Agreement or the application thereof to any party or circumstances shall, to any extent, be held invalid or unenforceable, the remainder of this instrument shall nevertheless remain in full force and effect and that portion determined to be invalid or unenforceable shall be re -negotiated in good faith between Owner(s) (or other appropriate party) and Eagle. ARTICLE VI ASSIGNMENT AND TRANSFER After its execution, the Development Agreement shall be recorded in the office of the County Recorder at the expense of the Owner. Each commitment and restriction on the development shall be a burden on the Property, shall be appurtenant to and for the benefit of the Property, adjacent property, and other residential property near the Property and shall run with the land. This Development Agreement shall be binding on the Owner and owners, and their respective heirs, administrators, executors, agents, legal representatives, successors, and assigns; provided, however, that if all or any portion of the development is sold, the sellers shall thereupon be released and discharged from any and all obligations in connection with the property sold arising under this Agreement. The new owner of the Property or any portion thereof (including, without limitation, any owner who acquires its interest by foreclosure, trustee's sale or otherwise) shall be bound by and liable for all commitments and other obligations arising under this Agreement with respect to the Property or portion thereof. Page 6of11 K:\Planning Dept\Eagle Applications\RZ&A\2015\RZ-11-15 MOD East End Mkt Place\DA\East End Market Place DA CC FNL VER.docx ARTICLE VIII GENERAL MATTERS 8.1 Amendments. Any alteration or change to this Development Agreement shall be made only after complying with the notice and hearing provisions of Idaho Code Section 67-6509, as required by Eagle City Code Section 8-10-1. 8.2 Paragraph Headings. This Development Agreement shall be construed according to its fair meaning and as if prepared by both parties hereto. Titles and captions are for convenience only and shall not constitute a portion of this Development Agreement. As used in this Development Agreement, masculine, feminine or neuter gender and the singular or plural number shall each be deemed to include the others wherever and whenever the context so dictates. 8.3 Choice of Law. This Development Agreement shall be construed in accordance with the laws of the State of Idaho in effect at the time of the execution of this Development Agreement. Any action brought in connection with this Development Agreement shall be brought in a court of competent jurisdiction located in Ada County, Idaho. 8.4 Legal Representation. Both the Owner and Eagle acknowledge that they each have been represented by legal counsel in negotiating this Development Agreement and that neither party shall have been deemed to have been the draftor of this agreement. 8.5 Notices. Any notice which a party may desire to give to another party must be in writing and may be given by personal delivery, by mailing the same by registered or certified mail, return receipt requested postage prepaid, or by Federal Express or other reputable overnight delivery service, to the party to whom the notice is directed at the address of such party set forth below; Eagle: City of Eagle 660 E. Civic Lane Eagle, Idaho 83616 Owners: The Charter School Fund — Oro Valley, LLC Attn: Caleb Roope 430 East State Street, Suite 100 Eagle, Idaho 83616 Or such other address and to such other persons as the parties may hereafter designate. Any such notice shall be deemed given upon receipt if by personal delivery, forty-eight (48) hours after deposit in the United States mail, if sent by mail pursuant to the foregoing, or twenty-four (24) hours after timely deposit with a reputable overnight delivery service. 