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ApplicationMayor Tammy de Weerd City Council Members: Keith Bird Joe Borton Luke Cavener Genesis Milam Ty Palmer Anne Little Roberts TRANSMITTALS TO AGENCIES FOR COMMENTS ON DEVELOPMENT PROJECTS WITH THE CITY OF MERIDIAN To ensure that your comments and recommendations will be considered by the Meridian City Council please submit your comments and recommendations to Meridian City Hall Attn: C.Jay Coles, City Clerk, by: November 1, 2016 Transmittal Date: October 14, 2016 File No.: H-2016-0119 Hearing Date: November 15, 2016 Request: Public Hearing for a Modification to the Development Agreement to amend the recorded Development Agreement (DA#97044085) for the purpose of modifying the approved concept plan, including a sign plan and a landscape plan and modifying other specific provisions for Interstate Center (AKA Wahooz/Roaring Springs) By: Bowden Properties, LLC and Black More, LLC Location of Property or Project: NW Corner of W. Overland Road and S. Meridian Road Ryan Fitzgerald (No FP) Gregory Wilson (No FP) Steven Yearsley (No FP) Patrick Oliver (No FP) Rhonda McCarvel (No FP) Tammy de Weerd, Mayor City Council Sanitary Services Building Department Fire Department Police Department City Attorney City Public Works City Planner Parks Department Economic Dev. Meridian School District Meridian Post Office Ada County Highway District Ada County Development Services Central District Health COMPASS Nampa Meridian Irrig. District Settlers Irrig. District Idaho Power Company Qwest Intermountain Gas Co. Idaho Transportation Dept. Ada County Ass. Land Records Downtown Projects: Meridian Development Corp. Historical Preservation Comm. South of RR / SW Meridian: NW Pipeline New York Irrigation District Boise-Kuna Irrigation District Boise Project Board of Control/Tim Page City Clerk's Office • 33 E. Broadway Avenue, Meridian, ID 83642 Phone 208-888-4433 • Fax 208-888-4218 • www.meridiancity.org Hearing Date: November 15, 2016 File No,: H-2016-0119 Project Name: Interstate Center (AKA Wahooz/Roaring Springs) Request: Request for a modification to the development agreement to amend the recorded development agreement (DA497044085) for the purpose of modifying the approved concept plan, including a sign plan and a landscape plan and modifying other specific provisions, by Bowden Properties, LLC and BIack Mar, LLC. Location: The site is generally located near the NW corner of W. Overland Road and S. Meridian Road, in the South !2 of Section 13, Township 3N., Range 1 W. GOT D 3 2016 U C-N4 AER 1DI A NQ,'' STAFF USE ON Project name:_ File number(s):_ Assigned Planner: Type of Review Requested (check all that apply) Planning Division DEVELOPMENT REVIEW APPLICATION cc %!-Is-j 6 ❑ Accessory Use ❑ Planned Unit Development ❑ Administrative Design Review ❑ Preliminary Plat ❑ AIternative Compliance ❑ Private Street ❑ Annexation and Zoning ❑ Property Boundary Adjustment ❑ Certificate of Zoning Compliance ❑ Rezone ❑ City Council Review ❑ Short Plat ❑ Comprehensive Plan Map Amendment ❑ Time Extension: ❑ Comprehensive Plan Text Amendment Director/ Commission/Council (circle one) ❑ Conditional Use Permit ❑ UDC Text Amendment ❑ Conditional Use Modification ❑ Vacation: Director/Commission (circle one) Director/ Council (circle one) ® Development Agreement Modification ❑ Variance ❑ Final Plat ❑ Other ❑ Final Plat Modification Applicant Information Applicantname: Bowden Properties LLC & Black Mor, LLC Phone: (208) 493-51.34 Applicant address: 400 W Overland Rd City: Meridian Email: State: I D Zip: 83642 Applicant's interest in property: D Own ❑ Rent ❑ Optioned ❑ Other Owner name: Applicant Owner address: City: Agent/Contact name (e.g., architect, engineer, developer, representative) Firm name: Quadrant Consulting, Inc. Agentaddress: 1904 W Overland City: Boise Primary contact is: ❑ Applicant ❑ Owner ® Agent/Contact Subject Property Information Email Phone: State: Zip: Craig Callaham Phone: 342-0091 Email: craig@quadrant . cc State: ID Zip: 83705 Location/street address: 400 W Overland Rd Township, range, section: Assessor's parcel number(s): R4 2 3 9 7 7 0 2 0 0 Total acreage: 39 a c Zoning district: C_ C R4239770751 R4239770501 plus others Community Development ■ Planning Division , 33 E, Broadway Avenue, Ste. 102 Meridian, Idaho 83642 Phone: 208-884-5533 Fax: 208-888-6854 www.meridiancity,org/planning -t - (Rev. 0611212014) Project/subdivision name: Interstate Center General description of proposed project/request: Proposed zoning district(s): C-G Modification of Development Agreement Acres of each zone proposed: 39 ac Type of use proposed (check all that apply): ❑ Residential ❑ Office ❑ Commercial ❑ Employment El Industrial ❑ Other Recreation Park Who will own & maintain the pressurized irrigation system in this development? N . M . I . D . Which irrigation district does this property lie within? N . M . I . D Primary irrigation source: Kennedy Lateral Secondary: Square footage of landscaped areas to be irrigated (if primary or secondary point of connection is City water): Residential Project Summary (if applicable) Number of residential units: Number of building lots: Number of common lots: Number of other lots: Proposed number of dwelling units (for multi -family developments only): 1 bedroom: 2-3 bedrooms: 4 or more bedrooms: Minimum square footage of structure (excl. garage): Maximum building height: Minimum property size (s.f): Average property size (s.f.): Gross density (Per UDC 11-1A-1): Net density (Per UDC t 1-1A-1): Acreage of qualified open space: Percentage of qualified open space: Type and calculations of qualified open space provided in acres (Per UDC 11-3G-3B): Amenities provided with this development (if applicable): - Type of dwelling(s) proposed: ❑ Single-family Detached ❑ Duplex ❑ Multi -family ❑ Vertically Integrated ❑ Single-family Attached ❑ Townhouse ❑ Other Non-residential Project Summary (if applicable) Number of building lots: Common lots: Other lots: Gross floor area proposed: Hours of operation (days and hours): Total number of parking spaces provided: Authorization Existing (if applicable): Building height: Number of compact spaces provided: Print applicant name: Patrick Morandi Applicant signature: � M 1Date: Z� Community Development ■ Planning Division ■ 33 E. Broadway Avenue, Ste. 102 Meridian, Idaho 83642 Phone: 208-884-5533 Fax: 208-888-6854 www.meridiamity.org/ tanning -2- (Rev. 0611212014) INDEX 1. Completed and signed Development Review Application form 2. Proposed Amended & Restated Development Agreement 3. The proposed Amended & Restated Development Agreement includes the complete mailing address information for each of the two property Owners 4. Exhibits to the Amended & Restated Development Agreement include: 5. Legal Description of the property 6. Conceptual Development Plan 7. Signs Plan 8. Landscape Plan 9. Red -line of the proposed Amended & Restated Development Agreement as compared to the original Development Agreement (without signature blocks, notary blocks and exhibits) 10. Recorded warranty deed for the property 11. Articles of Organization on file with the Idaho Secretary of State for the Owners: Black Mor, LLC and BowDen Properties, LLC 12. Scaled vicinity map showing the location of the property 13. Pre -application meeting notes 14. Neighborhood meeting sign -in sheet 15. Commitment of Property Posting form signed by the Owner 16. Written confirmation of parcel verification from Meridian Community Development Department 17. Check in the amount of $502.00 made payable to the City of Meridian representing the fee for this application ■■ ■■ Quadrant Consulting, Inc, Interstate Center Modification of Development Agreement Narrative Quadrant Consulting, Inc. represents Black Mor, LLC, and BowDen Properties, LLC, the owners ("Owners") of the property located generally at the northwest corner of Meridian Road and Interstate 1-84. Bowden Properties, LLC CEO, Patrick Morandi, has been operating the property as Wahooz Family Fun ,Zone, Roaring Springs Water Park, and Pinz Bowling for over 11 years. Entertainment facilities have been in operation at this location for over 20 years. Known as "Southern Idaho's "Biggest and Best Place for Family Fun," the Owners intend to continue their successful operation serving the families of Meridian and the larger community. For example, an Indoor Adventure Park will open before the end of this year, continuing Meridian's tradition for recreation and entertainment for the whole family. In addition to recreation and entertainment, the Indoor Adventure Park created approximately 400 construction jobs and will create approximately 30 permanent jobs at the recreation/entertainment center. Introduction This application for modification to the original 1997 Development Agreement reflects the fact that the original Development Agreement is simply out of date and does not reflect the present and projected use of the property as a recreation/entertainment center. The original Development Agreement (a copy of which is provided with this application), was tailored to accommodate a commercial office park. The property has never been used for this purpose, other than the offices serving the existing recreation and entertainment facilities. In the mid-1990s, the use of the property was left relatively undefined to leave the site open to market demand. Today, the use of the property has been determined and the ownership of the property is consolidated with just two Owners -- both of whom intend the remaining undeveloped parcels to be used for expansion of the existing recreation/entertainment center. Abiding by the original Development Agreement is cumbersome for both the Owners and Meridian City Staff when called upon to address expansion of the current use. The proposed Amended & Restated Development Agreement reflects the existing development and current City policy. Amendment of the Development Agreement will assist the City and the Owners by streamlining the efforts of both in moving forward with future recreation/entertainment improvements. The Conceptual Development Plan, Signs Plan and Landscape Plan (Exhibits C — E of the Amended & Restated Development Agreement) support the Owners' plans to continue to grow the recreation and entertainment center with uses currently allowed in the existing C-G zoning. In the unlikely event the Owners would ever desire a land use not currently designated as allowed, conditional or accessory in the C-G zone, the Amended & Restated Development Agreement provides that the Owners would be required to make application for a conditional use permit. Note that the Conceptual Development Plan depicts the access locations to the property from Overland Road. These access locations were identified and approved as curb cuts by Ada County Highway District ("ACHD") when ACHD made improvements to Overland Road. Other items addressed in the Amended & Restated Development Agreement are explained further below Hours of Operation The Owners open the center many times each year for school groups, church groups, graduation nights and late night "lock -ins," as well as for family reunions and company picnics. The recreation/entertainment center is ideally located along Interstate 1-84 to the north. This location ensures compatibility with adjacent uses during indoor and outdoor entertainment events and for the late night "lock ins" that often continue to 5:00 a.m. The hours of operation for the recreation/entertainment facility would be 24 hours each day. Because of the location, which is far from residential zones and is well buffered from any residential areas by other commercial uses/properties, operations at the center will be consistent with Meridian's codes designed to protect residential areas. For example, UDC Section 2B-3A-4 limits the hours of operation for uses next to a residential area, which this is not. Outdoor speaker systems on site have been, and will continue to be, in compliance with Meridian City Code Section 11-3A-13. We realize that if there should ever be an issue with the hours of operation (which there has not been during the many years of operation), the City will rely on its nuisance ordinance. Setback & Landscaoe As depicted on the Conceptual Development Plan, the setback from the east property boundary is to be used as a 25-foot access easement (20-foot gravel drive and 5-foot landscape buffer) leading from Overland Road to Nampa & Meridian's Lot 8. The Owners would seek staff -level approval of the landscape buffer when the access drive is constructed. As depicted on the Conceptual Development Plan, setback along the north property boundary, west of Lot 8, is 20 feet and improved with landscape. This landscaped setback of 20 feet would be continued east of Lot 8 along 1-84 right-of-way. The Owners would seek staff -level approval for the landscape buffer when that portion of the property is developed. Because the area east of Lot 8 is subject to various easements (i.e., Nampa & Meridian irrigation easement, Meridian sewer easement and the 10-Mile Drain), landscape in this area will require a license from Nampa & Meridian and City staff -level approval to ensure there is no landscape interference with the easements' use. To ensure adequate landscape and compatibility with the existing easements, alternative landscape compliance would be discussed with City staff and used, as needed. For example, it may be necessary to reduce the landscape buffer width yet increase the density of plantings. Setback further west along the north property boundary abutting existing C-G zoned property will comply with existing C-G zoning setback requirements. As depicted on the Conceptual Development Plan, setback along the west property boundary will continue as developed today: 5 feet for parking areas and 8 feet for outdoor recreation facilities. Setback along the west boundary of the as yet undeveloped Parcel 1 will comply with the existing C-G zoning setback requirements. As depicted in the Conceptual Development Plan, the landscape bufferlsetback along Overland Road is 35 feet. The landscape in this area would be installed completely along Overland Road, consistent with the enclosed Landscape Plan and as reviewed by staff for compliance. Signs The Owners have reviewed the proposed recreationlentertainment center site sign package with City staff and have incorporated staff comments. This site sign plan is included as an exhibit to the Amended & Restated Development Agreement for consideration by the City. Enclosures The Owners and Quadrant Consulting are please to submit this application for modification of the existing development agreement. The following items are being provided to the City in addition to this narrative: • Completed and signed Development Review Application form • Proposed Amended & Restated Development Agreement • The proposed Amended & Restated Development Agreement includes the complete mailing address information for each of the two property Owners • Exhibits to the Amended & Restated Development Agreement include: • Legal Description of the property • Conceptual Development Plan • Signs Plan • Landscape Plan • Red -line of the proposed Amended & Restated Development Agreement as compared to the original Development Agreement (without signature blocks, notary blocks and exhibits) • Recorded warranty deed for the property • Articles of Organization on file with the Idaho Secretary of State for the Owners: Black Mor, LLC and BowDen Properties, LLC • Scaled vicinity map showing the location of the property • Pre -application meeting notes • Neighborhood meeting sign -in sheet • Commitment of Property Posting form signed by the Owner • Written confirmation of parcel verification from Meridian Community Development Department • Check in the amount of $502.00 made payable to the City of Meridian representing the fee for this application ADA COUNTY RECORDER Christopher D Rich 201 B-0541 15 BOISE IDAHO Pgs=1 DAWN TRIVOLIS 06/21/2016 10:41 AM CRAIC CALLAHAM AMOUNT:$10,00 After Recording 11 Return to: III IN 111111111111111111111111111111111111111 00238816201600541760010017 Spink Butler, LLP P.O. Box 639 Boise, ID 83701 FOR RECORDING INFORMATION QUITCLAIM DEED FOR VALUE RECEIVED, BowDen Properties, LLC, an Idaho limited liability company, as "GRANTOR,,, does hereby CONVEY, RELEASE, REMISE and FOREVER QUITCLAIM unto Black Mor, LLC, an Idaho limited liability company, the "GRANTEE," whose current mailing address is 400 W. Overland Road, Meridian, JD 83642, any and all right, title and interest that the Gr antor � "ew has or ever had in and to the following described real property looted in Ada County, State of Idaho, more particularly described as follows, to wit: Lot 5, Block 1, Interstate Center Subdivision as recorded at Book 74 Pages 7656 and 7657 records of Ada County, Idaho. together with all appurtenances thereto. Dated this d!�= day of 2016, STATE OF IDAHO ) ) SS. County of Ada } BOWDEN PROPERTIES, LLC, an Idaho limited liability compa'ny By: y4-64 G Patrick E. Morandi, Manager On this /ram. day of i b - , 2016, before me, the undersigned, a Notary Public in and for said State, personally appeared Patrick Morandi, known or identified to me to be the Manager of BowDen Properties,,LLC, the limited liability company that executed the within and foregoing document, and acknowledged to Ile that he executed the same on behalf of said company, IN WITNESS WHEREOF, I have hereunto set my hand and affixed my official seal the day and year first above Notary Public for Idaho Residing at /3 0� s - z J My commission expires: J—%3 QUITCLAIM DEED - 1 C:1Userslpatm\AppData\Local\Microsoft\Windows\Temporary Internet Files\Content.OutlooklTBPQHH01tQCi7eed Bowden to Black Mor Lot 5 6-14-16.docx RECORDING REQUESTED BY AND WHEN RECORDED MAIL TO, Bank of America, N,A. Waltham - Credit Services Attn: Notice Desk MA6-535-02-09 1075 Main St. Waltham, MA 02451 ADA COUNTY RECORDER J. DAVID NAVARRO AMOUNT 63.80 21 BOISE IDAHO 05112/08 04;35 PMDEPUTY Ronnie RECORDED —REQUEST OFC Alliant;e Title 108055636 K-Swo%-7526tt Space above this line for Recorder's Use DEED OF TRUST, ASSIGNMENT OF RENTS, SECURITY AGREEMENT ARID FIXTURE FILING This Deed of Trust is made as of May 12, 2008, by BowDen Properties, LLC, as grantor ("Grantor"), to Alliance Title & Escrow Corp., as trustee ("Trustee"), for the benefit of Bank of America, N.A., a national banking association, as beneficiary ("Beneficiary'). 1. GRANT IN TRUST. 1.1 The Property, For the purpose of securing payment and performance of the Secured Obligations defined in Section 2 below, Grantor hereby irrevocably and unconditionally grants, conveys, transfers and assigns to Trustee, in trust for the benefit of Beneficiary, with power of sale and right of entry and possession, all estate, right, title and interest which Grantor now has or may later acquire in the following property (all or any part of such property, or any interest in all or any part of it, together with the Personalty (as hereinafter defined) being hereinafter collectively referred to as the "Property"): (a) The real property located in the County of Ada, State of Idaho, as described in Exhibit A hereto (the "Land"); (b) All buildings, structures, improvements, fixtures and appurtenances now or hereafter placed on the Land, and all apparatus and equipment now or hereafter attached in any manner to the Land or any building on the Land, including all pumping plants, engines, pipes, ditches and flumes, and also all gas, electric, cooking, heating, cooling, air conditioning, lighting, refrigeration and plumbing fixtures and equipment (collectively, the "Improvements"); (c) Ali easements and rights of way appurtenant to the Land; all crops growing or to be grown on the Land (including all such crops following severance from the Land); all standing timber upon the Land (including all such timber following severance from the Land); all development rights or credits and air rights; all water and water rights (whether riparian, appropriative, or otherwise, and whether or not appurtenant to the Land) and shares of stock pertaining to such water or water rights, ownership of which affect the Land; all minerals, oil, gas, and other hydrocarbon substances and rights thereto in, on, under, or upon the Land; (d) All existing and future leases, subleases, subtenancies, licenses, occupancy agreements and concessions relating to the use and enjoyment of all or any part of the Land or the Improvements, and any and all guaranties and other agreements relating to or made in connection with any of the foregoing; Idaho Dees! of Trust (e) All proceeds, including all claims to and demands for them, of the voluntary 0 06106 or involuntary conversion of any of the Land, Improvements, or the other property described above into cash or liquidated claims, including proceeds of all present and future fire, hazard or I casualty insurance policies, whether or not such policies are required by Beneficiary, and all condemnation awards or payments now or later to be made by any public body or decree by any court of competent jurisdiction for any taking or in connection with any condemnation or eminent } domain proceeding, and ail causes of action and their proceeds for any breach of warranty, misrepresentation, damage or injury to, or defect in, the Land. Improvements, or the other property described above or any part of them; and (f) All proceeds of, additions and accretions to, substitutions and replacements for, and changes in any of the property described above. The Property is either located within the limits of an incorporated city or village or does not exceed forty (40) acres in size. 1.2 Fixture Filing. This Deed of Trust constitutes a financing statement filed as a fixture filing under the Idaho Uniform Commercial Code, as amended or recodified from time to time, covering any Property which now is or later may become a fixture attached to the Land or any building located thereon. 2. THE SECURED OBLIGATIONS. 2.1 Purpose of Securing, Grantor makes the grant, conveyance, transfer and assignment set forth in Section 1, makes the irrevocable and absolute assignment set forth in Section 3, and grants the security interest set forth in Section 4, all for the purpose of securing the following obligations (the "Secured Obligations") in any order of priority that Beneficiary may choose: (a) Payment of all obligations of BowDen Properties, LLC ("Obligor") to Beneficiary arising under the following instrument(s) or agreement(s) (collectively, the "Debt instrument'): (i) A certain Loan Agreement dated as of May 12, 2008, between Obligor and Beneficiary which provides for extensions of credit in a principal amount not exceeding Three Million Dollars and No Cents ($3,000,000.00). This Deed of Trust also secures payment of all obligations of Obligor under the Debt Instrument which arise after the Debt Instrument is extended, renewed, modified or amended pursuant to any written agreement between Obligor and Beneficiary, and all obligations of Obligor under any successor agreement or instrument which restates and supersedes the Debt Instrument in its entirety; (b) Payment and performance of all obligations of Grantor under this Deed of Trust; (c) Payment and performance of all obligations of Obligor under any Swap Contract with respect to which there is a writing evidencing the parties' agreement that said Swap Contract shall be secured by this Deed of Trust. "Swap Contract" means any document, Instrument or agreement with Beneficiary, now existing or entered into in the future, relating to an interest rate swap transaction, forward rate transaction, interest rate cap, floor or collar transaction, any similar transaction, any option to enter into any of the foregoing, and any combination of the foregoing, which agreement may be oral or in writing, including, without limitation, any master agreement relating to or governing any or all of the foregoing and any related schedule or confirmation, each as amended from time to time; and (d) Payment and performance of all future advances and other obligations that Grantor (or any successor in interest to Grantor) or Obligor (if different from Grantor) may agree Idaho Deed of Trust -2- 06106 to pay and/or perform (whether as principal, surety or guarantor) to or for the benefit of Beneficiary, when a writing signed by Grantor (or any successor in interest to Grantor) evidences said parties' agreement that such advance or obligation be secured by this Deed of Trust. This Deed of Trust does not secure any obligation which expressiy states that it is unsecured, whether I contained in the foregoing Debt Instrument or in any other document, agreement or instrument. 2.2 Terms of Secured Obligations. All persons who may have or acquire an interest in all or any part of the Property will be considered to have notice of, and will be bound by, the terms of the Debt Instrument described in Paragraph 2.1(a) and each other agreement or instrument made or entered into in connection with each of the Secured Obligations, These terms include any provisions in the Debt i Instrument which permit borrowing, repayment and reborrowing, or which provide that the interest rate on one or more of the Secured Obligations may vary from time to time., 3. ASSIGNMENT OF RENTS. 3,1 Assignment. Grantor hereby irrevocably, absolutely, presently and unconditionally assigns to Beneficiary all rents, royalties, issues, profits, revenue, income and proceeds of the Property, whether now due, past due or to become due, including all prepaid rents and security deposits (collectively, the "Rents"), and confers upon Beneficiary the right to collect such Rents with or without taking possession of the Property. in the event that anyone establishes and exercises any right to develop, bore for or mine for any water, gas, oil or mineral on or under the surface of the Property, any sums that may become due and payable to Grantor as bonus or royalty payments, and any damages or other compensation payable to Grantor in connection with the exercise of any such rights, shall also be considered Rents assigned under this Paragraph. THIS IS AN ABSOLUTE ASSIGNMENT NOT AN ASSIGNMENT FOR SECURITY ONLY. 3.2 Grant of License. Notwithstanding the provisions of Paragraph 3.1, Beneficiary hereby confers upon Grantor a license ("License") to collect and retain the Rents as they become due and payable, so long as no Event of Default, as defined in Paragraph 6.2, shall exist and be continuing, If an Event of Default has occurred and is continuing, Beneficiary shall have the right, which it may choose to exercise in its sole discretion, to terminate this License without notice to or demand upon Grantor, and without regard to the adequacy of the security for the Secured Obligations. J 4. GRANT OF SECURITY INTEREST. 4.1 Grant of Security Interest. Grantor grants to Beneficiary a security interest in, and pledges and assigns to Beneficiary, all of Grantor's right, title and interest now or hereafter acquired in and to all of the following described personal property (collectively, the "Personalty"): (a) All tangible personal property of every kind and description, whether stored on the Land or elsewhere, including, without limitation, all goods, materials„ supplies, tools, books, records, chattels, furniture, fixtures, equipment, and machinery, and which in all cases is (i) used or useful or acquired in connection with any construction undertaken on the Land or the maintenance of the Land and the Improvements, or (ii) affixed or installed, or to be affixed or installed, in any manner on the Land or the Improvements;. (b) All crops growing or to be grown on the Land (including all such crops following severance from the Land); all standing timber upon the Land (including all such timber following severance from the Land); all water and water rights (whether riparian, appropriative, or otherwise, and whether or not appurtenant to the Land) and shares of stock pertaining to such water or water rights, ownership of which affect the Land; and all architectural and engineering plans, specifications and drawings, and as -built drawings which arise from or relate to the Land or the Improvements; Idaho Deed of Trust .3- 06/06 (c) All general intangibles and rights relating to the Property, including, without limitation, all permits, licenses and claims to or demands for the voluntary or involuntary conversion of any of the Land, Improvements, or other Property into cash or liquidated claims, proceeds of all present and future fire, hazard or casualty insurance policies, whether or not such Policies are required by Beneficiary, and all condemnation awards or payments now or later to be made by any public body or decree by any court of competent jurisdiction for any taking or in connection with any condemnation or eminent domain proceeding, and all causes of action and their proceeds for any breach of warranty, misrepresentation, damage or injury to, or defect in, the Land, Improvements, or other Property or any part of them; (d) All deposit accounts from which Grantor may from time to time authorize Beneficiary to debit payments due on the Secured Obligations; all rights and interests under all Swap Contracts, including all rights to the payment of money from Beneficiary under any such Swap Contracts; and all accounts, deposit accounts, and general intangibles, including payment intangibles, described in any such Swap Contracts; (e) All substitutions, replacements, additions, accessions and proceeds for or to any of the foregoing, and all books, records and files relating to any of the foregoing, including, without limitation, computer readable memory and data and any computer software or hardware reasonably necessary to access and process such memory and data, 5. MGHTS AND DUTIES OF THE PARTIES, 5.1 Representations and Warranties. Grantor represents and warrants that Grantor lawfully possesses and holds fee simple title to all of the Land and the Improvements, unless Grantor's present interest in the Land and the Improvements is described in Exhibit A as a leasehold interest, in which case Grantor lawfully possesses and holds a leasehold interest in the Land and the Improvements as stated in Exhibit A. 5.2 Taxes, Assessments, Liens and Encumbrances. Grantor shall pay prior to delinquency all taxes, levies, charges and assessments, including assessments on appurtenant water stock, imposed by any public or quasi -public authority or utility company which are (or if not paid, may become) a lien on all or part of the Property or any interest in it, or which may cause any decrease in the value of the Property or any part of it. Grantor shall immediately discharge any lien on the Property which h� Beneficiary has not consented to in writing, and shall also pay when due each obligation secured by or reducible to a lien, charge or encumbrance which now or hereafter encumbers or appears to encumber all or part of the Property, whether the lien, charge or encumbrance is or would be senior or subordinate to this Deed of Trust. 5.3 Damages and Insurance and Condemnation Proceeds. (a) Grantor hereby absolutely and irrevocably assigns to Beneficiary, and authorizes the payor to pay to Beneficiary, the following claims, causes of action, awards, payments and rights to payment (collectively, the "Claims"); (i) all awards of damages and all other compensation payable directly or indirectly because of a condemnation, proposed condemnation or taking for public or private use which affects all or part of the Property or any interest in it; (ii) all other awards, claims and causes of action, arising out of any breach of warranty or misrepresentation affecting all or any part of the Property, or for damage or injury to, or defect in, or decrease in value of all or part of the Property or any interest in it; (iii) all proceeds of any insurance policies payable because of loss sustained to all or part of the Property, whether or not such insurance policies are Idaho Deed of Trust -4- W/05 required by Beneficiary; and i (iv) all interest which may accrue on any of the foregoing. (b) Grantor shalt immediately notify Beneficiary in writing if: (i) any damage occurs or any injury or loss is sustained to all or part of the Property, or any action or proceeding relating to any such damage, Injury or loss is commenced; or (ii) any offer is made, or any action or proceeding is commenced, which relates to any actual or proposed condemnation or taking of all or part of the Property. If Beneficiary chooses to do so, it may in its own name appear in or prosecute any action or proceeding to enforce any cause of action based on breach of warranty or misrepresentation, or for damage or injury to, defect in, or decrease in value of all or part of the Property, and it may make any compromise or settlement of the action or proceeding. Beneficiary, if it so chooses, may participate in any action or proceeding relating to condemnation or taking of all or part of the Property, and may join Grantor in adjusting any loss covered by insurance. (c) All proceeds of the Claims assigned to Beneficiary under this Paragraph shall be paid to Beneficiary, In each instance, Beneficiary shall apply those proceeds first toward reimbursement of all of Beneficiary's costs and expenses of recovering the proceeds, including attorneys' fees. Grantor further authorizes Beneficiary, at Beneficiary's option and in Beneficiary's sole discretion, and regardless of whether there is any impairment of the Property, (i) to apply the balance of such proceeds, or any portion of them, to pay or prepay some or all of the Secured Obligations in such order or proportion as Beneficiary may determine, or (ii) to hold the balance of such proceeds, or any portion of them, in an interest -bearing account to be used for the cost of reconstruction, repair or alteration of the Property, or (iii) to release the balance of such proceeds, or any portion of them, to Grantor. If any proceeds are released to Grantor, neither Beneficiary nor Trustee shall be obligated to see to, approve or supervise the proper application of such proceeds. If the proceeds are hetd by Beneficiary to be used to reimburse Grantor for the costs of restoration and repair of the Property, the Property shall be restored to the equivalent of its original condition, or such other condition as Beneficiary may approve in writing. Beneficiary may, at Beneficiary's option, condition disbursement of the proceeds on Beneficiary's approval of such plans and specifications prepared by an architect satisfactory to Beneficiary, contractor's cost estimates, architect's certificates, waivers of liens, sworn statements of mechanics and materialmen, and such other evidence of costs, percentage of completion of construction, application of payments, and satisfaction of liens as Beneficiary may reasonably require. 5.4 Insurance. Grantor shall provide and maintain in force at all limes all risk property damage insurance (including without limitation windstorm coverage, and hurricane coverage as applicable) on the Property and such other type of insurance on the Property as may be required by Beneficiary in its reasonable judgment. At Beneficiary's request, Grantor shall provide Beneficiary with a counterpart original of any policy, together with a certificate of insurance setting forth the coverage, the limits of liability, the carrier, the policy number and the expiration date, Each such policy of insurance shall be in an amount, for a term, and in form and content satisfactory to Beneficiary, and shall be written only by companies approved by Beneficiary. In addition, each policy of hazard insurance shall include a Form 438BFU or equivalent loss payable endorsement in favor of Beneficiary, 5.5 Maintenance and Preservation of Property. (a) Grantor shall keep the Property in good condition and repair and shall not commit or aliow waste of the Property. Grantor shall not remove or demolish the Property or any part of it, or alter, restore or add to the Property, or initiate or allow any change in any zoning or Idaho Deed of Trust -6- 06106 other land use classification which affects the Property or any part of it, except with Beneficiary's express prior written consent in each instance. (b) If all or part of the Property becomes damaged or destroyed, Grantor shall promptly and completely repair and/or restore the Property in a good and workmanlike manner in accordance with sound building practices, regardless of whether or not Beneficiary agrees to disburse insurance proceeds or other sums to pay costs of the work of repair or reconstruction under Paragraph 5.3. (c) Grantor shall not commit or allow any act upon or use of the Property which would violate any applicable law or order of any governmental authority, whether now existing or later to be enacted and whether foreseen or unforeseen, or any public or private covenant, condition, restriction or equitable servitude affecting the Property. Grantor shall not bring or keep any article on the Property or cause or allow any condition to exist on it, if that could invalidate or would be prohibited by any insurance coverage required to be maintained by Grantor on the Property or any part of it under this Deed of Trust. (d) If Grantor's interest in the Property is a leasehold interest, Grantor shall observe and perform all obligations of Grantor under any lease or leases and shall refrain from taking any actions prohibited by any lease or leases. Grantor shall preserve and protect the leasehold estate and its value. (e) if the Property is a condominium, Grantor shall observe and perform all obligations of Grantor under the recorded covenants, conditions, and restrictions applicable to the Property, and under the bylaws of the condominium association and any rules or regulations thereunder. As appropriate, the requirements under this Deed of Trust relating to maintenance of insurance and the preservation and maintenance of the Property may be performed by the condominium association on behalf of Grantor. (f) If the Property is agricultural, Grantor shall farm the Property in a good and husbandlike manner. Grantor shall keep all trees, vines and crops on the Property properly cultivated, irrigated, fertilized, sprayed and fumigated, and shall replace all dead or unproductive trees or vines with new ones. Grantor shall prepare for harvest, harvest, remove and sell any crops growing on the Property. Grantor shall keep all buildings, fences, ditches, canals, wells and other farming improvements on the Property in first class condition, order and repair. (g) Grantor shalR perform all other acts which from the character or use of the Property may be reasonably necessary to maintain and preserve its value. 5.6 Releases Extensions, Modifications and Additional Security. Without affecting the personal liability of any person, including Grantor (or Obligor, if different from Grantor), for the payment of the Secured Obligations or the lien of this Deed of Trust on the remainder of the Property for the unpaid amount of the Secured Obligations, Beneficiary and Trustee are respectively empowered as follows: (a) Beneficiary may from time to time and without notice. (i) release any person liable for payment of any Secured Obligation; (i1) extend the time for payment, or otherwise alter the terms of payment, of any Secured Obligation; (iii) accept additional real or personal property of any kind as security for any Secured Obligation, whether evidenced by deeds of trust, mortgages, security agreements or any other instruments of security; or (iv) alter, substitute or release any property securing the Secured Idaho Deed of Trust -B- 06/0.6 Obligations. (b) Trustee may perform any of the following acts when requested to do so by Beneficiary in writing: (1) consent to the making of any plat or map of the Property or any part of it; (ii) join in granting any easement or creating any restriction affecting the Property; (iii) join in any subordination or other agreement affecting this Deed of Trust or the lien of it; or E (iv) reconvey the Property or any part of it without any warranty. 5.7 Reconyeyance. When all of the Secured Obligations have been paid in full and no further commitment to extend credit continues, Trustee shall reconvey the Property, or so much of it as is then held under this Deed of Trust, without warranty to the person or persons legally entitled to it, In the reconveyance, the grantee may be described as "the person or persons legally entitled thereto," and the recitals of any matters or facts shall be conclusive proof of their truthfulness. Neither Beneficiary nor Trustee shall have any duty to determine the rights of persons claiming to be rightful grantees of any reconveyance. 1 5.8 Compensation and Reimbursement of Costs and Expenses. (a) Grantor agrees to pay fees in the maximum amounts legally permitted, or reasonable fees as may be charged by Beneficiary and Trustee when the law provides no maximum limit, for any services that Beneficiary or Trustee may render in connection with this Deed of Trust, including Beneficiary's providing a statement of the Secured Obligations or Trustee's rendering of services in connection with a reconveyance. Grantor shall also pay or reimburse all of Beneficiary's and Trustee's costs and expenses which may be incurred in rendering any such services. 1 (b) Grantor further agrees to pay or reimburse Beneficiary for all costs, expenses and other advances which may be incurred or made by Beneficiary or Trustee to protect or preserve the Property or to enforce any terms of this Deed of Trust, including the exercise of any rights or remedies afforded to Beneficiary or Trustee or both of them under Paragraph 6.3, whether any lawsuit is filed or not, or in defending any action or proceeding arising under or relating to this Deed of Trust, including attorneys' fees and other legal costs, costs of any sale of the Property and any cost of evidence of title. (c) Grantor shall pay all obligations arising under this Paragraph immediately upon demand by Trustee or Beneficiary. Each such obligation shall be added to, and considered to be part of, the principal of the Secured Obligations, and shall bear interest from the date the obligation arises at the rate provided in any instrument or agreement evidencing the Secured Obligations. If more than one rate of interest is applicable to the Secured Obligations, the highest rate shall be used for purposes hereof. 5.9 ExcuEpation_and -Indemnification. (a) Beneficiary shall not be directly or indirectly ilable to Grantor or any other person as a consequence of any of the following: (i) Beneficiary's exercise of or failure to exercise any rights, remedies or powers granted to it in this Deed of Trust; Idaho Deed of Trust -7- 06106 (ii) Beneficiary's failure or refusal to perform or discharge any obligation or liability of Grantor under any agreement related to the Property or under this Deed of Trust; (iii) Beneficiary's failure to produce Rents from the Property or to perform any of the obligations of the lessor under any lease covering the Property; (iv) any waste committed by lessees of the Property or any other parties, or any dangerous or defective condition of the Property; or (v) any loss sustained by Grantor or any third party resulting from any act or omission of Beneficiary in operating or managing the Property upon exercise of the rights or remedies afforded Beneficiary under Paragraph 6.3, unless the loss is caused by the willful misconduct and bad faith of Beneficiary. Grantor hereby expressly waives and releases all liability of the types described above, and agrees that no such liability shall be asserted against or imposed upon Beneficiary. (b) Grantor agrees to indemnify Trustee and Beneficiary against and hold them harmless from all losses, damages, liabilities, claims, causes of action, judgments, court costs, attorneys` fees and other legal expenses, cost of evidence of title, cost of evidence of value, and other costs and expenses which either may suffer or incur in performing any act required or permitted by this Deed of Trust or by law or because of any failure of Grantor to perform any of its obligations. This agreement by Grantor to indemnify Trustee and Beneficiary shall survive the release and cancellation of any or all of the Secured Obligations and the full or partial release and/or reconveyance of this Deed of Trust. 