8.6 Financial Assurance. In addition to the other remedies afforded Eagle herein, Owners agree to provide adequate financial assurance to Eagle, to secure the payment of any deferred balance of the attorney fees and the engineering fees, together with interest accrued thereon. Eagle shall provide to the Owners an estimate for the anticipated attorney fees and engineering fees associated with this Agreement. The Owners shall provide a cash deposit, letter of credit or a bond in the amount of the estimated fees associated with the work undertaken pursuant to the terms of this Agreement. Thereafter, Eagle shall bill Owners for such fees, adjusting the estimates as appropriate. The Owners shall make payments for such fees as incurred by Eagle and as invoiced to the Owners or, if Owners have made a cash deposit with Eagle, Eagle may draw on the deposit to pay its invoice. If the fmancial assurance deposited by Owners is in the form of a letter of credit, and if the Owners fail to make payment for such fees when actually incurred by Eagle and invoiced, then following thirty (30) days of written notice of such failure from Eagle, Eagle may draw upon the financial assurance provided by the Page 7of11 K:\Planning Dept\Eagle Applications\RZ&A\2015\RZ-11-15 MOD East End Mkt Place\DA\East End Market Place DA CC FNL VER.docn Owners. Thereafter, if the then current estimated fees still to, be paid exceeds the amount of the then current balance of the financial assurance (whether it be in the form of a cash deposit or a letter of credit),the Owners shall replenish the financial assurance and shall become current as to all outstanding fees owed. Upon payment in full of all attorney fees and engineering fees, Eagle shall release to the Owners the unused portion of the cash deposit or the letter of credit, as applicable. Eagle's draw upon the financial assurance under this Section shall not preclude it from exercising any of the other rights and remedies afforded it in Article V or in Section 8.7. 8.7 Default. In the event Owners fail to comply with the terms and conditions hereof in any material respect, the City may, without further notice to Owners, exercise any or all of the following remedies. A. Withhold the issuance of any building permit or certificate of occupancy of any structure located within the Project; B. Withhold the connection of water, sewer or electric service to any property located within the Proj ect; C. Refuse to accept public ownership and maintenance of public improvements within the Project and record a notice of such action with the Ada County Recorder's Office; D. Issue a stop work order for any building under construction within the Project; E. Withhold reimbursement of Project surety/financial guarantee of performance collected pursuant to Section 8.6 of this Development Agreement and Section 9-4-2-2 of the City Code; F. Bring an action for damages, injunctive relief, specific performance or any other remedy available at law or in equity; All of the above remedies are cumulative and to the extent not wholly inconsistent with each other, may be enforced simultaneously or separately, at the sole discretion of the City. 8.8 Attomey. The prevailing party in any claims or disputes arising out of this Agreement shall be entitled to recover reasonable attorney's fees in addition to other relief which a court of competent jurisdiction may award. 8.9 Effective Date. This Development Agreement shall be effective upon the signing and execution of this agreement by both parties. 8.10 Authority to Enter Into Agreement: By the execution and delivery of this Agreement by the parties, and the performance of their covenants and obligations therein, the parties acknowledge such action has been duly authorized by all necessary corporate (or LLC) action, and necessary corporate (or LLC) resolution(s) have been executed for the undersigned representatives to sign this Agreement and so bind their respective parties. 8.11 Termination: If the Property is not developed as conditioned herein, this agreement shall terminate 15-years after the Effective Date. Page 8of11 K:\Planning Dept \Eagle Applications \RZ&A\2015\RZ-11-15 MOD East End Mkt Place\DA\East End Market Place DA CC FNL VER.docx COUNTERPART SIGNATURE PAGE IN WITNESS WHEREOF, the parties have executed this Development Agreement. DATED this 17 day of Sep-1- , 2024. ATTEST: Tracy E. rn, City Clerk STATE OF IDAHO ) : ss. County of Ada ) CITY OF EAGLE, a municipal corporate n organized and existing under the laws of the Sj if Idaho By: grd-ce'•.yor <v:C'T E •,. � • / 4•) • 4 • Q. %0: � c�•* : O ,*,* ST P On this t I day of �Q Ci(YS b �� , in the year 2024, before me, the undersigned, a Notary Public in and for said State, personally appeared BRAD PIKE, known to me to be the MAYOR of said municipal corporation that executed this instrument and the persons who executed the said instrument on behalf of said corporation, and acknowledged to me that such corporation executed the same. In witness whereof, I have hereunto set my hand and st CSEji �O: lyOgeA"R;C:6 �'•��i • . �•� •• - : knPUBIAC, . JT • ///. No. . • °•., •••.