5,10 Defense and Notice of Claims and Actions. At Grantor's sole expense, Grantor shall protect, preserve and defend the Property and title to and right of possession of the Property, and the security of this Deed of Trust and the rights and powers of Beneficiary and Trustee created under it, against all adverse claims. Grantor shall give Beneficiary and Trustee prompt notice in writing if any claim is asserted which does or could affect any of these matters, or if any action or proceeding is commenced which alleges or relates to any such claim. 5.11 Substitution of Trustee. From time to time, Beneficiary may substitute a successor to any Trustee named in or acting under this peed of Trust in any manner now or later to be provided at law, or by a written instrument executed and acknowledged by Beneficiary and recorded in the office of the recorder of the county where the Property is situated. Any such instrument shall be conclusive proof of the proper substitution of the successor Trustee, who shall automatically upon recordation of the instrument succeed to all estate, title, rights, powers and duties of the predecessor Trustee, without conveyance from it. 5.12 Representation and Warranty Regarding Hazardous Substances. Before signing this Deed of Trust. Grantor researched and inquired into the previous uses and ownership of the Property. Based on that due diligence, Grantor represents and warrants that to the best of its knowledge, no hazardous substance has been disposed of or released or otherwise exists in, on, under or onto the Property, except as Grantor has disclosed to Beneficiary in writing. Grantor further represents and warrants that Grantor has complied, and will comply and cause all occupants of the Property to comply, with all current and future laws, regulations and ordinances or other requirements of any governmental authority relating to or imposing liability or standards of conduct concerning protection of health or the environment or hazardous substances ("Environmental Laws"). Grantor shall promptly, at Grantor's sole cost and expense, take all reasonable actions with respect to any hazardous substances or other environmental condition at, on, or under the Property necessary to (i) comply with all applicable Environmental Laws; (ii) allow continued use, occupation or operation of the Property; or (iii) maintain the fair market value of the Property. Grantor acknowledges that hazardous substances may permanently Idaho Deed of Trust -a- 06106 and materially impair the value and use of the Property, "Hazardous substance" means any substance, material or waste that is or becomes designated or regulated as "toxic," "hazardous," "pollutant," or "contaminant" or a similar designation or regulation under any current or future federal, state or local law (whether under common law, statute, regulation or otherwise) or judicial or administrative interpretation of such, including without limitation petroleum or natural gas. i 5.13 Site Visits. Observation and Testing. Beneficiary and its agents and representatives shall have the right at any reasonable time, after giving reasonable notice to Grantor, to enter and visit the Property for the purposes of performing appraisals, observing the Property, taking and removing environmental samples, and conducting tests on any part of the Property. Grantor shall reimburse Beneficiary on demand for the costs of any such environmental investigation and testing. Beneficiary will make reasonable efforts during any site visit, observation or testing conducted pursuant this Paragraph to avoid interfering with Grantor's use of the Property. Beneficiary is under no duty, however, to visit or observe the Property or to conduct tests, and any such acts by Beneficiary will be solely for the purposes of protecting Beneficiary's security and preserving Beneficiary's rights under this Deed of Trust. No site visit, observation or testing or any report or findings made as a result thereof ('Environmental Report") (1) will result in a waiver of any default of Grantor; (ii) impose any liability on Beneficiary; or (ill) be a representation or warranty of any kind regarding the Property (including its condition or value or compliance with any laws) or the Environmental Report (including its accuracy or completeness). In the event Beneficiary has a duty or obligation under applicable laws, regulations or other requirements to disclose an Environmental Report to Grantor or any other party, Grantor authorizes Beneficiary to make such a disclosure. Beneficiary may also disclose an Environmental Report to any regulatory authority, and to any other parties as necessary or appropriate in Beneficiary's judgment. Grantor further understands and agrees that any Environmental Report or other information regarding a site visit, observation or testing that is disclosed to Grantor by Beneficiary or its agents and representatives is to be evaluated (including any reporting or other disclosure obligations of Grantor) by Grantor without advice or assistance from Beneficiary. 6. ACCELERATING TRANSFERS, DEFAULT AND REMEDIES. 6.1 Accelerating Transfers (a) "Accelerating Transfer" means any sale, contract to sell, conveyance, encumbrance, or other transfer, whether voluntary, involuntary, by operation of law or otherwise, of all or any material part of the Property or any interest in it, including any transfer or exercise of any right to drill for or to extract any water (other than for Grantor's own use), oil, gas or other hydrocarbon substances or any mineral of any kind on or under the surface of the Property. If Grantor is a corporation, "Accelerating Transfer" also means any transfer or transfers of shares possessing, in the aggregate, more than fifty percent (50%) of the voting power. If Grantor is a partnership, "Accelerating Transfer" also means withdrawal or removal of any general partner, dissolution of the partnership under applicable law, or any transfer or transfers of, in the aggregate, more than fifty percent (50%) of the partnership interests. If Grantor is a limited liability company, "Accelerating Transfer" also means withdrawal or removal of any managing member, termination of the limited liability company or any transfer or transfers of, in the aggregate, more than fifty percent (60%) of the voting power or in the aggregate more than fifty percent of the ownership of the economic interest in the Grantor. (b) Grantor agrees that Grantor shall not make any Accelerating Transfer, unless the transfer is preceded by Beneficiary's express written consent to the particular transaction and transferee, Beneficiary may withhold such consent in its sole discretion. If any Accelerating Transfer occurs, Beneficiary in its sole discretion may declare all of the Secured Obligations to be immediately due and payable, and Beneficiary and Trustee may invoke any rights and remedies provided by Paragraph 6.3 of this Deed of Trust, 6.2 Events of Default. The occurrence of any one or more of the following events, at the Idaho Deed of Trust -9- 06l06 option of Beneficiary, shall constitute an event of default ("Event of Default") under this Deed of Trust: (a) Obligor fails to make any payment, when due, under the Debt Instrument (after giving effect to any applicable grace period), or any other default occurs under and as defined in the Debt Instrument or in any other instrument or agreement evidencing any of the Secured Obligations and such default continues beyond any applicable cure period; (b) Grantor fails to make any payment or perform any obligation which arises under this Deed of Trust; (c) Grantor makes or permits the occurrence of an Accelerating Transfer in violation of Paragraph 6.1, (d) Any representation or warranty made in connection with this Deed of Trust or the Secured Obligations proves to have been false or misleading in any material respect when made; (e) Any default occurs under any other deed of trust on all or any part of the Property, or under any obligation secured by such deed of trust, whether such deed of trust is prior to or subordinate to this Deed of Trust, or (f) An event occurs which gives Beneficiary the right or Option to terminate any Swap Contract secured by this Deed of Trust. 6.3 Remedies. At any time after the occurrence of an Event of Default, Beneficiary and Trustee shall be entitled to invoke any and all of the rights and remedies described below, as well as any other rights and remedies authorized by law. All of such rights and remedies shall be cumulative, and the exercise of anyone or more of them shall not constitute an election of remedies. (a) Beneficiary may declare any or all of the Secured Obligations to be due and i payable immediately, and may terminate any Swap Contract secured by this Deed of Trust in accordance with its terms. (b) Beneficiary may apply to any court of competent jurisdiction for, and obtain appointment of, a receiver for the Property. I (c) Beneficiary, in person, by agent or by court -appointed receiver, may enter, take possession of, manage and operate all or any part of the Property, and in its own name or in the name of Grantor sue for or otherwise collect any and all Rents, including those that are past due, and may also do any and all other things in connection with those actions that Beneficiary may in its sole discretion consider necessary and appropriate to protect the security of this Deed of Trust. Such other things may include: entering into, enforcing, modifying, or canceling leases on such terms and conditions as Beneficiary may consider proper; obtaining and evicting tenants; fixing or modifying Rents; completing any unfinished construction; contracting for and making repairs and alterations; performing such acts of cultivation or irrigation as necessary to conserve the value of the Property; and preparing for harvest, harvesting and selling any crops that may be growing on the property. Grantor hereby irrevocably constitutes and appoints Beneficiary as its attorney -in -fact to perform such acts and execute such documents as Beneficiary in its sole discretion may consider to be appropriate in connection with taking these measures, including endorsement of Grantor's name on any instruments. Grantor agrees to deliver to Beneficiary all books and records pertaining to the Property, including computer -readable memory and any computer hardware or software necessary to access or process such memory, as may reasonably be requested by Beneficiary in order to enable Beneficiary to exercise its rights under this Paragraph. (d) Either Beneficiary or Trustee may cure any breach or default of Grantor, and Idaho Deed of Trust -10- 06106 if it chooses to do so in connection with any such cure, Beneficiary or Trustee may also enter the Property and/or do any and all other things which it may in its sole discretion consider necessary and appropriate to protect the security of this peed of Trust. Such other things may include: appearing in and/or defending any action or proceeding which purports to affect the security of, or the rights or powers of Beneficiary or Trustee under, this Deed of Trust; paying, purchasing, contesting or compromising any encumbrance, charge, lien or claim of lien which in Beneficiary's or Trustee's sole judgment is or may be senior in priority to this Deed of Trust, such judgment of Beneficiary or Trustee to be conclusive as among the parties to this Deed of Trust; obtaining insurance and/or paying any premiums or charges for insurance required to be carried under this Deed of Trust; otherwise caring for and protecting any and all of the Property; and/or employing counsel, accountants, contractors and other appropriate persons to assist Beneficiary or Trustee. Beneficiary and Trustee may take any of the actions permitted hereunder either with or without giving notice to any person. (e) Beneficiary may bring an action in any court of competent jurisdiction to foreclose this instrument or to obtain specific enforcement of any of the covenants or agreements of this Deed of Trust. (f) Beneficiary may cause the Property which consists solely of real property to be sold by Trustee as permitted by applicable law. Before any such trustee's sale, Beneficiary or Trustee shall give such notice of default and/or safe as may then be required by law. When all time periods then legally mandated have expired, and after such notice of sale as may then be legally required has been given. Trustee shall sell the Property, either as a whole or fn separate parcels, and in such order as Trustee may determine, at a public auction to be held at the time and place specified in the notice of sale. Neither Trustee nor Beneficiary shall have any obligation to make demand on Grantor before any trustee's sale. From time to time in accordance with then applicable law, Trustee may, and in any event at Beneficiary's request shall, postpone any trustee's sale by public announcement at the time and place noticed for that sale. At any trustee's sale, Trustee shall sell to the highest bidder at public auction for cash in lawful money of the United States, or such other form of payment satisfactory to Trustee. Any person, including Grantor, Trustee or Beneficiary, may purchase at the trustee's sale to the extent permitted by then applicable law. Beneficiary shall have the benefit of any law permitting credit bids. Trustee shall execute and deliver to the purchaser(s) a deed or deeds conveying the property being sold without any covenant or warranty whatsoever, express or implied. The recitals in any such deed of any matters or facts, including any facts bearing upon the regularity or validity of any trustee's sale, shall be conclusive proof of their truthfulness. Any such deed shall be conclusive against all persons as to the facts recited in it. (g) Beneficiary may proceed under the Uniform Commercial Code as to all or any part of the Personalty, and in conjunction therewith may exercise all of the rights, remedies and powers of a secured creditor under the Uniform Commercial Code. When all time periods then legally mandated have expired, and after such notice of sale as may then be legally required has been given, Trustee may sell the Personalty at a public sale to be held at the time and place specified in the notice of sale. It shall be deemed commercially reasonable for the Trustee to dispose of the Personalty without giving any warranties as to the Personalty and specifically disclaiming all disposition warranties. Alternatively, Beneficiary may choose to dispose of some or all of the Property, in any combination consisting or both personal property and real property, in one sale to be held in accordance with the law and procedures applicable to real property, as permitted by Article 9 of the Uniform Commercial Code. Grantor agrees that such a sale of personal property together with real property constitutes a commercially reasonable sale of the personal property. 6.4 Application of Sale Proceeds and Rents. (a) Beneficiary and Trustee shall apply the proceeds of any sale of the Property in the following manner: first, to pay the portion of the Secured Obligations attributable to the Idaho Deed of Trust -11- O&OG costs, fees and expenses of the sale, including costs of evidence of title in connection with the sale; and, second, to pay all other Secured Obligations in any order and proportions as Beneficiary in its sole discretion may choose. The remainder, if any, shall be remitted to the person or persons entitled thereto. (b) Beneficiary shall apply any and all Rents collected by it, and any and all sums other than proceeds of any sale of the Property which Beneficiary may receive or collect under Paragraph 6.3, in the following manner: first, to pay the portion of the Secured Obligations attributable to the costs and expenses of operation and collection that may be incurred by Trustee, Beneficiary or any receiver; and, second, to pay all other Secured Obligations in any order and proportions as Beneficiary in its sole discretion may choose. The remainder, if any, shall be remitted to the person or persons entitled thereto. Beneficiary shall have no liability for any funds which it does not actually receive. 7. MISCELLANEOUS PROVISIONS 7.1 No Waiver or Cure. (a) Each waiver by Beneficiary or Trustee must be in writing, and no waiver shall be construed as a continuing waiver. No waiver shall be implied from any delay or failure by Beneficiary or Trustee to take action on account of any default of Grantor. Consent by Beneficiary or Trustee to any act or omission by Grantor shall not be construed as a consent to any other or subsequent act or omission or to waive the requirement for Beneficiary's or Trustee's consent to be obtained in any future or other instance. (b) If any of the events described below occurs, that event alone shall not cure or waive any breach, Event of Default or notice of default under this Deed of Trust or invalidate any act performed pursuant to any such default or notice; or nullify the effect of any notice of default or sale (unless all Secured Obligations then due have been paid and performed); or impair the security of this Deed of Trust; or prejudice Beneficiary, Trustee or any receiver in the exercise of any right or remedy afforded any of them under this Deed of Trust; or be construed as an affirmation by Beneficiary of any tenancy, lease or option, or a subordination of the Lien of this Deed of Trust; (i) Beneficiary, its agent or a receiver takes possession of all or any part of the Property; (ii) Beneficiary collects and applies Rents, either with or without taking possession of all or any part of the Property; (iii) Beneficiary receives and applies to any Secured Obligation proceeds of any Property, including any proceeds of insurance policies, condemnation awards, or other claims, property or rights assigned to Beneficiary under this Deed of Trust; (iv) Beneficiary makes a site visit, observes the Property and/or conducts tests thereon; (v) Beneficiary receives any sums under this Deed of Trust or any proceeds of any collateral held for any of the Secured Obligations, and applies them to one or more Secured Obligations; ` (vi) Beneficiary, Trustee or any receiver performs any act which it is empowered or authorized to perform under this Deed of Trust or invokes any right or remedy provided under this Deed of Trust; or Idaho Geed of Trusi -12 06/00 (vii) Any notice of default and election to sett under this Deed of Trust is i cancelled. 7.2 Powers of Beneficiary and Trustee. 0 (a) Trustee shall have no obligation to perform any act which it is empowered to perform under this Deed of Trust unless it is requested to do so in writing and is reasonably indemnified against loss, cost, liability and expense, (b) Beneficiary may take any of the actions permitted under Paragraphs 6,3(b) and/or 6,3(c) regardless of the adequacy of the security for the Secured Obligations, or whether any or all of the Secured Obligations have been declared to be immediately due and payable, or whether notice of default and election to sell has been given under this Deed of Trust. (c) From time to time, Beneficiary or Trustee may apply to any court of competent jurisdiction for aid and direction in executing the trust and enforcing the rights and remedies created under this Deed of Toast. Beneficiary or Trustee may from time to time obtain orders or decrees directing, confirming or approving acts in executing this trust and enforcing these rights and remedies. 7.3 Nonborrower Grantor. (a) If any Grantor ("Nonborrower Grantor") is not the Obligor under the Debt i Instrument described in Paragraph 2.1(a), such Nonborrower Grantor authorizes Beneficiary to perform any of the following acts at any time, all without notice to Nonborrower Grantor and without affecting Beneficiary's rights or Nonborrower Grantor's obligations under this Deed of Trust: i (i) Beneficiary may alter any terms of the Debt Instrument or any part of it, including renewing, compromising, extending or accelerating, or otherwise changing the time for payment of, or increasing or decreasing the rate of interest on, the Debt Instrument or any part of it; (if) Beneficiary may take and hold security for the Debt Instrument, accept additional or substituted security for the Debt Instrument, and subordinate, exchange, enforce, waive, release, compromise, fail to perfect, sell or otherwise dispose of any such security; (iii) Beneficiary may apply any security now or later held for the Debt Instrument in any order that Beneficiary in its sole discretion may choose, and may direct the order and manner of any sale of all or any part of it and bid at any such sale; (iv) Beneficiary may release Obligor of its liability for the Debt Instrument or any part of it; (v) Beneficiary may substitute, add or release any one or more guarantors or endorsers of the Debt Instrument; and (vi) Beneficiary may extend other credit to Obligor, and may take and hold security for the credit so extended, whether or not such security also secures the Debt Instrument. (b) Nonborrower Grantor waives: (1) Any right it may have to require Beneficiary to proceed against Obligor, proceed against or exhaust any security held from Obligor, or pursue any other Idaho Deed of Trust -13• 06106 remedy in Beneficiary's power to pursue; (ii) Any defense based on any legal disability of Obligor, any discharge or limitation of the liability of Obligor to Beneficiary, whether consensual or arising by operation of law or any bankruptcy, reorganization, receivership, insolvency, or debtor -relief proceeding, or from any other cause, or any claim that Nonborrower Grantor's obligations exceed or are more burdensome than those of Obligor; (iii) All presentments, demands for performance, notices of nonperformance, protests, notices of protest, notices of dishonor, notices of acceptance of this Deed of Trust and of the existence, creation, or incurring of new or additional indebtedness of Obligor, and demands and notices of every kind; (iv) Any defense based on or arising out of any defense that Obligor may have to the payment or performance of the Debt Instrument or any part of it; and (v) Until the Secured Obligations have been paid and performed in full, all rights of subrogation, reimbursement, indemnification and contribution (contractual, statutory or otherwise), including any claim or right of subrogation under the Bankruptcy Code (Title 11 of the U.S. Code) or any successor statute, all rights to enforce any remedy that the Beneficiary may have against Obligor, and all rights to participate in any security now or later to be held by Beneficiary for the Debt Instrument. (c) Nonborrower Grantor assumes full responsibility for keeping informed of Obligor's financial condition and business operations and all other circumstances affecting Obligor's ability to pay and perform its obligations to Beneficiary, and agrees that Beneficiary shall have no duty to disclose to Nonborrower Grantor any information which Beneficiary may receive about Obligor's financial condition, business operations, or any other circumstances bearing on its ability to perform. (d) No provision or waiver in this Deed of Trust shall be construed as limiting the generality of any other provision or waiver contained in this Deed of Trust. (e) For purposes of this Paragraph 7.3, all references to the Debt Instrument shall also include any instrument or agreement executed by Obligor subsequent to the date of this Deed of Trust which is secured by this Deed of Trust in accordance with the provisions of Paragraphs 2.1(c) and 2.1(d). 7.4 Merger. No merger shall occur as a result of Beneficiary's acquiring any other estate in or any other lien an the Property unless Beneficiary consents to a merger in writing. 7.5 Jofnt and Several Liability. If Grantor consists of more than one person, each shall be jointly and severally liable for the faithful performance of all of Grantor's obligations under this Deed of Trust. 7.6 A licable Law. This Deed of Trust shall be governed by the laws of the State of Idaho. 7.7 Successors in Interest. The terms, covenants and conditions of this Deed of Trust shall be binding upon and inure to the benefit of the heirs, successors and assigns of the parties. However, this Paragraph does not waive the provisions of Paragraph 6.1. 7.8 Dispute Resolution Provision. This paragraph, including the subparagraphs below, is referred to as the "Dispute Resolution Provision." This Dispute Resolution Provision is a material inducement for the parties entering into this agreement. Idaho Deed of Trust -14- 06106 (a) This Dispute Resolution Provision concerns the resolution of any controversies or claims between the parties, whether arising in contract, tort or by statute, including but not limited to controversies or claims that arise out of or relate to: (i) this agreement (including any renewals, extensions or modifications); or (ii) any document related to this agreement (collectively a "Claim"). For the purposes of this Dispute Resolution} Provision only, the term "parties" shall include any parent corporation, subsidiary or affiliate of Beneficiary involved in the servicing, management or administration of any obligation described or evidenced by this agreement. (b) At the request of any party to this agreement, any Claim shall be resolved by binding arbitration in accordance with the Federal Arbitration Act (Title 9, U.S. Code) (the "Act'). The Act will apply even though this agreement provides that it is governed by the law of a specified state, (c) Arbitration proceedings will be determined in accordance with the Act, the then -current rules and procedures for the arbitration of financial services disputes of the American Arbitration Association or any successor thereof ("AAA"), and the terms of this Dispute Resolution Provision. In the event of any inconsistency, the terms of this Dispute Resolution Provision shall control, If AAA is unwilling or unable to (I) serve as the provider of arbitration or (ii) enforce any provision of this arbitration clause, Beneficiary may designate another arbitration organization with similar procedures to serve as the provider of arbitration. (d) The arbitration shall be administered by AAA and conducted, unless otherwise required by law, in any U.S, state where real or tangible personal property collateral for this credit is located or if there is no such collateral, in the state specified in the governing law section of this agreement. All Claims shall be determined by one arbitrator; however, if Claims exceed Five Million Dollars ($5,000,000), upon the request of any party, the Claims shall be decided by three arbitrators. All arbitration hearings shall commence within ninety (90) days of the demand for arbitration and close within ninety (90) days of commencement and the award of the arbitrator(s) shall be issued within thirty (30) days of the close of the hearing. However, the arbitrator(s), upon a showing of good cause, may extend the commencement of the hearing for up to an additional sixty (60) days. The arbitrator(s) shall provide a concise written statement of reasons for the award. The arbitration award may be submitted to any court having jurisdiction to be confirmed and have judgment entered and enforced. (e) The arbitrator(s) will give effect to statutes of limitation in determining any Claim and may dismiss the arbitration on the basis that the Claim is barred. For purposes of the application of any statutes of limitation, the service on AAA under applicable AAA rules of a notice of Claim is the equivalent of the filing of a lawsuit. Any dispute concerning this arbitration provision or whether a Claim is arbitrable shall be determined by the arbitrator($), except as set forth at subparagraph (h) of this Dispute Resolution Provision. The arbitrator(s) shall have the power to award legal fees pursuant to the terms of this agreement, (f) This paragraph does not limit the right of any party to: (i) exercise self- help remedies, such as but not limited to, setoff; (ii) initiate judicial or non judicial foreclosure against any real or personal property collateral; (iii) exercise any judicial or power of sale rights, or (iv) act in a court of law to obtain an interim remedy, such as but not limited to, injunctive relief, writ of possession or appointment of a receiver, or additional or supplementary remedies. (g) The filing of a court action is not intended to constitute a waiver of the right of any party, including the suing party, thereafter to require submittal of the Claim to arbitration. (h) Any arbitration or trial by a judge of any Claim will take place on an individual basis without resort to any form of class or representative action (the "Class Action Waiver"). Regardless of anything else in this Dispute Resolution Provision, the validity and effect Idaho Deed of Trust •15. 06106 of the Class Action Waiver may be determined only by a court and not by an arbitrator, The parties to this Agreement acknowledge that the Class Action Waiver is material and essential to the arbitration of any disputes between the parties and is nonseverable from the agreement to arbitrate Claims. If the Class Action Waiver is limited, voided or found unenforceable, then the parties' agreement to arbitrate shall be null and void with respect to such proceeding, subject to the right to appeal the limitation or invalidation of the Gass Action Waiver, The Parties acknowledge and agree that under no circumstances will a class action be arbitrated. (i) By agreeing to binding arbitration, the parties irrevocably and voluntarily waive any right they may have to a trial byjury in respect of any Claim. Furthermore, without intending in any way to limit this agreement to arbitrate, to the extent any Claim is not arbitrated, the parties irrevocably and voluntarily waive any right they may have to a trial by jury in respect of such Claim.. This waiver of jury trial shall remain in effect even if the Class Action Waiver is limited, voided or found unenforceable. WHETHER THE CLAIM IS DECIDED BY ARBITRATION OR BY TRIAL BY A JUDGE, THE PARTIES AGREE AND UNDERSTAND THAT THE EFFECT OF THIS AGREEMENT IS THAT THEY ARE GIVING UP THE RIGHT TO TRIAL BY JURY TO THE EXTENT PERMITTED BY LAW. 7.9 interpretation. Whenever the context requires, all words used in the singular will be construed to have been used in the plural, and vice versa, and each gender will include any other gender. The captions of the sections of this Deed of Trust are for convenience only and do not define or 1mit any terms or provisions. The word "include(s)" means "include(s), without limitation," and the word "including" means "including, but not limited to." The word "obligations" is used in its broadest and most comprehensive sense, and includes all primary, secondary, direct, indirect, fixed and contingent obligations. It further includes all principal, interest, prepayment charges, late charges, loan fees and any other fees and charges accruing or assessed at any time, as well as all obligations to perform acts or satisfy conditions. No listing of specific instances, items or matters in any way limits the scope or generality of any language of this heed of Trust. The Exhibits to this Deed of Trust are hereby incorporated in this feed of Trust, 7.10 In -House Counsel Fees, Whenever Grantor is obligated to pay or reimburse Beneficiary or Trustee for any attorneys' fees, those fees shall include the allocated costs for services of in-house counsel to the extent permitted by applicable law. 7.11 Waiver of Marshaling. Grantor waives all rights, legal and equitable, it may now or hereafter have to require marshaling of assets or to direct the order in which any of the Property will be sold in the event of any sale under this Deed of Trust. Each successor and assign of Grantor, including any holder of a lien subordinate to this Deed of Trust, by acceptance of its interest or lien agrees that it shall be bound by the above waiver, as if it had given the waiver itself. 7.12 Severability. if any provision of this Deed of Trust should be held unenforceable or void, that provision shall be deemed severable from the remaining provisions and in no way affect the validity of this Deed of Trust except that if such provision relates to the payment of any monetary sum, then Beneficiary may, at its option, declare all Secured Obligations immediately due and payable. 7,13 Notices, Grantor hereby requests that a copy of notice of default and notice of sale be mailed to it at the address set forth below, That address is also the mailing address of Grantor as debtor under the Uniform Commercial Code. Beneficiary's address given below is the address for Beneficiary as secured party under the Uniform Commercial Code. Idaho Deed of Trust to- C6106 Addresses for Notices to Grantor: BowDen Properties, LLC 400 W. Overland Road Meridian, ID 83£42-8105 Address for Notices to Beneficiary: Bank of America, N.A. Waltham - Credit Services Attn: Notice Desk MA6-535-02-09 1075 Main St. Waltham, MA 02451 IN WITNESS WHEREOF, Grantor has executed this Deed of Trust as of the date first above written. GRANTOR: Bow Den Properties, LLC g By: F ` I w.c�dt '— (seal) Patrick Morandi, General Manager Idaho Deed of Trust -17- 06106 State of =-.F 8 County of _ _ A &t4- } On this day of 200_ __, before me, _ 41 n .A.. 1.4. s ^, a Notary Public in and for said State, personally appeared ��. �rr`l., �yt �,,.,�Ny _ known or identified to be the 6c,R.W-1 1!/1.,�,i,. „ of t1 a... A�� rb�,n:s'�s J. Lc , or the person who executed the instrument on behalf of said and acknowledged to me that such entity executed the same. IN WITNESS WHEREOF, I have hereunto set my hand and affixed my official seal the date and year in this certificate first above written. r��:4 Notary Public for Residing at YJ,-,; . — My commission expires J-77r Z47 Idaho Deed of Trust -18- 06106 EXHIBIT A TO DEED OF TRUST Exhibit A to DEED OF TRUST executed as of May 12, 2008, by BowDen Properties, LLC as. "Grantor" to Alliance Title & Escrow Corp. as "Trustee" for the benefit of Bank of America, N.A„ a national banking association, as "Beneficiary." Street Address of Propeirty 400 W. Overland Road, Meridian, ID 83642-8105 Description of property See attached description consisting of page(s), Idaho Deed of Trust .19. 06/06 EXHIBIT "A" Parcel 1: A parcel of land being a portion of Lots 2 and 3 in Block 1 of Interstate Center, a subdivision, according to the official plat thereof as tiled in the records of Ada County, Idaho, which portion is all of said lots lying West of Blue Marlin Lane, and which is more particularly described as follows: Commencing at the Southwest corner of said Lot 2; thence North 01103'11" East 280.18 feet to a point; thence North 00013'37" West 84.85 feet to a point; thence South 89°46'23" East 295.48 feet to a point; thence South 00°13'37" West 365.00 feet to a point; thence North 89°46'23" West 298.85 feet to the POINT OF BEGINNING. Parcel 2: A parcel of land being part of Lots 2, 3, 23 and 24 fit Block I of Interstate Center, a subdivision, according to the official plat thereof as filed in the records of Ada County, Idaho, which parcel is more particularly described as follows: Commencing at the Northwest corner of said Lot 3; thence South 89°46123" East 295.48 feet to a point lying on the Westerly boundary of the private road easement for Blue Marlin Lane as shown on said plat, said point being; the REAL POINT CIE BEGINNING, thence South 00°13'37" West 365.00 feet along said private road boundary to a point; thence South 89°4623" East 60.00 feet to a point lying; on the Easterly boundary of the private road easement for Blue Marlin Lane as shown on said plat; thence North 00°13'37" East 496.01 feet to a point of curve; thence along a curve to the right, said curve having a central angle of44°24'55", a radius of 20.00 feet, and a long chord bearing North 22°26'05" East 15.12 feet to a point of curve; thence along a curve to the left, said curve having; a central angle of 90100*00", a radius of 50.00 feet, and a long chord bearing North 0002I'28" West 70.71 feet to a point; thence South 44°38132" West 50.00 feet to a point lying on the centerline of said private road; thence South 00013'37" West 180.00 feet to a point; thence North 89°46'23" West 30,00 feet to the REAL POINT OF BEGINNJNG. Parcel 3: All of lots 7, 9, 1.9 through 22, and 25 through 28 in Block I of Interstate Center a subdivision, according, according to the official plat thereof, records of Ada County, Idaho; AND Part of Lots 23 and 24 in Block 1 of Interstate Center, a subdivision, according; to the Official Plat thereof, Records of Ada County, Idaho, which part is more particularly described as follows: COMMENCING at the Northeast corner of said Lot 23; thence South 00°13'37" West 545.00 feet to a point; thence North 89°46'23" West 160.00 feet to a point; thence North 009337" East 496.01 feet to a point of curve; thence along a curve to the right, said curve having a central angle of 44124155", a radius of 20.00 feet, and a long chord bearing North 22°26'05" East 15.12 feet to a point of curve; thence along a curve to the left, said curve having a central angle of 44024'55", a radius of 50.00 feet, and a long chord bearing North 22°26105" East 37.80 feet to a point; thence South 89°46'23" East 140.00 feet to the POINT OF BEGINNING; AND Part of Lot 5 in Block 1 of Interstate Center, a subdivision, according to the official plat thereof, records of Ada County, Idaho, which part is more particularly described as follows: COMMENCING at the Southeast corner of Lot 5; thence North 89046'23" West 199.99 feet to a point of curve; thence along a curve to the left, said carve having a central ankle of45°35'05", a radius of 50.00 feet, and a long chord bearing North 22°33'55" West 38.74 feet to a point of curve; thence along a curve to the left, said curve having a central angle of 44°24'55", a radius of 20.00 feet, and a long chord bearing South 67133156" ,East 15.12 feet to a point; thence South 89°46'23" East 201.00 feet to a point; thence South 00°13'37" West 30.00 feet to the POINT OF BEGINNING. 251 ARTICLES OF DRGANIZAT101V _ TIVE UMITED LIABILITY' COMPANY FILE ���� 7 NOV 28 PM I - ( Instructions on bade of application) 1. The name of the limited liability company Is: SECRL 1:re �`f CF STATE STAT . 6r IDAHO Black Mar, LLC 2. The street address of the initial registered -office Is: 400 W. Overland Read, Meridian, ID 83642 and the name of the initial registered agent st the above address Is: Patrick Morandi 3. The mailing address for future correspondence Is: 400 W. Overland Road, Meridian, ID 83642 4. The limited liability company will be: Manager -managed 2 or Member -managed ❑ 4ftm o eat j* wpw*t. toad 5. If manager -managed, list the name(s) and address(es) of at least one initial manager. If member -managed, list the name(s) end address(es) of at least one initial member. l Black Creek LP % Roaring Springs Water Paris 400 W. Overland Road, Meridian, ID 63642 6. Signature of at least one person responsible fbr forming the limited Itability company: Signature: seasury m State: U" «►�r _ - Typed Name: Thomas Nicholson - Capacity: General Partner of Black Creak !P L; Signature Typed Name: Gapae ty: YDAI J RMTARY OF STATE pi:X:...7'21999666 asses 1 ! 3�.88. * 1itB.86 WW LLC % 8 V 51 5 ARTICLES OF ORGANIZATION { LIMITED LIABILITY COMPANY ,LED (Instructions on beck of applicaton) t z 1. The name of the limited liability company is: -- _ _2 _ ies, LLC &a�rCen Prd ert 2 The address of the initial registered office is: 737 N. Nystrom Place, (not a ISO Box) --Boise, Idaho 83713 ,.. -— and the name of the initial registered agent at that address is: Ret3 Signature of registered a 3. Is management of the limited liability company vested in a manager or managers? ® Yes 0 No (check appropriate box) 4. If management is vested in one or more manager(s), list the name(s) and a ` (es) of Ot least one initial manager. 1f management is vested in the members, list the r�a`m(s) and address(es) of at least one initial member. r are Reed Bowen, Jr. 5. 4737 N. Nystrom Puce Boise, Idaho 83713 0� � 1c�lfd�119S3A >rd9•s i8® CXs 690 Ch IM 2 INI 166372 a 100- M Wftl LLC 1 2 AMENDMENT TO ILL- FETI e CERTIFICATE OF ORGANIZATIO 2ap.joq, -7:, AM a. LIA41TED LIABILITY COMPANY (InstA u�'.rtio�'��r an �`"wd'� �of application),SAJF iId Li R� 'g.!1 LIFT The name of the limited liability company Is: BowDen Properties, LLC 2. The name of the limited liability company is amended to read: 3. The date the certificate of organization was originally filed: 12/01/1998 4. The complete street and mailing addresses of the designated principal office is amended to° 400 West Overland Road, Meridian, In 83642 5. The mailing address for futurecorresp6ndence (annual reports) is amended to: 400 West Overland Road, Meridian, ID 63642 6. The name and address of the managers/members shall be amended as follows: Address As d Reed Bowen, Jr. 4737 N. Nystrom Place, Boise, ID Patrick Morandi 3132 S. Silvertip Lane, Meridian, ID Q 7. Signature of an authorized person. t �lr l Signature Patrick Morandi secretary of state use only TypedName Signature 1DW KCRETARY OF STATE 11/07/2013 65;00 CK: 186K CT; U59M DH. 1397147 TypedName 1 38. 88 = 39.80 i7 N Ma 12 W 41446 ar�+air� 0+a�wiu�L .pmd R+wv, No Text - 3P"-A PPLTCATTON NUETi NG NoTES Proje Subdivision Name: Das' f' - Date: S - �Y-(r Appllcant(s)fContact(S): G? .�° f t.� f r/Y� GfCct �, City Staff: '!�k f. t ' , Cf F ,'& u cle f Location: I iI �l%n..�,Y.. �ti'�� � � � x � � � 1 �s�. F. { tee. F>� _- Size of Property: fij l�rC Comprehensive Plan FLUM Designation: Coal'- c FQ Design Guidelines Development Context: ❑ Urban ❑ Urban/Suburban ❑ Suburban ❑ Rural Existing Use: V,,2ce,,,,- Existing Zoning: C - Proposed Use: _/) cr 4dop, Proposed Zoning: -- _ Surrounding Uses:r Street Buffer(s) and/or Land UseBuffer(s): 3,5"1 Olkrl �i✓2 f ;, �v` ���� � Open Space/Amenities/Pathways. Access/Stub StreetsiStreet�ystem: ,-_ c_e< �5c Sewer & Water Service: L ;5-YC ^'-VS�' __6 Waterways/ FloodplainfTopographylHazards: History:. ry: p-g-bp. I FF -c / / l Ca. ck f _ S _ Addiitionall Meeting Motes:Fj-K- �.� � �e "("J r� � � ��l' . i�.�r�-� ,0 av � L - YG�C! �-t S V. Y/ e- l! a @cR oup LA- _Y_ '.'Nei . J, ' ., f rr -� r� 1 � ; PA C.. .lrii_ e r,. �e1'• C_ GiY 1'P+ etf'�.i 'F-'• �L +' t.i tYJ f+� b'° � 'heLL b ' 0 fi t 0Ad ` a�, �' CC« aY"� �/" `EJ A ;' e, er` F1 s"{ ` " �n m �'X DZ4 �E'_ Z".,.fie- �-� CC'0'W Mae C I , - r— -," tin w . -�' le- C. A;., a!1# jkd S ' 1 aAe PCs 1W4-" -P Note:'A Traffic Impact Study (TIS) uvi/I be required byAGHD tar large commercial projecis and any residential development with over 100 units. To avoid unnecessary delays & expedite the hearing process, applicants are encouraged to submit the TIS to ACND prier to submitting their application to the City. Not having ACND comments and/or conditions on large projects may delay hearing(s) at the City. Please contact Mindy Mellace at 387- 6178 or Christy Little at 387 6144 at ACHD for information in regard to a TIS, conditions, impact fees arld process. Other Agencies/Departments to Contact: 4-0 oow-ldll� Ada County Highway Dist. (ACND) ❑ Nampa Meridian Irrigation Dist. (NMID) ❑ Idaho Transportation Dept, (ITD) ❑ Settler's Irrigation District ❑ Republic Services ❑ Police Department ❑ Central District Health Department ❑ Fire Department Application(s) Required: ❑ Administrative Design Review ❑ ❑ Alternative Compliance ❑ Annexation ❑ ❑ City Council Review ❑ Comprehensive Plan Amendment - Map ❑ ❑ Comprehensive Plan Amendment - Text ❑ �' Conditional Use Permit i')Cq AC&t,ov' 610 - 4375 Notes; 1) Applicants are required to hold a neighborhood Conditional Use Permit Modification[Transter Development Agreement Modification 0 �{02, 00 Final Plat Final Plat Modification Planned Unit Development Preliminary Plat Private Street ❑ Public Works Department Building Department ❑ Parks Department ❑ Other: _ . ❑ Rezone ❑ Short Plat ❑ Time Extension - Council ❑ UDC Text Amendment ❑ Vacation ❑ Variance ❑ Other in accord with UDC 11-5A-5C orlor to submittal of an in accord iWith UDC 11-bA_ , 5D.3 (except for U-D-C text amendments, Comp Plan text amendments, and vacations). The information provided duri, this meeting is based on current UDC requirements and the Comprehensive Plan. Any subsequent changes to the UDC and/or Comp Plan may affect your submittal and/or application. This pre -application meeting shall be valid for four (4) months. � U 0 3 > c h� 1 v T �l \ h 06 ul N J m � � U c c � \5 c i cr •.L) G � L n r a Qa La �. 