••.••Op, ,,•• icial seal the day and year first written. Notarylic \ ,, Residing at: Ea41� =ate Y 1 O My Commission Expires: 2. I l (# ZS Page 9 of 11 K5Planning Dcpt\Eagle Applications \RZ&A\201S.RZ-11-15 MOD East End Mkt Place \DA\East End Market Place DA CC FNL VER.docx COUNTERPART SIGNATURE PAGE IN WITNESS WHEREOF, the parties have executed this Development Agreement. DATED this I11,11‘‘day of IWGu' , 2024. OWNER: THE CHARTER SCHOOL FUND — ORO VALLEY, LLC By: TPC COMMERCIAL, LLC ITS MANAGER By: Cale l ' I oope, its Manager STATE OF IDAHO ) : ss. County of Ada ) N On this IL-CTday of ULU Sc , 2024, before the undersigned notary public in and for the said state, personally appeared CALEB ROOPE, known or identified to me to be the Manager of TPC COMMERCIAL, LLC, an Idaho limited liability company, the Manager of THE CHARTER SCHOOL FUND — ORO VALLEY, LLC, an Arizona limited liability company, known or identified to me to be the owners of the property referenced herein and the persons who executed the foregoing instrument. IN WITNESS WHEREOF, I have hereunto set my hand and seal t ay and year first above written. ♦ i, V -'_4 - Ar► "..4% .1 PETER VAN DORNE iCOMMISSION #32357 1 NOTARY PUBLIC STATE OF IDAHO d MY COMMISSION EXPIRES 08/01/2029 Notary Public for Idaho Residing at: sA) My Commission Expires: Q 112021 Page 10 of 11 K:\Planning Dept\Eagle Applications \RZ&A\2015\RZ-11-15 MOD East End Mkt Place \DA\East End Market Place DA CC FNL VER.docx INDEX OF EXHIBITS A - Legal Description B-1B-2 - Concept Plan C - Affidavit of Owner D Senior Housing Elevation E Commercial/Retail Building Elevations F - Buffer Area Plan Page 11 of 11 K:\Planning Dept\Eagle Applications\RZ&A\2015\RZ-11-15 MOD East End Mkt Place \DA\East End Market Place DA CC FNL VER.docx EXHIBIT A COMPASS LAND SURVEYING, P.L.L.C. 3818 E. Newby St, Suite 103 Nampa, Idaho 83687 Client: Rennison Engineering Date: November 25, 2015 Job No.: 6514 EAST END MARKETPLACE DESCRIPTION Telephone: (208) 442-0115 Fax: (208) 327-2106 Email: io wb.cls(diurnri'... ri; A parcel of land located in the NW1/4 of Section 15, Township 4 North, Range 1 East, Boise Meridian, City of Eagle, Ada County Idaho, more particularly described as follows: Commencing at a found brass cap stamped "JUB ENGS" marking the NW corner of said NW1/4, (Section corner common to sections 9, 10, 15 and 16), said corner bears N. 00°27'04" E., 1322.71 feet from a found 2 inch diameter illegible aluminum cap marking the North 1/16 corner common to sections 15 and 16; Thence along the westerly boundary of said NW1/4, S. 00°27'04" W., 958.07 feet to a point; Thence leaving said westerly boundary, S. 89°32'56" E., 157.60 feet to a found aluminum cap monument stamped "ITD Right of Way" marking the right of way intersection of E. State Street and E. McGrath Road, said point being the POINT OF BEGINNING; Thence along a line that lies 80.00 feet south of and parallel with the northerly right of way of E. State Street, N. 81°19'21" E., 164.97 feet to the beginning of non -tangent curve right having a radius of 260.00 feet; Thence 19.94 feet along the arc of said curve, through a central angle of 04°23'38", the long chord of which bears N. 85°16'43" E., 19.93 feet to a found aluminum cap monument stamped "ITD Right of Way", said point marking the right of way intersection of E. State Street and E. McGrath Road; Thence continuing along said southerly right of way, S. 86°43'51" E., 66.72 feet to a found aluminum cap monument stamped "ITD Right of Way" marking the beginning of non -tangent curve left having a radius of 34,437.48 feet; Thence 785.35 feet along the arc of said curve, through a central angle of 01°18'24", the long chord of which bears S. 57°48'01" E., 785.33 feet to a found 5/8 inch diameter iron pin with cap stamped "ELS PLS 8793"; Thence leaving said southerly right of way, S. 31°30'03" W„ 199.72 feet to a found 5/8 inch diameter iron pin with cap stamped "PAT LS 4347" marking the northerly right of way of said E. McGrath Road per Record of Survey No. 7465 and that certain Instrument No. 105035161 both on file in the Office of the Ada County Recorder; Thence along said northerly right of way, N. 52°03'09" W., 57.36 feet to a point; Thence leaving said northerly right of way, S. 31 °30'03" W., 52.43 feet to a point on the southerly right of way of said E. McGrath Road; Thence along the southerly right of way of said E. McGrath Road, S. 52°01'14" E., 150.39 feet to a found 1/2" diameter iron pin with no cap; Thence leaving said southerly right of way, S. 67°22'41" W., 150.43 feet to a found 1/2" diameter iron pin with no cap; Thence S. 00°17'05" W., 52.94 feet to a found aluminum cap monument stamped "ITD Right of Way" marking the northerly right of way of said State Highway 44; Thence along said northerly right of way, N. 71°37'17" E., 837.19 feet to a found aluminum cap monument stamped "ITD Right of Way"; COAIPASS LAND SURVEYING, PLLC 6514 Last End Marketplace ,Snnvey\Descriptions\East End Marketplace.dnc Page 2 of 2 Thence continuing along said northerly right of way, N. 33°01'07" W., 64.12 feet to a point on the right of way intersection of S. Edgewood Lane and State Highway 44, and is witnessed N. 18°24'21" E., 3.00 feet with a found aluminum cap monument stamped "ITD Right of Way"; Thence along the easterly right of way of said S, Edgewood Way, N. 18°24'21" E., 96.04 feet to a found aluminum cap monument stamped "ITD Right of Way" marking the beginning of a tangent curve left having a radius of 870.00 feet; Thence 368.41 feet along the arc of said curve, through a central angle of 24°15'45", the long chord of which bears N. 06°16'28" E., 365.66 feet to a point marking the right of way intersection of said S, Edgewood Lane and E. State Street, said point witness S. 05°45'29" E., 3.00 feet with a found aluminum cap monument stamped "ITD Right of Way"; Thence along the southerly boundary of said E. State Street, N. 81°19'21" E., 43.09 feet to the POINT OF BEGINNING. Said parcel contains 11.44 acres more or Tess. W Y/ ra a) 0 0 tO 0 C)I a L 2 W W EXHIBIT B-1 3 EXHIBIT B-2 �_---ti--- ,I11 11111 IIII r r _ EXHIBIT "C" Affidavit of CALEB ROOPEon behalf of TPC Commercial, LLC, Manager of The Charter School Fund - Oro Valley, LLC AFFIDAVIT OF LEGAL INTEREST STATE OF IDAHO ) ) ss. County of Ada ) CALEB ROOPE, who being first duly sworn under oath, deposes and says: 1. I am CALEB ROOPE, the Manager of TPC Commercial, LLC, an Idaho limited liability company, the Manager of The Charter School Fund —Oro Valley, LLC, an Idaho limited liability company, whose mailing address is 430 East State Street, Suite 100, Eagle, ID, 83616 ("The Charter School Fund — Oro Valley,LLC"). 2. The Charter School Fund —Oro Valley, LLC, is the fee simple owner of the parcel of real properly described on Exhibit A, attached hereto (the "Property"). 3. The Charter School Fund - Oro Valley, LLC, authorizes the submission of the Property to that certain Development Agreement pursuant to Idaho Code Section 67-6511 A and Eagle City Code Section 8-10-1 dated, the day of , 2024 by and between the City of Eagle, a municipal corporation in the State of Idaho, and The Charter School Fund - Oro Valley, LLC (the "Agreement"). DATED this I LI-1'4 day of AOCbu`s( , 2024 Owner: The Charter School Fund - Oro Valley, LLC, an Idaho limited liability company By: TPC Comr,rcial, LLC, its Manager By: Caleb Roope, its Manager SUBSCRIBED AND SWORN to before me this ,'t-llH day of Ak)Gu' - , 2024 PETER VAN DORNE COMMISSION #32357 NOTARY PUBLIC STATE OF IDAHO MY COMMISSION EXPIRES 08/01/20291 Notary Public for Idaho Residing at `$o I , Idaho My Commission expires t Zp Zq Page l of 1 0 QO X w ot+z-au-sOZ d 919I1 °IPI .0a oo .as Qd DNI1133NION3NCDSINF ''1 } ¢ z w z z 0 1- w J w V) J 1- 0 a cc z w ¢ 0 z w 0 i w 0 (f) ,W1N, N31N33 NOIN3S 11Nf1 Bb 30V1d 13)R1VW ON3 1SV3 Joy NDIS30 ONIQ1U18 lyflld30N00 li'1i11i'li'I 111111, ii'Iiili Ii1111 Ijllillillillil Illlllillillill;llil 11111111Ii11iIII1p11i11111i1111 I�I�I�I�I I�I�I�I�I�I!I lllll1111!1111111111!Il!11111!1l!I 11141!1I!1141111111111111!111j14 1i 11!1111ji1 1!1d li 1i11111111 114 i I IIi1111!111111! z 0 H > w J w 2 1- 0 fn w 1- z w 0 0 2 w 0 1- w 0 V) 31va SNOISIA3L1 0 ljl li11;l1i111 11 IIi liL!1l11414„ Ili lilll!Ii1141i111111141illillill ;III 11141111411p!I II1111411111 1i 111141414111111 !111j111141! lilli114111111111u1111141111y! 1111,411111411111111.I 1,1141IN'. 11111111111 1111111111 z 0 1- w -J w H 0) w CC w z w 0 ¢ 0 z w 0 a Ua cn 0 cc 0 X W OKL'Bf6-8Oi d 919:0 WRI'0129 10 7d 9NI1133NI9N3N051N d >- CC F- >- w 0 cn 0 0 w 00 z 0 w J w w z J CC 1- w z w 0 0 cn w 0 F- a 2 w 2 0 U4,3i i 2IIL4130 2101N3S 1INl 84 30V1d 13M1VW 0N3 1SV3 .1o, NOIS30 0NI0ll11f 1V111d30N00 II I!I!I i! i II 11'I1 I! 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