77 W27z r* a o EL N; CCO m Q u' ID o ���a a(D CA m n N ro N D ro V 0 cn 3 r�o 3 !Q Q cn j o, CD"0 ag V N O O O m 3 COMMITMENT OF PROPERTY POSTING Per Unified Development Code (UDC) 11-5A-5D, the applicant for all applications requiring a public hearing (except for a UDC text amendment, a Comprehensive Plan text amendment and/or vacations) shall post the subject property not less than ten. (10) days prior to the hearing. The applicant shall post a copy of the public hearing notice of the application(s) on the property under consideration. The applicant shall submit proof of property posting in the form of a notarized statement and a photograph of the posting to the City no later than seven (7) days prior to the public hearing attesting to where and when the sign(s) were posted. Unless such Certificate is received by the required date, the hearing will be continued. The sign(s) shall be removed no later than three (3) days after the end of the public hearing for which the sign(s) had been posted. I am aware of the above requirements and will comply with the posting requirements as stated in UDC 11-5A-5. Po-;u M vv'vy� a" Applicant/agent signature Date Community Development ■ Planning Division ■ 33 E. Broadway Avenue, Ste. 102 Meridian, Idaho 83642 Phone: 208-884-5533 Fax: 208-888-6854 www.meridian.city.org/Rlwming E iDIA�hT;--=� -' Community Development Parcel Verification Date: 8/23/16 Meridian City Hall, Suite 102 33 E. Broadway Avenue Meridian, Idaho 83642 208.887.2211 The parcel information below has been researched and verified as correct by the City of Meridian Community Development Department. Project Name: Parcel Numbers T/R/S: Interstate Center R4239770200 R4239770405 R4239770600 R4239770760 R4239770800 R4239771100 R4239771200 R4239771700 R4239771010 R4239771500 R4239772305 R4239770100 R4239770300 R4239770402 R4239770751 R4239771400 R4239771800 R4239770501 R4239771300 R4239771600 R4239772402 3N 1W 13 (1.391 Acres) (.137 Acres) (.363 Acres) (.741 Acres) (.034 Acres) (1.601 Acres) (2.015 Acres) (1.382 Acres) (1.212 Acres) (.266 Acres) (.21 Acres) (.264 Acres) (1.344 Acres) (1.211 Acres) (14.58 Acres) (1.068 Acres) (1.022 Acres) (6.41 Acres) (1.113 Acres) (.833 Acres) (.2 Acres) Address Verification Rev; 04/23/12 PARCEL PARCEL I ., GRAPHIC SCALE: 0 60 120 ( IN FEET ) i-INCH = 60 FT. i ITD PARCEL I CURREN FUTURE F.E.C. F.E.C. BUILDIN( ! 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FILL WITH 3" OF BARK MULCH DOTE: Z 1. DIG HOLE 4X THE DIAMETER OF SOOT BALL. w (--)DECIDUOUS TREE PLANTING NOT TO SCALE MULCH SEE CROUNDCOVER SCHGOUL' FbR SPACING 1114151111 DRADE PLA.NPNG SOIL MIkTURE GROUNDCOVER PLANTING TO SCALE KLYNU I k6 COTTON WI TREE TIE T [] VISIONTRIANGLE MATURE OVERHEAD LINE POLE SIZE Lfl VX2"X2" UTILITY PEDESTALS. WORK LANDSCAPE ARDLNDTO Lll NOT RE4 35'WX35'H AVOID BLOCKING ACCESS AND SMALL �ELECTRICAL POWER BOX. WRAP TRUI 36WM5'H 1. SEPARATE ALL LAWN AREAS FROM GRAVEL AREAS WFTH LANDSCAPE EDGING. 2. IRRIGATE ALL LANDSCAPE AREAS WITH AUTOMATIC PLANTING . IRRIGATION SYSTEM. TIE INTO EXISTING CAMPUS IRRIGATION SYSTEM COORDINATE WITH OWNER. 2OW(20'H GR11UNDCOVER SCRI 15'IM1'X3O'H V 0.0, 5.2" 4 1 NUMBER OF STREET TREES ALONG W. OVERLAND ROAD 6" D.C, e,93" 2.2 FRONTAGE: 32 LINEAR FOOTAGE OF FRONTAGE: G12' 10" o;c, area" 1,e MATURE REQUIRED NUMBER OF TREES: 16 12" DID. me" 1 SIZE WIDTH OF STREET BUFFER: 35' TOTAL NUMBER OF NEW TREES 1 TOTAL TREE SPECIES: 3214 15, D.C. 13.0, .e. 3'WX3'H id" O.C. 1S5" 24' D.C. zO,a' 2 4'WX1.9H 30- O.C. 26,0^ .14'WXTH 5WX5'H i. STAMP N I..L ///) m V LL. c Z LL d m W U) LLI g CL a U) oz a 0 NO. SIONR SEMARKS CHECKED JGM DATE JULYN16 1 URAM JGM — W— 7 flVERLAN ROAD BaBJOBNo. 16uzo CUENiJOBNO. .. LANDSCAPE PLAN a' 20' ao' F—N,11uMBBR l -qrA 17' 1"=9n%n" NORTH I L1.00 Recording Requested By and When Recorded Return to: 5pink Butler, LLP 251 E._Front Street, Suite 200 Boise, Idaho 83702 AMENDED AND RESTATED DEVELOPMENT AGREEMENT PARTIES: 1. City of Meridian 2. Black Mor, LLC, and BowDen Properties_ LLC THIS AMENDED AND RESTATED DEVELOPMENT AGREEMENT,- (this °Agreement"), is made and entered into this-90' day of May, 7,- 6 t 201he "Effective Date by and between tho OF ME CIDIANCity of Meridian, a municipal corporation of the State of Idaho, party rf the fir&tnr,rF hr..r..;��,^ T%(<`City"l. and Black Mor, LLC an Idaho limited iiability , company "Black Mor"),and BowDen Properties, LLC, an Idaho limited IiabilitV com an (`BowDen"). Black Mor and BowDen are sometimes individually or collectively referred to herein as "Owner/Developer." RECITALS A. On May 30, 1997, City and Winston H. Moore and Diane L. nAnerc huc band nr,� partiesef Moore collective) ,the on final owned develo er, entered into that certain Development Agreement, recorded on June 5, 1997 as Instrument No. 97044085 official records of Ada County, Idaho the "Original Developmentment Agreement") on real property more particularly described in the seGen' paF hep&er calle O ginal Development Agreement. A:B. Upon recordation of this Agreement the WWEI QQPER", whE�se,-A4ress-isP. 9: 8204 Boise. 1d ahe 93707 2—A Original Development Agreement shall be null and void and of no further force or effect for the subject Property. defined below. E-.C. Owner/Developer is currently the sole owner, in law and/or equity, of athat certain tract of land in the County of Ada, State of Idaho, described in Exhibit "A" /D perh tai4' h this refer- perated h. --��---r��,�,,;e#+srLattached hereto and ,�y���rcer-,�.,,�,-,�Fe;,T a�rntfn+h ,r f ��, nam_ade apart hereof, (the Property"). D. WHEREAS th State of Idaho legislature, 1994 passed glob i � a I. C• 1 67-6511A, r, �n.-- —n+h emants which enter" t.� b vr,�^^ , ,qru^ ,Idaho Code, provides that cities may�,�-, ;,�,� ordinance, require or permit as a condition of re -zoning that Owner/Developer make a written commitment concerning the use or development of the Property. AMENDED AND RESTATED DEVELOPMENT AGREEMENT - 1 E:11 PIRSW-DXCompare Original DA vs Amended DA (9-26-16).docx E. Owner/Developer's predecessor in interest submitted an application for annexation and zoning of the Property, requesting a designation of C-G, (General Retail and Service Commercial District) under City's Unified Development Code ("UDC"). F. City has exercised its statutory authority by the enactment of Section 11-513-3 of the UDC which authorizes development agreements^^+"nip—upon dthe annexation and/or re -zoning of land, -and. VIVA -IQ - - e - 1W fig - - - G. l�RFAc the n Erci r,oro hnnOwnerODeveloper submitted an application for modification of the Original Development Agreement. H. Owner/Developer made representations at the public hearingshearing before the Meridian ❑lnnin9City Council as to how the Property will be developed. I. Owner/Developer_ deems it to be in Owner/Developer's best interest to be able to enter into this Agreement and Zoning Commi acknowled es that this Agreement was entered into voluntarily and at its urging and request. Q-.J. City requires Owner/Developer to enter into a development agreement for the purpose of ensuring that the Property is developed and the eild;ten * rounG;l as tG hGwsubseguent use of the Property ae-deveo is in accordance with the terms and wa+ mnrovems�n�r�wnulri be m.,do; an conditions of this Agreement. WHEREAS, +hnCi Council the da of 20 the Meridian Ci Council a roved certain Findings of Fact and Conclusions of LawsuiFed that the D'F!'EbCaEi? enter into ©nroerncin+j- -and U�K. WHEREAS, +he (^I"]"V in the f Fact and f I„SPORS -�-.�,-�-�,�.�,-,� and Decision and Order (Findings a �G and ger,c�.,,a,�,, of I= s'e allR ....P d +he O n ert s i ihi ++ d a if the _PEVE€ t PER did Rut r.RteF 'Rte a DeVel racoon+ AgF88Man+„) attached hereto as Exhibit B and made a part hereof. NOW, THEREFORE, IT IS HEREBY AGREED AS C(_f 1 (_ AlC. r�.r-i iv-'r,v.�arn1ryT.�rio�ic nrro.�rnr�n$ nn n Ap.ai+i n of the annoys+inn of the area in consideration of the covenants and conditions set forth herein, the parties agree as follows: 1. INCORPORATION OF RECITALS: That the above recitals are contractual and binding and are incorporated herein as if set forth in full, nd the teR:R� f+h,n � + h l�ged dXie , ria-crn--ccn-rTovrmrTa icn�en n=u��iiva-vi-crr. cv-v"rTnvcrsmzr without the enpr�`�e4 rrvvnvcrr+ of N-9 Q.:rV . AMENDED AND RESTATED DEVELOPMENT AGREEMENT - 2 E:11 P1RSW-DAICompare Original DA vs Amended DA (9-26-16).docx ��Wftmi WIN CAI'.L'1'�wl�tr/���11�r1f,1J11�S�:7l.T.li7 WHO wo"'INNI'mamos 2. imp 1-" ne_ssayto serve Lets 1 5,22 aR' 23; R1 k 1 nF="EL OPERSCHEDULE OF EXHIBIT& The AMENDED AND RESTATED DEVELOPMENT AGREEMENT-3 E:11 MRSW-MCompare Original DA vs Amended DA (9-26-16).docx following exhibits are incorporated herein: Exhibit A: Legal Description of the Property Exhibit B: City Council Findings Exhibit C: Conceptual Development Plan Exhibit D: Signs Plan Exhibit E: Landscape Plan 3. DEFINITIONS: For all purposes of this Agreement the following words. terms, and phrases herein contained in this section shall be defined and interpreted as herein provided for, unless the clear context of the presentation of the same reciuires otherwise: 3.1 CITY: means and refers to the City of Meridian, a party to this Agreement, which is a rn_un cipal corporation and government subdivision of the state of Idaho, organized and existing by virtue of law of the State of Idaho, whose address is 33 East Broadway Avenue, Meridian, Idaho 83642. 3.2 OWNERIDEVELOPER: means and refers to Black Mor. LLC. whose address is 400 W Overland Road, Meridian, Idaho 83642, and Bowden Properties, LLC, whose address is 400 W. Overland Road, Meridian, Idaho 83642 collectively, the party that owns and is developing the Property and shall include any subsequent owner(s) or developer(s) of the Property. 3.3 PROPERTY: means and refers to that certain parcel(s) of Property located in the County of Ada, City of Meridian as described in Exhibit A. 4. USES PERMITTED BY THIS AGREEMENT: This Agreement shall vest „the right to develoo the Property in accordance with the terms and conditions of this Agreement. 4.1 Uses. The uses allowed pursuant to this Agreement are only those uses listed as permitted, conditional or accessory, including parking, in the approved C-G zone under the UDC in effect as of the Effective Date (the "Uses"), which are generally set forth on: the conceptual development plan, attached hereto as Exhibit C and made a part hereof (the "Conceptual Development Plan"): the signs substantially similar to the signs depicted on Exhibit D attached hereto and made a part here of (the "Signs Plan"); and T hereto the _landscape depictedonExhibit , attached and made a part hereof (the ,....._..,_..._ "Landscape Plan''). Notwithstanding anything to the contrary, herein or the UDC1 outdoor arts, entertainment or recreational facility or facilities may be located within fifty feet (50') of the exterior Property boundary. 4.2 Change in Uses. No change in the Uses specified in this Agreement shall be allowed without modification of this Agreement. _Ali Uses are deemed to be permitted uses and are not subject to the need for a conditional use permit. 5. CONDITIONS GOVERNING DEVELOPMENT OF THE PROPERTY: 5.1 Development Conditions. Owner/Developer shall develop the Property in accordance with the following special conditions: 1. Development of this Property shall be generally consistent with the Conceptual Development Plan. 2. All future Uses shall not involve uses, activities, processes, materials, equipment and conditions of operation that will be detrimental to any persons, property or the general welfare by reason of excessive production of traffic noise, smoke fumes, glare or odors. AMENDED AND RESTATED DEVELOPMENT AGREEMENT - 4 E:11 PIRSVV-DA1Gompare Original DA vs Amended DA (9-26-16).docx 3. The hours of operation for the Property are 24 hours per day of the week. 4. For any Use with a separation measurement from a residential zone, linear distance shall be measured from the front door of the venue on the Property to the residential zone. 5. Subject to Sections 4.1 and 4.2 regarding Uses, and this Section 5.1 all future development of the Property shall comply with City of Meridian ordinances in effect at the time of application for development. 6. Setback along the west property boundary shall be five (5) feet for parking and eight (8) feet for recreation/entertainment facilities. Setback along the north property boundary adiacent to Interstate 1-84 shall be twenty) feet. Setback along the north property boundary adjacent to existing C-G zoned property shall comply with the setback for C-G zoning. Setback along the east property boundary shall be twenty-five (25) feet. Setback along Overland road shall be thirty-five (35) feet. 7. Owner/Developer shall comply with the Signs Plan attached as Exhibit D. 8. Owner/Developer shall comply with all landscape standards described in UDC 11-3B-8 that outlines the standards for parking lot landscape. Landscape shall be installed along Overland Road consistent with the Landscape Plan attached as Exhibit E in connection with development of the first parcel that fronts Overland Road. 9. Owner/Developer shall be responsible to obtain a Certificate of Zoning Compliance (CZC) permit and administrative design review in accordance with the standards listed in UDC 11-3A-19 and the guidelines listed in the City of Meridian Design Manualprior to all new construction on the Property. 10. Owner Developer shall be responsible to obtain a Certificate of Zoning _,........, _ Compliance (CZC) permit and administrative design review in accordance with the standards listed in UDC 11-3A-19 and the guidelines listed in the City of Meridian Design Manual, prior to all new construction on the Property. 11. Owner/Developer shall be responsible for all costs associated with sewer and _ water service instaliation. 12. Access points to/from the Property are limited to those shown on the Conceptual Development Plan, unless otherwise restricted/approved by ACHD. 6. DEFAULT: 6.1 Acts of Default. Either party's failure to faithfully comply with all of the terms and conditions included in this Agreement shall constitute default under this Agreement. 6.2 Notice and Cure Period. In the event of Owner/Developer's default of this Agreement Owner/Developer shall have thirty (30) days from receipt of written notice from City to initiate commencement of action to correct the breach and cure the default which action must be orosecuted with diligence and completed within one hundred eighty 180 da s� provided, however, that in the case of any such default that cannot with diligence be cured within such one hundred eight 180 day period, then the time allowed to cure such failure rngy be extended for such period as may be necessary to complete the curing of the same with diligence and continuity. Owner/Developer reserves all rights to contest whether a default has occurred. No provision in this Agreement can be modified or amended without the approval of the City Council after City has conducted public AMENDED AND RESTATED DEVELOPMENT AGREEMENT - 5 E:11P1RSW-DXCompare Original DA vs Amended DA (9-26-16).docx hearing(s) in accordance with the notice.provis ions provided for a zoning designation and/or amendment to zoning in force at the time of the proposed modification or amendment. 6.3 Enforcement. This Agreement shall be enforceable in the Fourth Judicial District Court in Ada County by either City or Owner/Developer, or by any successor or successors in title or by the assigns of the parties hereto. Enforcement may be sought by an appropriate action at law or in equity to secure the performance of the covenants agreements, conditions, and obligations contained herein. 6.4 Delay. In the event the performance of any covenant to be performed hereunder b either Owner/Developer or City is delayed for causes that are beyond the reasonable control of the party responsible for such performance, which shall include, without limitation acts of civil disobedience strikes or similar causes the time for such performance shall be extended by the amount of time of such delay. 6.5 Waiver. A waiver by City of any default by Owner/Developer of any one or more of the covenants or conditions hereof shall apply solely to the default and defaults waived and shall neither bar any other rights or remedies of City nor apply to any subsequent„default of any such or other covenants and conditions. 6. REQU[REM ENT FOR RECORDATION: City shall record either a memorandum of this Agreement or this Agreement, including all of the Exhibits, at Owner's/Developer's cost.. and submit proof of such recording to Owner/Developer, prior to the third reading of the Meridian Zoning Ordinance in connection with the adoption of this Agreement by the City Council. 7. SURETY OF PERFORMANCE: City may also require surety bonds irrevocable letters of credit, cash deposits, certified check or negotiable bonds as allowed under Meridian City Code § 11-5-C to insure that installation of the improvements, which the Owner/Developer agrees to provide. &8. CERTIFICATE OF OCCUPANCY: OwnerlDeveloQer agrees that no Certificates of Occupancy will be issued for any building site or use en ^'^+'^ ^ pha% ap rcel until all Subdivisien- wm^roverne;^tsimprove ments related thereto, required under this Agreement have been installed, completed, and accepted by the GITY for thatCitV. Owner/Developer may develop each parcel or building site as a separate phase or in phases AMENDED AND RESTATED DEVELOPMENT AGREEMENT - 6 E.11 PIRRSW-DkCompare Original DA vs Amended DA (9-26-16).docx e aOWN Sam! , -■ r� om - - i am - Q ■ r■ - a -e• .: - •e ■ �■ ■ ■ tr . e- r - � r i e- NEW■ i■ _ - C. ■ r ■ - ■MYRNWAIWI. i A ■ � 1 � - AMENDED AND RESTATED DEVELOPMENT AGREEMENT-7 E:11 PIRSW-DA\Compare Original DA vs Amended DA (9-26-16).docx - r c . �. ■ ■� RJOCT2- MINI- ■ ! * _ e - C .S - 0 G O - WIN�. ■ !■1 WIN 4molffe S _ . ■ ■ �' _ 9. Th2tDEVEL(` Ragrees t 4a^ ABIDE BY ALL CITY ORDINANCES: Owner/Developer agrees to abide by ail ordinances of the Citv of Meridian unless otherwise provided by this Agreement. 2-6-.10_._ NOTIC_E_S_ Any notice desired by the parties and/or required by this Agreement shall be deemed delivered if and when personally delivered or depesitedthree (3) days after deposit in the United States maiiMail, registered or certified mail, postage prepaid, return receipt requested, addressed as follows: CITY City &@0d9eFQerk City of Meridian 33 €astE. Broadway Avenue Meridian, ID _83642 OWN ER/DEVELOPER: %-rT-rqt Sri--H--a-rrca--o-rcrqe-.MCirn=^c P.Q. aex -82nn BaiseBlack Mor, LLC c/o Patrick Morandi 400 W. Overland Road Meridian, ID 83707483642 With a copy to: BowDen Properties, LLC clo Patrick Morandi City Attorney 400 W. Overland Road City of Meridian Meridian, ID 83642 AMENDED AND RESTATED DEVELOPMENT AGREEMENT - 8 EMP1RSW-DA1Compare Original DA vs Amended DA (9-26-16).docx 33 E. Broadway Avenue, Suite 308 Meridian, ID 83642 With a copy to: Spink Butler,_LLP Attn: JoAnn C. Butler 251 E. Front Street Suite 200 Boise, I❑ 83702 A party shall have the right to change its address by delivering to the other party a written notification thereof, artitiw may a, mo hor�f#�r mid f , nr � � n� 1 th;_ 0 �.y u ^`y ; y u exeeyted by he parties. T�� nrvr mcn+ chnll n k h h nh r € ralll„ nr Shall i+ rlor nnn l m I � .Y ho Trn-rg te agree tJr. , ff,- 1 r, — thim �t In accordance with the requirements of this section. 1 ,_...._....._......AT...TORNEY FEES: Should anv litigation be commenced between the parties hereto concerning this Agreement, the prevailing party shall be entitled, in addition to any other relief as may be granted, to court casts and reasonable attorneys fees as determined by a Court of competent 'urisdiction. This provision shall be deemed to be a separate contract between the parties and shall survive any default, termination or forfeiture of this Agreement. 12. TIME IS OF THE ESSENCE: The parties hereto acknowledge and agree that time is strictly of the essence with respect to each and every term, condition and provision hereof, and that the failure to fimely Perform any of the obligations hereunder shall constitute a breach of and a default under this Agreement by the other party so failing to perform. 13. _ BINDING.; UPON SUCCESSORS: This Agreement shall be binding upon and inure to the benefit of the parties' respective heirs successors assigns and personal representatives including Gigs corporate authorities and their successors in office. This Agreement shall be binding on Owner/Developer and each subsequent owner and any other person acquiring an interest in the Property. Nothing herein shall in anV way prevent sale or alienation of the Propert . or portions thereof, except that any sale or alienation shall be sub'ect to the provisions hereof and any successor owner or owners shall be both benefited and bound bV the conditions and restrictions herein expressed. Cit agrees, upon written re nest of Owner/Developer, to execute appropriate and recordable evidence of termination of this Agreement if City, in its sole and reasonable discretion, determines that Owner/Developer has fully performed Owner/Developer's obkgations under this Agreement. 14._ . DUTY TO ACT REASONABLY: Unless otherwise expressly provided, each party shall act reasonably in giving any consent, approval, or taking any other action under this Agreement. 15. COOPERATION OF THE PARTIES: In the event of any legal or equitable action or other proceeding instituted by any third parties (including a governmental entity or official) challenging the validity of any provision of this Agreement, the parties hereby agree to cooperate in defending such action or proceedings. 16. INVALID PROVISION: If any provision of this Agreement is held not valid by a court of competent jurisdiction, such provision shall be deemed to be excised from this Agreement and the invalidity thereof shall not affect any of the other provisions contained herein. 1.7FI.NAL AGREEMENT: This Agreement sets forth all promises, inducements, agreements condition and understandings between Owner/Developer and City relative to the subject matter hereof, and there are no promises, agreements, conditions or understanding, oral or written, express or implied, betweenOwner/Developer and City, other than as are stated herein. All Exhibits referenced herein are incorporated in this Agreement as if set forth in full including all text information in the Exhibits. ExceQtt as herein_ otherwise provided, no subsequent alteration, amendment, change or addition to this Agreement shall be binding upon the parties hereto unless reduced to writing and signed by them or their successors in interest or their assigns, and pursuant, with respect to City, to a duly adopted ordinance or resolution of City. AMENDED AND RESTATED DEVELOPMENT AGREEMENT - 9 EMF\RSW-DAICompare Original DA vs Amended DA (9-26-16).docx IN WITNESS WHEREOF the parties have herein executed this Amended and Restated Development Agreement and made it effective as of the Effective Date. NOTE: SIGNATURE BLOCKS, NOTARY BLOCKS AND EXHIBITS HAVE DELIBERATELY NOT BEEN RED -LINED AS PART OF THIS COMPARISON DOCUMENT. AMENDED AND RESTATED DEVELOPMENT AGREEMENT - 10 E11 PRSW-DA1Cornpare Original DA vs Amended DA (9-26-16).docx Recording Requested By and When Recorded Return to: Spink Butler, LLP 251 E. Front Street, Suite 200 Boise, Idaho 83702 AMENDED AND RESTATED DEVELOPMENT AGREEMENT PARTIES: 1. City of Meridian 2. Black Mor, LLC, and BowDen Properties, LLC THIS AMENDED AND RESTATED DEVELOPMENT AGREEMENT (this "Agreement"), is made and entered into this day of , 2016 (the "Effective Date"), by and between City of Meridian, a municipal corporation of the State of Idaho ("City"), and Black Mor, LLC, an Idaho limited liability company (`Black Mor"), and BowDen Properties, LLC, an Idaho limited liability company ("BowDen"). Black Mor and BowDen are sometimes individually or collectively referred to herein as "Owner/Developer." RECITALS A. On May 30, 1997, City and Winston H. Moore and Diane L. Moore, collectively, the original owner/ developer, entered into that certain Development Agreement, recorded on June 5, 1997 as Instrument No. 97044085, official records of Ada County, Idaho (the "Original Development Agreement") on real property more particularly described in the Original Development Agreement, B. Upon recordation of this Agreement, the Original Development Agreement shall be null and void and of no further force or effect for the subject Property, defined below. C. Owner/Developer is currently the sole owner, in law and/or equity, of that certain tract of land in the County of Ada, State of Idaho, described in Exhibit A, attached hereto and made a part hereof, (the Property"). D. I.C. § 67-6511A, Idaho Code, provides that cities may, by ordinance, require or permit as a condition of re -zoning that Owner/Developer make a written commitment concerning the use or development of the Property. E. Owner/Developer's predecessor in interest submitted an application for annexation and zoning of the Property, requesting a designation of C-G, (General Retail and Service Commercial District) under City's Unified Development Code ("UDC"). F. City has exercised its statutory authority by the enactment of Section 11-5B-3 of the UDC, which authorizes development agreements upon the annexation and/or re -zoning of land. G. Owner/Developer submitted an application for modification of the Original Development Agreement. H. Owner/Developer made representations at the public hearing before the Meridian City Council, as to how the Property will be developed. E11 PIRSW-DA\A & R Development Agreement.docx - 1 Owner/Developer deems it to be in Owner/Developer's best interest to be able to enter into this Agreement and acknowledges that this Agreement was entered into voluntarily and at its urging and request, City requires Owner/Developer to enter into a development agreement for the purpose of ensuring that the Property is developed and the subsequent use of the Property is in accordance with the terms and conditions of this Agreement. K. City Council, the _ day of , 20_, the Meridian City Council approved certain Findings of Fact and Conclusions of Law and Decision and Order ("Findings"), attached hereto as Exhibit B and made a part hereof. NOW, THEREFORE, in consideration of the covenants and conditions set forth herein, the parties agree as follows: 1. INCORPORATION OF RECITALS: That the above recitals are contractual and binding and are incorporated herein as if set forth in full. SCHEDULE OF EXHIBITS: The following exhibits are incorporated herein: Exhibit A: Legal Description of the Property Exhibit B: City Council Findings Exhibit C: Conceptual Development Plan Exhibit D: Signs Plan Exhibit E Landscape Plan 3. DEFINITIONS: For all purposes of this Agreement the following words, terms, and phrases herein contained in this section shall be defined and interpreted as herein provided for, unless the clear context of the presentation of the same requires otherwise: 3.1 CITY: means and refers to the City of Meridian, a party to this Agreement, which is a municipal corporation and government subdivision of the state of Idaho, organized and existing by virtue of law of the State of Idaho, whose address is 33 East Broadway Avenue, Meridian, Idaho 83642, 32 OWNER/DEVELOPER: means and refers to Black Mor, LLC, whose address is 400 W. Overland Road, Meridian, Idaho 83642, and Bowden Properties, LLC, whose address is 400 W. Overland Road, Meridian, Idaho 83642, collectively, the party that owns and is developing the Property and shall include any subsequent owner(s) or developer(s) of the Property. 3.3 PROPERTY: means and refers to that certain parcel(s) of Property located in the County of Ada, City of Meridian as described in Exhibit A. 4. USES PERMITTED BY THIS AGREEMENT: This Agreement shall vest the right to develop the Property in accordance with the terms and conditions of this Agreement, 4.1 Uses. The uses allowed pursuant to this Agreement are only those uses listed as permitted, conditional or accessory, including parking, in the approved C-G zone under the UDC in effect as of the Effective Date (the "Uses"), which are generally set forth on: the conceptual development plan, attached hereto as Exhibit C and made a part hereof (the "Conceptual Development Plan"); the signs substantially similar to the signs depicted on Exhibit D attached hereto and made a part here of (the "Signs Plan"); and the landscape depicted on Exhibit E, attached hereto and made a part hereof (the "Landscape Plan"). Notwithstanding anything to the contrary herein or the UDC, outdoor arts, entertainment or recreational facility or facilities may be located within fifty EA1 MRSw-DATA & R Development Agreement.doex - 2 feet (50') of the exterior Property boundary. 4.2 Change in Uses. No change in the Uses specified in this Agreement shall be allowed without modification of this Agreement. All Uses are deemed to be permitted uses and are not subject to the need for a conditional use permit. CONDITIONS GOVERNING DEVELOPMENT OF THE PROPERTY: 5.1 Development Conditions. Owner/Developer shall develop the Property in accordance with the following special conditions: 1. Development of this Property shall be generally consistent with the Conceptual Development Plan. 2. All future Uses shall not involve uses, activities, processes, materials, equipment and conditions of operation that will be detrimental to any persons, property or the general welfare by reason of excessive production of traffic, noise, smoke, fumes, glare or odors. 3. The hours of operation for the Property are 24 hours per day of the week. 4. For any Use with a separation measurement from a residential zone, linear distance shall be measured from the front door of the venue on the Property to the residential zone. 5. Subject to Sections 4.1 and 4.2 regarding Uses, and this Section 5.1, all future development of the Property shall comply with City of Meridian ordinances in effect at the time of application for development. 6. Setback along the west property boundary shall be five (5) feet for parking and eight (8) feet for recreation/entertainment facilities. Setback along the north property boundary adjacent to Interstate 1-84 shall be twenty (20) feet. Setback along the north property boundary adjacent to existing C-G zoned property shall comply with the setback for C-G zoning. Setback along the east property boundary shall be twenty-five (25) feet. Setback along Overland road shall be thirty-five (35) feet. 7. Owner/Developer shall comply with the Signs Plan attached as Exhibit D. 8. Owner/Developer shall comply with all landscape standards described in UDC 11-313-8 that outlines the standards for parking lot landscape. Landscape shall be installed along Overland Road consistent with the Landscape Plan attached as Exhibit E in connection with development of the first parcel that fronts Overland Road. 9. Owner/Developer shall be responsible to obtain a Certificate of Zoning Compliance (CZC) permit and administrative design review in accordance with the standards listed in UDC 11-3A-19 and the guidelines listed in the City of Meridian Design Manual, prior to all new construction on the Property. 10. Owner/Developer shall be responsible to obtain a Certificate of Zoning Compliance (CZC) permit and administrative design review in accordance with the standards listed in UDC 11-3A-19 and the guidelines listed in the City of Meridian Design Manual, prior to all new construction on the Property. 11. Owner/Developer shall be responsible for all costs associated with sewer and water service installation. EM P\RSW-DAIA & R Development Agreement.docx - 3 12. Access points to/from the Property are limited to those shown on the Conceptual Development Plan, unless otherwise restricted/approved by ACHD. DEFAULT: 6.1 Acts of Default. Either party's failure to faithfully comply with all of the terms and conditions included in this Agreement shall constitute default under this Agreement. 6.2 Notice and Cure Period. In the event of Owner/Developer's default of this Agreement, Owner/Developer shall have thirty (30) days from receipt of written notice from City to initiate commencement of action to correct the breach and cure the default, which action must be prosecuted with diligence and completed within one hundred eighty (180) days, provided, however, that in the case of any such default that cannot with diligence be cured within such one hundred eighty (180) day period, then the time allowed to cure such failure may be extended for such period as may be necessary to complete the curing of the same with diligence and continuity. Owner/Developer reserves all rights to contest whether a default has occurred. No provision in this Agreement can be modified or amended without the approval of the City Council after City has conducted public hearing(s) in accordance with the notice provisions provided for a zoning designation and/or amendment to zoning in force at the time of the proposed modification or amendment. 6.3 Enforcement. This Agreement shall be enforceable in the Fourth Judicial District Court in Ada County by either City or Owner/Developer, or by any successor or successors in title or by the assigns of the parties hereto. Enforcement may be sought by an appropriate action at law or in equity to secure the performance of the covenants, agreements, conditions, and obligations contained herein. 6.4 Delay. In the event the performance of any covenant to be performed hereunder by either Owner/Developer or City is delayed for causes that are beyond the reasonable control of the party responsible for such performance, which shall include, without limitation, acts of civil disobedience, strikes or similar causes, the time for such performance shall be extended by the amount of time of such delay. 6.5 Waiver, A waiver by City of any default by Owner/Developer of any one or more of the covenants or conditions hereof shall apply solely to the default and defaults waived and shall neither bar any other rights or remedies of City nor apply to any subsequent default of any such or other covenants and conditions. 6. REQUIREMENT FOR RECORDATION: City shall record either a memorandum of this Agreement or this Agreement, including all of the Exhibits, at Owner's/Developer's cost, and submit proof of such recording to Owner/Developer, prior to the third reading of the Meridian Zoning Ordinance in connection with the adoption of this Agreement by the City Council. 7. SURETY OF PERFORMANCE: City may also require surety bonds, irrevocable letters of credit, cash deposits, certified check or negotiable bonds, as allowed under Meridian City Code § 11-5-C, to insure that installation of the improvements, which the Owner/Developer agrees to provide. 8. CERTIFICATE OF OCCUPANCY: Owner/Developer agrees that no Certificates of Occupancy will be issued for any building site or parcel until all improvements related thereto, required under this Agreement have been installed, completed, and accepted by City. Owner/Developer may develop each parcel or building site as a separate phase or in phases. 9. ABIDE BY ALL CITY ORDINANCES: Owner/Developer agrees to abide by all ordinances of the City of Meridian unless otherwise provided by this Agreement. 10. NOTICES: Any notice desired by the parties and/or required by this Agreement shall be E:11 PIRSVV-DAIA & R Development Agreement.docx - 4 deemed delivered if and when personally delivered or three (3) days after deposit in the United States Mail, registered or certified mail, postage prepaid, return receipt requested, addressed as follows: CITY: City Clerk City of Meridian 33 E. Broadway Avenue Meridian, ID 83642 With a copy to: City Attorney City of Meridian 33 E. Broadway Avenue, Suite 308 Meridian, ID 83642 OWNER/DEVELOPER: Black Mor, LLC c/o Patrick Morandi 400 W. Overland Road Meridian, ID 83642 BowDen Properties, LLC c/o Patrick Morandi 400 W. Overland Road Meridian, ID 83642 With a copy to: Spink Butler, LLP Attn: JoAnn C. Butler 251 E. Front Street, Suite 200 Boise, ID 83702 A party shall have the right to change its address by delivering to the other party a written notification thereof in accordance with the requirements of this section. 11. ATTORNEY FEES: Should any litigation be commenced between the parties hereto concerning this Agreement, the prevailing party shall be entitled, in addition to any other relief as may be granted, to court costs and reasonable attorney's fees as determined by a Court of competent jurisdiction. This provision shall be deemed to be a separate contract between the parties and shall survive any default, termination or forfeiture of this Agreement. 12. TIME IS OF THE ESSENCE: The parties hereto acknowledge and agree that time is strictly of the essence with respect to each and every term, condition and provision hereof, 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 other party so failing to perform. 13. BINDING UPON SUCCESSORS: This Agreement shall be binding upon and inure to the benefit of the parties' respective heirs, successors, assigns and personal representatives, including City's corporate authorities and their successors in office. This Agreement shall be binding on Owner/Developer and each subsequent owner and any other person acquiring an interest in the Property. Nothing herein shall in any way prevent sale or alienation of the Property, or portions thereof, except that any sale or alienation shall be subject to the provisions hereof and any successor owner or owners shall be both benefited and bound by the conditions and restrictions herein expressed. City agrees, upon written request of Owner/Developer, to execute appropriate and recordable evidence of termination of this Agreement if City, in its sole and reasonable discretion, determines that Owner/Developer has fully performed Owner/Developer's obligations under this Agreement. 14. DUTY TO ACT REASONABLY: Unless otherwise expressly provided, each party shall act reasonably in giving any consent, approval, or taking any other action under this Agreement. 15. COOPERATION OF THE PARTIES: In the event of any legal or equitable action or other proceeding instituted by any third parties (including a governmental entity or official) challenging the validity of any provision of this Agreement, the parties hereby agree to cooperate in defending such action or proceedings. 16. INVALID PROVISION: If any provision of this Agreement is held not valid by a court of competent jurisdiction, such provision shall be deemed to be excised from this Agreement and the invalidity thereof shall not affect any of the other provisions contained herein. EA1 PIRSW-DATA & R Development Agreement.docx - 5 17. FINAL AGREEMENT: This Agreement sets forth all promises, inducements, agreements, condition and understandings between Owner/Developer and City relative to the subject matter hereof, and there are no promises, agreements, conditions or understanding, oral or written, express or implied, between Owner/Developer and City, other than as are stated herein. All Exhibits referenced herein are incorporated in this Agreement as if set forth in full including all text information in the Exhibits. Except as herein otherwise provided, no subsequent alteration, amendment, change or addition to this Agreement shall be binding upon the parties hereto unless reduced to writing and signed by them or their successors in interest or their assigns, and pursuant, with respect to City, to a duly adopted ordinance or resolution of City. [end of text; signatures appear on next page] O E:\I p1RSW-DAIA & R Development Agreement.docx - 6 IN WITNESS WHEREOF, the parties have herein executed this Amended and Restated Development Agreement and made it effective as of the Effective Date, CITY: City of Meridian, a municipal corporation of the State of Idaho M Tammy de Weerd, Mayor ATTEST: Jaycee L. Holman, City Clerk STATE OF IDAHO ) ) ss. County of Ada ) OWN ERIDEVELOPER: Black Mor, LLC, an Idaho limited liability company By: Patrick Morandi, Member BowDen Properties, LLC, an Idaho limited liability company By: Patrick Morandi, Manager On this day of , 2016, before me, the undersigned, a Notary Public in and for said State, personally appeared Tammy de Weerd and Jaycee L. Holman, known or identified to me to be the Mayor and Clerk, respectively, of the City of Meridian, a municipal corporation of the State of Idaho, who executed the instrument on behalf of said City, and acknowledged to me that such City executed the same. 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 Residing at My Commission expires: STATE OF IDAHO ) ) ss. County of Ada ) On this day of , 2016, before me, the undersigned, a Notary Public in and for said State, personally appeared Patrick Morandi, known or identified to me to be a Member of Black Mor, LLC, the limited liability company that executed the instrument, or the person who executed the instrument on behalf of said limited liability company, and acknowledged to me that such limited liability company executed the same. 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 Residing at My commission expires: EA1P1RSW-DATA & R Development Agreement.docx- 7 STATE OF IDAHO ) } 5S. County of Ada } On this day of , 2016, before me, the undersigned, a Notary Public in and for said State, personally appeared Patrick Morandi, the Manager of BowDen Properties, LLC, an Idaho limited liability company, the limited liability company that executed the instrument, or the person who executed the instrument on behalf of said limited liability company, and acknowledged to me that such limited liability company executed the same. 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 Residing at My commission expires: E:11 PIRSW-DA1A & R Development Agreement.doex - 8 EXHIBIT A Legal Description EXHIBIT A Legal Description Farnlly nntertainmenl Center: Parcel Ar A portion of Lot 51n Block 4 of Interstate Center,,acccrding to the official plat thereof, filed in Book 74 of plats at Page(s) 7655 and 7657, Official Records of Ada t'vul Idaho, being a portion of the southeast quarter of Section 13, Township 3 North, Rarigs 1 West Balsa Meridian, in Ada County, Idaho, more particularly described as follows: Commencing at the Southeast comer of Section 13; thence North 89646'23" West 412.04 fast to a point, thence North 83"46'23" West 1690.e9 feet to a point; thence North 00"31'11" East 9.24 foot to a print; thence North 01*03'11' East340.95 feet to a point; thence North 00°23'37" West 229.32 feet to a polnt thence North 60.21F 9° East 35.53 feet to a point, said point being the Real Point of Beginning; thence North 193.34 feet to a point; thence North 01 °b9'Sn" West 21.81 feet to a point; thence North 09'81'1 1"East 272.20 feet to a pniM; thence South .89'33'35'Eaa1384.84feet toa point; thence South 85'44'44" East 189.76 feet to a point; thence South 00"13'37". West 442.57 feet to a point; thence North 89`46'23" Weat201,00 faetto a point of curve; thence along a curve to the right, said curve having a central angle of 44"24'55°, a radius of 20-00 feet, and a long chord bearing North 67133'55° West 15.12 feet to a point of curve; thence along a curve to the left, said curve having a central angls of 134"24`55", a radius of 60,110 feet, and a long chord bearing South 67°26'05" West 92.19 test in a point; thence North 88°46'23" West 276.36 feet to :the: Real Point of Beginning. Parcel B, A parcel of land heing a portion of Lot 4.1n Block 1 of Interstate Center, according to the official plat thereof, filed in Book 74 of Plots at Pa9l 74556 and 7657, Offlclal Records Of Ada County, Idaho, which pardon is ell of such far lying West of Blue Marlin Lana, and which is more paniculariy deeanbed as fallows: Commencing at the Northwest corner of said Let 4; thence South 00°38'59' West 35.53 feet along the Westerly boundary of sold lotto a point; thence South 00'13'37' East 144.47 feet along the Westerly boundary of said lot to a polnt; thence South 89"46'23" East 291l foot along the Southedy boundary of said lotto a point thence EXHIBIT A - 1 North 00°13'37' East 131M feet along the Westerly boundary of Blue. Marlin Lane to a. point of curve; thence along a curve to the left, sold curvehaving a central angle of 44'24'55', a radius of 20.00 foal, and along chord bearing North 2l'56'51" West 15.12 feat to a point of curve; thence along a curve to the right, said curve having a central angle of 44"24'65", a radius. o1150,00 feet, and a Tong chord bearing North 21"56'51" Woc137_ab feet to a point of curve; thence North 89'46'23" Weat276.36 feet along the Northerly boundary of said lot to the Point of Beginning. Parcel C! A pwcal of land baing pan of Lots 4 and 5 in Block 1 of Interstate Center, according to the official platttlereof, filed In Book 74 of Plats at Page(s) 7656 and 7657, Official Records of Ada County, Idaho, which parcel is more particularly described as follows: Commencing at the Southwant corner of said Lot 4; thence South 89'46'23" East 205.48 feel to a point lying on the Westerly boundary of a private road easement for Blue Mann Lane as shown an said plat, said point heing the {teal Point of Baginning; thence North 9013'37" East 131A0 feet along said private road boundary to'a point of curve; thence along a curve to the left, said curve having a central angle cf 44°24'55", a radius off 20.00 feet, and a long chord bearing North 21'58'51" West 15.f 2feet to a point of curve; thence along a curve to -the right, said curve having a central angle of 178'49'50', a radius of 50.00 feet, and a lonq'chord bearing North.45'13'37' East 99.99 feet to a point; thence South 44"38'32"West 50.00 fast to a pointlying on the ceniadine of said private road; thence Souti? 00'12w Went 180.00 feet to a point, thence North 89'4623" West.30.00 foot to the Real Point of Beginning, Parcel D: Lot 6 In Blpek t of Interstate Center, according to the offlclal pial thereof, Tiled to Book 74 of Ptats at page(s) 7ii56 and 7657, Official Records of Ads County, Idaho: Parcel E: A reciprocal cross access easement as created by Section 10 of 1he Declaration of Covenants, Condiflons and Restrictions for interstate Canter retarded September 23, 1997. as Instrument No. 97078045, and amended by documents recorded as Instrument Nos.: 99014489, 00056409 and 107006039. Mdal Records of Ada- County, Idaho. _ Water Perk Parcel 1: . A parcel of lend being a portion of Lots and 3 in Block 1 of Intoratafa Center, according to the official plat thoracfj filed in Book 74 of Plats at Page(&) 7656 and 7651,.Official Records of Ada County, Idaho, which portion is all of said lots lying West of Blue Marlin Lane, and which is more particularly descnbad as follows: EXHIBIT A - 2 Commencing at the Southwest corner of said Lot 2; thence North 01`03'11" East 2eD.18 feet to a point; thence North 00°13'37" West 84.85 feet to a point thence South 89'4623' East 295.48 feet to a point; thence South ODIIN37" West 365.00 feet to a paint; thence North 9946'23" West 296.65 foot . to the Potts of Beginning. Parcel 2� A parcel of land being part of Lots 2, 3, 23 and 24 in Block t of intarsfale Canter, according to the official plat thereof, I In Book 74 of Plats at Pages) 7656 and 7657, Official Records of Ada County, ldaho, which parcel is more padlcularly descdtted asfollcws: Commencing at the Northwest comer of said Lot 3; thence South 89"4623" East 295.48 toot to a point lying on the WastOdy boundary of the private road easement for B10 Martin Lane as shown on said plat, said point being the Real Point of Beginning; thence South CO'll X21 " W asl 365.00 feet along said private read boundary to a point; thenca South 89'46'23" East 60.00 foot to a point lying on the Easterly boundary of the private road easement for Blue Marlin Lane as shown en said plat thence North DD'13'37" Esst496A1 fast to a point of curve; thencealong a curve to the right, sa{d curve having a central angle D€44`24'56,aratlivttozD,QDfuel, nrida[Ong Chord 'beadng,N4rth'L-20'05`Esef1S 2.r toue�,7'nlcf aurae, Ina,,c0 01 a Mews to loft, d CEJf A he" 0 wdo sl ttra�la of 901.074', a r$dwr' of 5111.no 1'"i, nnd'a long chord hearing North CO'21'28" West 70.71 feet to a point; thence South 44'381 West 50.00 feet to a point lying on the cantedino of said private mad; thence South 03 13'37" West 180,00 feet to a paint; thence North 8946`23' West 30.00 feet to the Real Point of Beginning. Parcel 3: All of Lots 7, 9, 19 through 22, and 25 through 28In Block 1 of Interstate Center, according to the oificiai plat thereof, filed in Book 74 of Pals at Pago(s) 7656 and 7657, Official Records of Ada. County, Idaho, And Part of Lots 23 and 24 in Block 1 of interstate, Center, according to the official Plat thereof, filed in. Book-74-of Plats at Pags(s) 7656 and 7657, Official Records of Ada County, Idaho, which part is more particularly dascribtid as follows: Commencing atthe Northeast comer of said Lot 23; thence South 00'13'37":West 645,061'to.a point; thence -- North 89"4623" West 16OA0 feello a point; thence North OD°13'3T Fast 496.01 foot to apoEnt of curve; thence along a curve tothe right, said curve having a central °-- anglo of 44'24'55", a radius of 20,6D feet, and a long chord hearing North 22'28'05" East 15.12 feet to a point of EXHIBIT A - 3 curve; thence adcng a curve to the left, said curve having a central angle of 44°24'65', a radius of $0,00 feet, and a long chord hearing North 22'26'05" East 37A0 feat fa a palm; thence South 89°46'23"Fast 140.00 feet to the Point of Beginning. Aad Part of Lot 5 in 81ack 1 of Interstate Center, according to the official platthareof, filed in Bonk 74 of Plats at Page(s) 7656 and 7657, Official Records of Ada County, Idaho, which pair fs more particulady described as follows:.: Commencing atihe Southeast comer of Lot 5; thence Nod'i 09"lo 73` Wstn f 09 as Isal it a o"r'l ri curve tpitncn t lcsnq a cunra 01h§oll SeM nurre hnAnq a caret atlgLe of 45'36'GS'. Q rod, o° 5-; p fuo'; and a long chord'boill 19 19t2i35° fi' Jfestl 3k.74 to a frolnt of nl,Yve; ihetrca along a crave i•i ire irft, eaid'carus ttarintyr_cm�#€1€ii,ipto.d 44'24.65',:n radius of 2+0 tua tool., and a ltuf® ctiard bserinty Sriuih 67°33 `<6' 1 .rd 15, Q'teat to a palrft dhurrica South 66°46'23" East 201,0 feet to a point;. thence South 0013'37° West 30.001settc the Point of Beginning. Parcel4: A parooTof land haing the Wastsdy 88.80 feet of Lot 10 in Block 1 of Interstate Center, according to the official plat thereof, 01ed in Book 74 of Plate at Page(s) 7056 and 7657, Official Records of Ada County, Idaho, located in a portion of the Southeast quarter of Section 13, Township 3 North, Range 1 West, Iiil Merldlan, Ada County, Idaho, and more particularly described as follows: Beginning at a 5l8lnch racer marking the Southwest comer of sold Lot 10; thence along the Wast line of said lot North 00'1337" East a distance of 379,09 feet to a poll said point marking the Northwest corner of said lot; thence leaving sold West Ifneantl along the North line ofsaid lot South 67'.45'31' Exist a distance of 95.78 feet to a poll thence leaving said North line and. parallel with said West fine South fil3'37°West a distanceof352.16 feet to a 518 inch mbar meriting tfie.acrnercommon `,to Lots 18 and 113 and said Lot 10 of said aubdlvision; thence along the err of a curve to the left having a radios of 300.00 feat, an are length of 73.57feet;>a central angle of 14°03'01", and a chord bearing North 82°44'53" West distance of 73.38 feet to a.518Inch recar, thence North 99*4623 West a distance of 15,97 feet to the Point of Beginning. Parcel 5: Lots 1, 15 and 16 In Block 1, Intorstato Center, of Interstate Conter,.according to the of8ciel plat thereof, filed in Book 74 of Plate at Page(s) 7656 and 7657, Official Records of Ade County, Idaho, located in a portion of the Southeast quarter of Section 13, Township 3 North; Range 1 West; Boise Meridian, Ada County, Idaho. Parcel 6, Lots 10, 11, 12, 13, 1417 and 18 of Black 1, Interstate Canter, of Interstate Center, soeording to the of8ciai plat thereof, filed In Book 74 of Plats at Paga(s) 7656 and 7657, Official Records of Ada County, Idaho, located In a EXH IBIT A - 4 portion of the Southeast quarter of Section 13. Township 3 North, Range 1 West, Bala@ Marldlan, Ada County, Idaho, Except for the following: A Parcel of fend being the Westerly 88.00 feet of Lot 10. Block s of Interstate Center, described as follows Beglnntng at a 5la Inch rebar marking the Southwest comer of said Lot 10; thence along the West tine of said lot North 00'13'37" East a distance of 379.09 feet to a point, said paint marking the Northwest comer of said tot; theme leaving said West line and along the North flne of said lot South 67°45'31" East a distance of 95.78 foot to a point; thence leaving sold North line and parallel with sad West line South 00°13'37" West a distance of 362,16 feet to a &0 inch rabor marking the comer common to Lots 18 and 19 and said Lot 10 of said subdlulslon; thence along the arc of a curve tothelofthaving a radius of 300.170 feat, an arc length of 73.57 feel, a central angle of 14°03'01', and a chord bearing North S2°4d'S3" West a distance or 73.38 feet la a 618 Inch rabaT; thence North 8914623° West a distance of 15.97 feet to the Point of Beginning, EXHIBIT A - 5 EXIiIBIT B Findings of Fact, Conclusions of Law and Decision and Order EXHIBIT B - 'I EXHIBIT C Conceptual Development Plan v INTERSTATE CENTER SUBDiViS1ON DEVELOPMENT AGREEMENT CONCEPTUAL -DEVELOPMENT PLAN NC Nk' � t� ■�QuadrOnt Con suliir. t, Inc. [;G41 +V-�+lmr�k'�6lwu �+:-mn: FRe AIL v�p11 N9. M6 Fle[ wwe EXHIBIT C - 1 a r 4. EXHIBIT D Signs EXHIBIT D - 1 EXHIBIT D - 2 14, 291? gg 40r 7 FROM GPADE ,312 EXHIBIT D - 3 E pp _ - ... ........ _ 71`-D""EMC ' 1 U-q E E-X—UNC V AHCOZ DMILA.Y NEN MCY.d. � 4 b Q GC' EXHIBIT d - 4 \ !| ■ K|<$: -� � � !q\:\j � ■ | q ; : \ \ \� � � \ < m < � °` � • � §� )� Q ! EXHIBIT D - 5 35-p• �i 16=6' 6',6• P i P y Inn, 5'-5' EMC EXHIBIT D - 6 - � EXHIBIT D - 7 Y EXHIBIT D - 8 151-0. GaBiNET EXHIBIT 0 - 9 id TI EXHIBIT E Landscape Plan if E ROARING SPRINGS LANDSCAPE BUFFER LANDSCAPE PLAN offi-11! R g I ,i il T -7 BB EXHIBIT E - 1 7()I1110B,} Y0 x%p L) b lfi r5j rin, TNT AURSEM13NT TM AGREEMENT; made and entered into this 1 clay of � a �, 19(r, by and betwmn the CiT Y OF MERIDIAN, a municipal Corporation of ft, SWO Of idAha, party of the first part, bereinafter galled the 'CITY", amd WU094 H Mzx��e ans� I� �? �c►oc�, husband and wife, des of the mnd Pahl, hen ltwfter called 010 "DEVELOP ", whtws address is E Q BW_V&k Boig IdAQ &M-:. WITN", S;M'i H: WHEREAS, DEVELOPER 1$ tk Snle owra, in 1#.w anchor equity, of u certain tract of Land in ft Cunty of Ada, State of 141I10, d tihOd in Uxlcihit °A" (Property), Which is attaclaed hereto and by this ret'erenee incogiorawd herein as if &et ft rdl in full, and W€ 3AS, DEVMOPF,R is c3 ruWl as Winston ii. Moon anti Diane L, Moore and/or their successmrs, heirs. assigns. WHBUAS, the Slaw mf Id" legislattue, in 1991, P44eal 1dA4Q-V4*, 67-6.511A, Develwwt AwmentS, which PmAdO OW cif essay r h1to 4evetImf"nt W oments Will►. developers upon remnlAg And aPtUtiOu of iatttl; OWN WIiER[,A$, tiro CITY has pWW twtr dt='y�t agreement �,c�iinaste S, c�rac.. when iancl is rouned, 11-2416 L,seed one WhIP 1ar�i1 is annex, wl►en it is a rwoed, l 1-2.4�.17 D; and WREWM, the r)FNELOPER subm4W404 ft CITY has approved an ImInelmom and rcanc to GmeW Cd Al (C j of �e �', bo su�mlttM a subdivision t'inai lsiat for said Props v; and: �, tbo D VEJ DOPER h3S MOP... �W0,00S $t the 110blia kl 09S iiCftJl i the merigm Fl agg afid ? *ng Commission and the mmKm tasty Ct?aneil as to how the prv" would be dcvVl[ 1 tills what iltlplUYCr�i Kits would be Tnede� and WIGS, ttde aff leas authtarity to place con(Wo�ns and re84'ctio aupon annexation Or rcwni Jg, of.pW 'yr and i KF,RF,AS. ft 1'il &p Qf Fact 90 COKIWbNSOf tAW rNuired that the i)EVI C o J'i enter into a ocvolopm.unt Agcooment, and 2118/97 INTF-R$TATE:CF TER llEVF 0pMpNT A(3REEMENT u$ WHEREAS, the CUT, in tht �irtttings of Fact tMd Conclusions of t-aw, ftyla ed the property subject to do-a=exagon if the DEVaOPER did not Cuter into a Development Agreement, ,qo W, THEREFORE, IT IS M.RB t Y AGREED AS FOLLOWS, DEVELOPER agrees, and hereby binds his, its or their heirs, svcccssors and assigns to Ws agreement, as a condition of the annexation offt area., as f0110ws: i; ` slat the above mitats are contmUml and binding a)ad art itwt7rptriated hexein as if set forth is h1l, and the tcrytas of aria Agreexstt nt campt lac altered, clwiged nr tn4fiod without the express written catts0t9t of ttte CITY, 3, ,hat DEVE_. Qp R, in U=r�k"a witb its re merttations Wfora trio CITY, shalt, on the land described in Exhibit "A": = SubtMiit to the CITY ag appllcatiqn for conditional tee, arcd ob%ia the Cf`f" ',s approval ttwMi, prior to, and as a Condition Of, the camuoictt Ment of conStrU :tiott of any b4(tdft(S) ar improVemsnts by DE'V`Jr LOPER, or use by DRVELOPER of any lot 00 the PrOWtY, b, Submit a finsf subdivWOn l�at appiiU1t3oi3 of the PrOPc y to the C'Ty to be approved by the U17Y east recanted In the Ada County Recorder's office prk w to any ckveloptnent, wtpt for t o propuscd Lot 5 of Block t of the plat for l4tMtatri Center as dwussed In Item 3. et q ti�egoprticrut etra ttcsl a li6ati rtt tt i a C'0rr?sl00"W Uri" Permit in y + tit 'cCt� Lot ref l�tocls L Tk Cal 'Y ties a r st bd�a Zonation tit ap` Mvin the C+ fianal ttfit Perrin for tits dIo�� Cold#t�ioi of np� f �; lam' fire finer d��d � E.�ilutrxt `, wlh qa tt"gt�s.d onstitaai tIto hereo snit by rtvftrnae WrOMOMMd:ti t.,, and ouzUncd in the FRI rux f Pact d CssNlasIaahs Of Ldvw fOr t q�a�tt�� �ondifiaml Use lterlwt d. That PEWLOPER will ftk with tho City Engi w. a catrtptete t n k P18ns" stzQv ing giI Er t I �f , nttit as imgrov t Imam (improve mc_a ) . and required tratW1J0W MiOg IM QW)U4 R044,ai daffy at ttt g tttt property frotp a pttbUw of ptiv right-O way, sidde ' : curbs, gift , prewgizqd zriigaiian facilities, gtPng SM0044, p.ipi.ng of itx[gattng. riitcW, fke hy&X%. sewe aid water l ami qPi wc (including extensions along the lexter or boo dwy of Ptpgettyj, ere # , and tesepitvn tines, 1pndseapin , Me—Selnr,t Development project, but nrr t+ccxtpsttcy permit 5h4ll be saued far !: vWt project until final p-1at bag balm tit -corded. 2iW97 Page MMSTATE CENTER DEVUOIRMEi� T A+�'".�rREPMENT ge I+ -0, drainage, street and other signage, banicadev, and nthtt stwil itnf�rt►vctrt�yrs contemplated within the dMi apntettt, which Improvement Playas, and all imprOWIM tts Shown txacrwn, s11Hll mOet the approval of tlro City Engin"r. said Improvement !'law"Ge earl am incwponted herein and made n port heroof try rtfercncc, and are referred to herein as the Sut�ltvisron latprtrvetrteaLi. it .is agrctd drat the inlprotrtmwlts to lit cofistruam nail inNuMcd lay own- WWI) are I%A wtmlly within, the bo ndwk,% oi`the lots (lye f1Cr " r. Site lMrKovem.ts") sh l in i b)w to ASOVA by the CITY in the 1161mot etvtrt' ,u of the crry,K is tonee of a ctt il(ionyyl u ltermlt and building perittl( fir' 'lh crtrystra►ctlon (if tk lstGlldiyl Inch sep al 1ttt, with tltc Cl`l`y,s r ljrexly for the (ilium 4) OaVn ct ur instdl s eh Iity-Sake ImprovetyaerrU txhtg ats pj,' wir,Iat-,ti in tlrc tlydi�t t� of 01e CITY or th d"ial or# ctrlil ehft of dooftamuy tvir.tt tarwet tothe building o C(0d*Q ;dad Ions 'M t tert of tho owner of a lot Within in tlt,e Property to cesastrma or install Me -Sim 11t1it1Uvt tnu on Sall! tot wit mff ct or Intrrttrtr with tli& iswahce ofa hullzlitt jWmit or a t r#'la tta caf OMLI - r° With rvq to any olhvr W WMIn tho roMrty, pmvidul the mvrwr OWVOr Is 9.n eo pli with the t .s artd diti ns of the mpprovfils gr ttt ftrr tthM iol by ft OTY andlor the p1rum approved by (14t C11-Y fait the builtltt g convOtoted thereon, That DEVELOPER will, at his, or their owl]` i xpensc, ennstr of altd install all $vbdivision Imprcwsrtatxtis, &s well ss any caul ell ether improvements as revieweJ anti approved by the CITY, 0 TY hm approyod r anArttction of tho SuWivision lmprovertmcnts in phases. ttae First of wbich are th i[nprovernents nvicesvxy to serve, Lots 1.5, 22 and 2:3, f 1xk 1. D VELOP(?R agrees dtst no CeW t. of Oczupwwy will tie is ►tod for any building or use on a lot in a phase vvll,all Subdiv Won lrnpnpvernebts have twcn Immalled. completed 44d ac"pted by the CITY for that pbalf% _ . Tlmt bEVELDI'l R.wil. cotxt and fry all Stsbcliulsior� ltnprttvcmt rNts in strict accordance with a filed and appr€vtd plat and. Impreveni t Mer*, and tlae City Staridard Enginou ng Drawings eyed Stanttard ytjnbffing Specifications current and in effect at the time the con*wVon of said i raaements is accpmPiish . r That DlrYf? OPER will provide the City Euglpeer with at Fast d en (1 S) days advance written rtotipcatinn of when. and What iqipmvgaents M intends ttr col pIft "d the ureic schWifle dimfor; utd agrm to make such srtaditicatlons arxifar ccrnstw any temporary facilities necessitated by such phased construe: 00 want as shall be required and approved by rile City Eglwcer. Z/1810 INTERSTATE CENTER DEVELOPMENT AGREFsWN`i' Page 3 9, Taal WYELOPVR wilt have "cometed" original drawings or the ltttprovercxcnr Plas p repmed by a Rogistcrcd Prvfcsslttnal l ltgxt r wd will provide the CITY with said Plans or a doplicate mytas copy of "ill lllatts, Tltc ltttprovement Mans of the pmpo&cd ittmfrovt m i %hAll N "citrrcctecl" to slirrwt till, actual c(rUgrttc(txi l Oution (FWh hotirtmtoliy laid vt+Tticaliy) ortlte:{ varii)uq simcri, water nmd sewer ii . all utitlty lines, plies irrigation ditches, and pressurized irrigittion liner and their Individual buIldhig starvice linej, sidewalk, curb Ilia ytxtter ttli�nnretxt and gratlrs, cle. The "corrected" mtprovennat Pleas shall include ti "GCstiliettt ort" thetwn, signed by LM ltegi+; PmfcW(mal C.ngituxr to charge t)f the work, tltxt said Plans of the various improvernonts ="and corrw, , That DEVF.i. PPR stroll, fninWiatcly upon the contplt}tlon ()f Ifltuse(s) of saki devetopmcni, .notify tilt City Engineer and r ust his lets ;Boll anti writte1A acceptance of such compldod imptovemeats or portipn Oimof. to. That DEVELOPER agrees, upon a I~latiiog lay Ow City Council, duly entero in the official mittutc� of the ;roctsxtings of the. City Coon0t, that a portion, or portiM$, or the en" of said improvements noW to �o completed io tit-, interest of the health, welfare 4tdfvr safoty of the inhabitarm of the CITY, the DEVELOPER will, widtin a Twwa +le time Eo d rs*ett by the CITY, construct Wd nix W impttave tits, cx, if try dws not so conAnc:t within a remorliMe time after written notification of such Council action, anti 010 CITY ther^,afler **nnirms to constjw, and 4m cot�ti►icl suvb irnproyetnettt, the DEVPJ- OPFR will pay to the CITY the actual casts grid ar incurred by tita CITY ftar suclt tm�ovemtats so constrt"ed by the CITY. plus interest thereon at ail atotutal interest. rate NUa! to the ITT interl;sst rate let' First Security lian[k of tt io pl%s five pert (5,0%) until pa_itl, said payment to be mde in sdch rawer and under such terms os the CITY Oil enter after mftrtgc. ;,with the DrWrl,UPER. 1'rowided, ieowevec, the City Council shall notM4ke thtr. l�irtdattl;t €tyctlt in this paragraph "crpt at a r uin itr specie! meet g of W City Ca'uncil, duly held, and unless are UBVEWPER has Been not.1 led in writtng of the tlrne and place of such meeting at kest free () days prier therm and hps tt given an opportunity to be lxese�t in person ti fey c unW, "to be heard on the merit pf the propseli Finding. i:I_ That DEWLOPER agrees that upon its lwviarg received Wr lien notifip4fiwi from tine City Enkineer, that any of the rNuireqwts herein spvlW eve eat been w mpHed with within any phase of lire Subdivision lmprovi.ments, dial the CITY shall have the right to withhold the issuance of Grey Certificates of Occopxncy widit that p1wo an dtor stall trace the right to withhold OW providing of culinary water service to any parcel withirt such phase until such time as all regv etrionts 2f l 8197 INTERSTATE CENTER DEVELOPl+EM A(I1 P.,MENT page 4 Uftified heteit have been wmplied with, provided, howover, the DFt'VU-,L0pg R shall have the dght. to ap" Wore the City eount-ij ;It any regill r M� ,I Oti y B , any Ctrtificatt, of ()ccupamy or any water jtrvjce shall have t)0tij witjjhcl(l f04- M39L415 Set. rofth Ira vllspamgraphs and ; hall have Ot rlpja in tie heu.d a-, ja v by SUO CcW.hC;1k4*K OuTopkitcy Ishould bc 4.sucd orwow: rvitc *1,14>w t 54 cd lite tcy s6nof 4r, ix%lfod tit water Wrvicc- to said jWV4l allowodf, and Its. &.71510A shall : he heal, oxeept that the ripjtts oC trl pmnavzved at law and cqu4y, induckir, bait not jjwl(tJ w, thr right of ApPeAt to 4 cQu" of 12. That DEVELOPR agrees that as wtitity for tits, cons"efion try the DE VEWPF-R of tk Subdivision Improvenitm, the CITY shal I roquire Win the I)EVM.OPER imymble. k4or(s) of mdjt, co-0 ftoslt(s), cortifled chmk(s), or iiegotlable twjnd(s) its allowed ut)der Section 11-9-606 C of tht R"e scj atria Compiled Odinances of the (Ity of Meridian, ad the CITY shall have the, right to wi0old a building permit. with respect to any M within tk I . Propetty until 1ho same Is pmvl(W by the DEVELOPER, Ud lmprovtment5 stall incdo ju , blitaK)i N limited to, sewer, watex, cud), gutter and sidewalks, lrripWit and drainagre piping, pm.wrized irrigotiou system, 14ndscaping wW bexrnirig, mtd fencing, 13. That DEVELOPER agrm, in r"lition of the unique awl p"tiliar ckcwnstinc" sclotive to W.S. development, to ft q=W conditions NO forth in Exhibit AD" AqUhW heroto. And by this mferoce made a part bortof; and agrees to conmruct a periin*X ferice armW boik%g construction areas to contain ddirls pdar to any cmstruction, excorA where roadways and wcgli for access = located and except where the CITY has agreW its writing ftt such fimcipg is riot nmmary. 14, That DBWAMER 4poes W ftse porgots of (hit WAW retain or sanitary serer lints, as idleniiW in ft Iraptovernefit Vaos, ftqWrlg lWeilsed 1410 "12v or capacity bccRu,!m of futm. set i" neWs or1glqA0,n$ (mm properUes not owned by DI WLOPER mW located within the, *iufty of ft tubjw c cvelopment, will be coamuctod.by * DEVELOPFR, In recogaidop pf ft cost mvings which can be accomplished by iwnstructlon of such excess opacity WO/or J) -Aprovemullu mantntly wO the fAcillfies to tw mWwW for DVELQPJSR's pu"- se-s, and the impracticality or jmpoWt4lity of congMrohg spcb excess ic.0p4city agdjor improvemeilts sepmtely or at a Iftr time, DEW PER agrees to design and conAnict sucti ftrXltios wbjocl to ft CITY's entering into a laW, cowts agreement to reimbum DEVELOPER for any mh excess capacity, DEVELOPPJ: agrv,4s to obWo tim- indqwd t Waa fide bids fqt the perforritancp of such wor.ic fr(iril qualified and MVrMh1?, conVSOM and snail dliye;r copies of SuCh aids to the CITY prior to the Nmrne=ement of such work. Such bids shall be 8011c.404 and 21181)7 INTERSTATE CENTER DEVELOPMENT AGREMENT Pap. 5 RcMizcdire mar which allows clear eachis identfficatitrrc of that articsEh of the COTIN rttclion work representing extc,�s capacity, 'tea CI'l"Y's ccblitTatia ca ac, MW fnto a late 0010M 09MOnv tt tQ b011) Dlsvl`lt.f)PM to dry for such carats 311311 be limited to the lowest ofluch bids Wvipective of whither the lowest bid tc:r is ill Act seleCtOd by DEVELOPHR to perform Ole work, 15. That DEVELOPER ads that any MUM Mquircil: by this At roement shall two deemed deffvtretl If and when pm.% x*tly dolivercd or depoiitol in the 4Jitjtcd :,fates m", tW*rtd or certified mall, postage pmMid, return receipt rcyue,�t¢t;I, adc3rt'i%d as follows: CITY of MeridWl: DEVELOPER: City Enginoer 1n it c J tr K City of Meridian 33 East Idi bo Meridian, ID O7 With copy to; Wayne 6. crookslon, Jr, Ambrm, Fitzgerald & CrtmtcMcsn P. 0, Box 427 Meridian, IA 13680 A puV 9Wlhgvo the light to -c1uftj: Ju adtlws by dell.voiAg to 4he iotkr Imay. +w itt notil"Iritlinn MWL 71ie ,parties may at any tiflit liarraftr t�Jgi or an 9 ft Agrewmal by a; sub" ttt t. r'i'ltto agrectuent execntvi by tt p it , Th N s A.peewpt It tart, bow.ov, t1e cjtAnaederr lty v r r al all it be d e l modified in Any Why 4y Lhe ut of achy of the Ta tir's howo. N Ming Ilereig fS i`nto,nded, nor s if it be wJ1411W. as GhliRating sty: to agrre toany nwdificatiou cir «. That DPWIELOPER agrees to pay all record#ng fecx ne sary to rewrd ft; Agreement with the A04 County R rder's office, 17. AU covewts sod coudWons set forth lhereln stuhit be appurtenant t(and rn wit}t rite land and shaiN Binding u l E+i> LO PIFR's heirs, sue ccs&ors or 4ssi , 18. 'C#tis A tt shall lxtoW valid and bindifIg only Won itS Approval by the pity Council And execution Of the Mayor City Qtcrk. �1111197 INTERSTATE CENTER DEVELOPMENT AQRE13Vk.P-NT Page 6 m )9, That DEVEL( PEP, agrees to nbisic+ j)y all orttiagnces of tite Cl,ry ol` ericiiatt turd the Property shall he s*ject to do-annexatiotl if the owner or his assigm, heirfl, or successors shall riot moot the cottditiotis cont4ned in 1ho Findings or Fnc;t Wrier CanclaRicrns Of 1_r M tills. DrMlopment Agrt3t+mm, an(l tite ordittOc s of the CITY ofMeddiati, 4nd,th,9 Comprclmnsivo Pwj of tlto City rat, Moridiait whiGti mw approved and adoptm on JattuM A, 1494. DATED the date, month and year Best app"rittg. I)PNI'LOPF,ftt y Winston H, WON �F Di��a� L h+tr�c�r t:`1'Fy OF AIERWUN )boil R Come, Mayor 2/J,f1119�7 WTERgTATE CENTER DEVELOPMENT AGREEMENT Page 7 STATE OF IDATTO g. County of Ada) On this b day or �t 4, 1 V-7, ba(brc me, tho vn&tsigoed, 4 Nt)tary Public. in and for said State, rs�ar�►illw ila tr inikon K Mfoore and Uirtcxr, L. Moor4, h sband Und wife, knoven, or proves to r1tCi.to be the perms described in and Who 0muted 010 fnrrsl oi��� instrument , and acknowledged to me that they eyowled the same. IN WITNESS Walm,F110F, l have Hereunto sat Iny bond and ;� lxcd ,try official stnl, tile. day and year in � Afs itten. Y t. •°'' Nt�tary nubk for ldshq SIR r�i►�res•rs;�'�,� �ta{]RrhE7il5�aiC}fti[pr�3 �a�4�;`, 3�. STATE OF IDAHO ) County of Ada) On this _•;�? clay of 19,97, befara ma, the ttndersigsted, a Notary Public in and for said Statc, iihr#,orpolly OPP4004 il.aw 1). Carcle anal William R Bug, 3r„ ktl:QW11 to me to be the Mayor and City Clerk, reapcetively, of the City of Meddian that executed this insuurment anti the persons who "ecutod the said Joalruiricnt on behalf of ;said City, and :acknowledged tome that said City of M#4djan exvaited the same_ IN WITNESS V;HM. . OF, t have Hereunto sat my hand AM alfixed my official seal, the day and year in this certiftate first above writters. �• ttot ' lit; for Idaho RMe {5£r-) g rtrY ssun Expirr a"- —�- 4 2/1.6/1997 Yy f�pt�li`®y Y,�6 �I INTEP,STA CE CFNTER DEVELOPMENT AORV�EMENT Pa�c g MtCfiWITION OF INTERSTAT4 CENTER October 11 1998 ( A poMon of the SE 114 of Section 13, Township 3 North, Range 1 Wost of the Sodse MaTidlan, Meridian, Ada County, Idaho, being snoed particularly described as follows; Commencing at a found brass cap at the southeast rprner of Seetlen 13, T.3K, k 1W., �i.h�t„ ihatiGB N 88"46'23" W 412,04 lint along the south ling of aald Section 1310 they southwest comer of Mr. Sandman Subddvislpn No, 2, thence N 01 "02'27" E +46.00 lcet to the southwest comer of Lot 6, Block'1, Mr. Sandmi Subdivision No. 2, tile 11110e1 Pohlt of this subdivision, Thence S 0110227" W 45,00 feet to a point on saki section ilne; Thence N B9*46'23" W 1696.99 *Rt WOR9 said SeCtlOn 11r'er tQ a fsolnt, I, 9 'Thence. N 00*31'11" E 19.24 feat to a Polnt, Thence N 01'03'11" E 340.96 feet to a point., Thence N 00*13'37' W 229,32 foot to A paint; Thence N 04138'59" E 228.67 feet to a pOiTIZ Thenm N VIVO' W 21,81 feet to a point; Them* N oo13t'11" E 292,2A feat tea a paint on the southedy right -of -Way pi` Interstate 84, Thence 5 89'33'35" E 385.0 fast iglung said rigWof way tea a. point, Thence S 85,44,41" C- 469,84 feet Wong $O)d Tight -af way W 0 Pint Thencce s 46*48`12" a 34.20 feet. to a P91M,' T-hanc e S 67`45'31" e 350-70 f"t to A pint, Thence $ 60`10,33" E 194.:73 fir -et to a point; 46433'45" E 1716 flea to a point on the southerly right pf way of Interstate 84; Thence S 46126117" E 134,82 feet aicng said right of way to a point Of Curvature; gyW; aides Thenm akmg said right-of-way lo, a curve 10 the let 256 12 fr fi, SaId OUNO having a radius of431,97 feet, a Genus] aNle of 33'5016', tangents of 131,95 feet and a chord of 26 38 feet which beam S 63'ZT24" E to the northwest o0mor of fir, Sandman Subdivision, Thence S 01"02'27" W 610.94 feat to tho Initial PoInt of 9.ft subdiviSion. Said pare€ =twins 39,00 acres, more or less, michaei E. Marks, No, 409B 96061 veg at.d-es EXHIBIT "B" TO THE DEVELOPMENT AGREEMENT BY AND l3E'rWEEN THE CITY OF MI3Ft MAN, rD1tHO AND l . DEVELOPER Shall develop the pmp ty desoibed in Exhibit "A" (PrDporty) as a Planner! Qlmnmisl Devclopmmt lnttsatInt. to § 1 1-9-6m of #it Meridian totting and Developtrrerrt Orditutnee, 2. ❑EVE OMR KJwwIedM and agrees that it will to requlm d to suhn it to the CITY an application for Ox ditioW Use Parfait p�imant to lit 14-418 of (tic Meriditin Zooing tvid Development inattce, wid oWri the C1.TY's approval thereof, prior to, and as a ccmli" of, the cttmnmwnem of c onmPtion of any buiidtogs or impmement& oA the Property allowed wiWn the C-CI Zone, It Ning aeknowledpd that UVf?LOPER ttas submitted an application fo.- it Contlitioroliiso t"ormlt for the Family i~[�t4rYaintt�Crri Carter, which applks6on lm hocn appmod in Pimotdaxe with the Findings of Not and Cwtctusis of Law and subject to #lte "t colt t of this MveWpirrrnt Agroonymut. 3, DEVEWMR W= to amply with tleti rapir-Monts of tk Moidian Police NPUMient, Meridian Fim Dqortmem, Mcr"tdian City F-gi r, M041�rr Planning Director, -Ada co" Highway District Oemf cr "AC UD'). CmW MWet.. Heal#t► N artmonnt and the Nampa -Meridian; Irrigation Distdot, 4. DEVELOPER covenants and ligrm that, in cottttWinn W101`the devolupin t-of the P'ropetty as may be approved by ft M Y, DEVULOPER shall, at its cost and exla mW, dv and perform tip following: ie srd Rod C. immcf. a gape s6rip vawithin the "MY slang the full length of the Pr, ap" $dja t ro c >i9rttn ri lrt-of w4y lint; of Overland Road ('OverW Rgad Raping"), ;gpopt f'or dJriYeway eeS' s. The Overland Road Undsctping &furll be a minimum of thirty ova feet (351) in width heyond rpquW ACHO right -of --way, i.00409 any r=emry hike lanes. The Overland R940 ring will he loa d spriukkr irriga t,; by mmns of I premisimflifigation, In wmrdwe with Lwklsape plans to be subri ited by DFVLL0 ER and approved by the CM and t+Tsrnpa.-Metidion lrrigaCgn District. EXHIBIT W 2/1IV97 I� ', TE CI 1NTER..DEVEWP NT hCiR t?iuli�.NT Wage I of 4 h, jaW to lksolith right -of -Way lint of lnlmtuh�,04 (1-M The 1, 94 LAInd3c4ping shall tK it lijil-lirijum 9f twenty tat. (20 h . I vldot kyorld tht, The 1.84 Undscopain W111k, 1A."soilvd mild jvvrwolle- �prinklor-isdgilted in,accord9nee with Ole jan([W; �y DEV61.041SK and APPMV04 by the City WW S611 Ile c(la'stio-AW MW 1,83tAw prior to ft aponing farlbmimss celmy'u. . I V; on tht Property, Prior Io n ( ix, ar ihin inifial building an rare PnjMi, 4100,vil ru"lN %ith "r . PTO Yjrh A low kW Ueahl. to Ada Cmjjjy IrlighWAY j)jSj;jCt of t1 f aWAR ftlull Itool of Pmp4ny:mLt%om, j!id tk Woul Immh af *6 P�(Tfwty ("Ovodand hood COW), 'Mo Overlmd KoW Ukwrilk Agli t)o ccosonicted- In acmdAmc Oh 0m. wA N r.x d4c A( M) i n -1 At Elm tilm: cfk of cmg.rucdon, & v WR6AdW1$, Al th, tlrlta 01, the comi. the Inifill Orl the P-trTk-Tty, mnlat(: tlitti, vaeT. UW4W Wj&its WW4.'qnd match WIN of (11c: 14 tv,' coftvtructrA in occur Witb IbE vmduds And &W-6 f-MatiorM of ACHT) ill CFTW -21 dJQ tiMO of 00=11014 ar U Mh"JR! JlPj1T0;VJ by th-c McMinn Nblk' Work's DcPWmm1 for at 11fivAcToud"Y" all Lil it, tl4 al. i [gb .. „ , . ,Y-aYWMAAMO. VediuiiW or sell lod Wjwent to the "isfing QoTth 68hl-of-wry Wx of Ovtttand Roud jrquito tx) mot ACIAD's requirommt, for 4 forty -five-foot (45') Tlght,ofway from tht cmtetlim of 0vW1K4 ROW, including any necessary hike lapa,%- f. DesieWAU W-09"fEAUM01, VeSIP144P the (JRMIC09 fMm Overl.pRoad ad to mirAmin to ftmatt poulble ft irlVa�ls of Automobiles amtering and exiting the Property, pet thc approval of AcHV, 9- LWOW -CcUmc( ft loop rod duoqSh the Pfopetty 4s shown oat the final P1111 A the fimc Of devq1QPn1e0t Of ft "PAy, The loop road sball be in the 1ocWm MW of Ole dirl)n ses 4*" on the . approved plat, and ttait lresrtipp of the loop road wifta ft om of ft subdivisioa being canZuMd shall be frayed prior to obtaining a Cenificate. of Q,ccqpAnq. EXHIBIT ID, 2118/97 INTERSTATE CENTER DEVELOPMENT AGMMENT Page 2 of 4 Ire iyiFinrk Pl ttxl, DI VEl,t;).PER shalt 4wely limpam, Submit, And erbtain the required aWroval by tits Crl'Y of a mbdivislon (flat (ter tlto Prs rty, said plat to be in ecxtformity with tht: toqubumettit; of the orelirtO%:- rs (q tlke City raf Meridian and State Code. Provide to ft CITY rttW ACHO tt traffic, impact study lkrclrw by 8 MV1100d (raft 0091OW At the time the COAditi.onsl t)sc PtrMit is filch by ORVELOPRiR., if Bach is rNuind try. ACHO of CITY for the tttvt:1oprTtm atkiicilkalrxf. - � " ' .iit� _ �.. to fife ctcvt<lc�pttlettt ox tdtt: P""q' comply with tlkc tw= Ird c0041110as of the ACHD Staff Rgxsrt, or as may lie aquked by ACHD In RWruving Condltlotl;tl tfse Applications to be fltcd by DEVELOM. In uses whm A.f D'ss titled tt CITY't ditltttts of altlpruval conflict, tht< condlbons width are trtt#re restrietive shall talte prwedcixo.. . 4 j1" 4 t Wxgna ayA. Tile all cartgls, A-ks and ether waterways suet submit evidcm of algtrWriate approvals from the khration district andhtr tlownstro m wAtcr users. The Kxnttody lateral shalt be relocated outside of tha , ACHD tight -of -way on CveflaW Roz d i[t a4o*tku a with plate approved by tho Nimpit-MeOdian Irrigatittrt District mW tttt CITY, f3EV LOPER .hall sub,mlt ex+aatted 1icom opmnont tram the Nampa -Meridian Irrigation nistrtct priqr to 41 inirtg building permit$, Test haute Creek is exeludeci front the tiling l,, r sin cnkq. Conr W all water and rawer faLitities within the .Vfopeny ,to the rnutticipa,l 1 Wr arto wwt r service of tltt Ceity of .lAcHdian, All waw find serer WilMes yeti or i%Wjed by OLIVE OPER on the P perty shall be in xccordwe with plans and slrecicatl4ns tl►ttefot wttiefk shall be first approved by, the CITY. Whiing. All l gh ing will be designed in arcc,(wdqnce with Metidian Ordir wc, Seotirtn 2-414.D.3 and approved by the MorldUn City Engineor> No glare or um mtiox of Wjaomt puss, as del mW by the CITY, will be perwitted, :including impacts to OverleW Road aO 1-84. rL . A11 sigtta$,e with ft PTOWty null t)O in 9 OrdWe wlltl flit Eln (arin Sign Cade anti #a w4w* sti fordo In Simon 11,2415 of the City of Meridian Zonin$ fond Mvdttt Qolkance, All Oguge s1A11 Wcivo di 'sig►k approval Of the p1ming & Zoai.gg Dgwwtent- A,frame sigM mill rtcft.t)e I)ermitted- Sign peraut$ mad k obtained froth U Buiwing Depaltxnetkt for all stgnage" EXHIBIT `B" 2119197 INTERSTATE cENTE t DEVELOPMENT AlGREElkJ ENT .Page 3 of 4 f. - .�.L . - . . .... . ...... I BEFORE THE MERIDIAN PLANNING AND ZONING COMMISSIO�i i. H. MOORE COMPANY APPLICATION FOR ANNEXWTIOR AND ZQVING r't PORTION OF THZ SE 1/4 OF SECTION 13, T 3N. ,_ R. x ABUTTING OVERLAND ROAD AND 1,300 FEET WEST OF MERIDIAN ROAD RIDIAN, IDAHO FINDINGS OF FACT AND CONCLUSIONS OF LAW The above entitled annexation and zoning application having come on for consideration on May 9, 1995, at the hour of 7:30 o'clock p.m. on said date, at the Meridian City Hall, 33 East Idaho' Street, Meridian, Idaho, and the Planning and Zoning Commission having heard and taken oral and written testimony and the Applicant appearing in person and through: a:'r:epresentative, Becky Bowcutt, and. having duly considered the matter, the Planning and. Zoning Commission makes the following. FINDINGS OF FACT A. That notice of public hearing on the annexation and zoning was published for two ( Z ) consecutive weeks prior to the said public hearing scheduled for May 9, 1995, the first publication of which was fifteen (15) days prior to said hearing, that the matter was duly considered at the May 9, 1995, hearing'; that the public was given full opportunity to express comments and submit evidence; and that copies of all notices were available to newspaper, radio and television stations. H. That the property included in the application for FINDINGS OF FACT AND CONCLUSIONS of LAW .. MOORE Page: 1 annexation and zoning is described°in the application, and by this reference is incorporated herein; that the property is approximately 20.7 acres in size. C. That the property is presently zoned by Ada County as C- 2, Highway Commercial. and is not used for any particular purpose at the present time; that the Applicant requests that the property be zoned C-G, General Retail and Service Commercial; that no specific uses for the property were presented.. D. That the property is south of and adjoins 1-84; it is west of C-G property and east of property zoned by Ada County as C-- 3 which is used by Mountain view Equipment for farm equipment sales; the property abuts Overland Road and is north of property used for residential purposes.: E. That W. H. Moire Company is the Applicant; that Applicant does not own the land and the ,land is owned by Tower Associates, a partnership, and it has, consented to the application and has requested this annexation and zoning and the application is not at the request of the City of Meridian. F. Ada County Highway District (ACHD) submitted comments and such are incorporated herein as if set forth in full; that ACHD made several site specific requirements, which included that a development site plan should be submitted for review and comment and that a traffic impact study and additional requirements may be imposed based on the plan; that a maximum of three site driveways would be permitted; that Overland Road shall be constructed to a 6`5-foot street section with curb, gutter and fire foot sidewalk; FINDINGS OF FACT AND CONCLUSIONS OF LAW - MOORE Pace 2 and that dedication of 45 feet of right-of-way from the centerline of Overland Road was required. G. That Bruce Freckleton, Assistant to the City Engineer, submitted comments; that the application is for a piece of land directly adjacent to the west of the corporate limits of the city, that the legal description submitted appears to describe the parcel, and meets the requirements of the City; that the city owns and maintains a 10 inch diameter water mainline approximately 1,650 feet to the east; that this mainline: will need to be extended west in Overland Road to the westerly boundary of the parcel,; that sanitary sewer service will be via the existing 15 inch diameter Ten Mile Trunkline near the northeast corner; that any domestic wells or septic systems within the parcel will have to be removed; that wells may be used for non --domestic purposes such as landscape irrigation. H. That Planning and Zoning Director, Shari Stiles, may submit comments and they ,shall be incorporated herein as if set forth in full when submitted. I. The Meridian Police and Fire Department Departments submitted comments as did`the Central District Health Department, Nampa Meridian Irrigation Distract, and U. S. West; that all such comments are incorporated herein as if set forth in full. a. That Becky Bowcutt stated that Mr. Moore owns 18.5 acres that is annexed and zoned by the City as C-G, that City sewer and water is available, that the application complies with the Meridian Comprehensive Flan, that the land is designated for mixed use under FINDINGS OF FACT AND CONCLUSIONS OF LAW - MOORE Page 3 the Plan which makes is eligible for offices, retail, and other higher uses because of the close proximity to 1-84, major arterials and collectors and also the interchange of Kuna--Meridian Road. K. That Winston Moore stated that he did not have a specific use fcr the property in mind; that he was exploring a shopping center for the property but it depends on the market; that he believes that a retail use would be the most likely; that he was unsure if a shopping center was allowed in the C-G. zone, that if .it is not allowed and that is what the market desires he would come back to the city for a. rezone; and that if retail is not desired it could be a location for a movie theater. L. That there were no other comments by the public regarding this application. M. That the property included in the annexation and zoning application is within the Area of Impact of the City of Meridian. N. That the parcel of ground requested to be annexed is presently included within the Meridian Urban Service Planning ,Area (U.S.P.A.) as the Urban Service Planning Area is defined in the Meridian Comprehensive Plan and in the Meridian Area of Impact. 0. That the property can be physically serviced with City water and sewer. P. That the following pertinent statements are made in the Meridian Comprehensive Plan: 1. Under ECONOMIC DEVELOPMENT, Economic Development Coal Statement. Policies, Page 19 FINDINGS OF FACT AND CONCLUSIONS OF LAW -- MOORE Page 4 11 1.1 The City of Meridian shall make every effort to create a positive atmosphere which encourages industrial and commercial enterprises to locate in Meridian. 1.2 It is the policy of the City of Meridian to set aside areas where commercial and industrial interests and activities are to dominate. 1. The character, site improvements and type of new commercial or industrial developments should be harmonized with the natural environment and respect the unique needs and features of each area. 1.5 Strip industrial and commercial uses are not in compliance with the Comprehensive Plan. :.6 it is the policy of the City of Meridian to support shopping facilities which are effectively integrated into new or existing residential areas, and plan for new shopping ceL tern as growth and development warrant. 1...9 The City of Meridian intends to establish a Design Review Ordinance which will foster compatible land use and design within the development, and with contiguous developments; and encourage innovat!Qn.s in building techniques, so that the growing demands of the community are met, while at the same time providing for the efficient use of such lands. 2. Under LAND USE, Mixed -Use Areas Adjacent to 1-84, Overland Road and Franklin Road, Page 28. 5.6 The development of a variety of compatible land uses should be provided in specific plans and proposals for future development. 5A Development in these areas should be based on functional plans and proposals in order to ensure that the proposed uses conform to the Comprehensive Plan policies and are compatible with the surrounding neighborhoods. FINDINGS OF PACT AND CONCLUSIONS OF LAW - MOORE Page 5. Ank 5.9 The integrity and ±dentity of any adjoining residential neighborhood should be preserved through the use of buffering techniques, including screen plantings, open space and other landscaping techniques. 5.14 Development should be conducted under Planned Unit Development procedures :and as conditional uses, especially when two or more differing uses are proposed.. 5.11 The character, site improvements, and type of development should be harmonized with previously -developed land in the area, and where Located adjacent to or near any existing residence or residential area, shall be harmonized with residential uses, and all reasonable efforts shall be made to reduce the environmental impact on residential areas, including noise and traffic reduction. 5.12 Strip development within this mixed -use area is not in compliance with the goals anal policies of the Comprehensive -Plan. 5.13 Clustering of uses and controlled access points along arterials and collector streets will be required. 5.14U Because these areas are near 1-84, Franklin and Overland Roads, high --quality visual appearance is essential. All development proposals in this area will be subject to development review guidelines and conditional use permitting procedures. 5.15U The mixed -use area in the vicinity of the Overland Road/Franklin Road/ Eagle Road/I-84 interchange is a priority development area. 3.1 Under TRANSPORTATION, Page 42 and 72 a. Overland Road east of Linder Road and Meridian Road are listed as Minor Arterials and as Entryway Corridors. FINDINGS OF FACT AND CONCLUSIONS OF LAW - MOORE Page 6 E El b. Under COMMUNITY DESIGN, Policies, at Page 73 c« Entrance Corridors Coal. Statement - Promote, encourage, develop and maintain aesthetioall.y pleasing approaches to the City of Meridian. d. Policies, (I 4.4U Encourage 35-foot landscaped setbacks for new development on entrance corridors., The City shall require, as a condition of development approval., lna.ndsaaping along all entrance corridors. Q. That in the Rural Area section of the Comprehensive Plan, Land Use, Rural Areas, page 29, it estates as follows: "Land covered by this policy section has characteristics which generally allow for agricultural and rural residential activity due to the existence of irrigation systems, soil characteristics and relative freedom from conflicting urban land uses. Where community growth creates pressure for new development, it must be recognized that agricultural land can no longer economically continue to be identified or used as agricultural ,land to the exclusion of orderly city growth and development.,, That Section 6.3, of tho 1AN13 USE section of the Comprehensive Plan, states that land in agricultural activity should so remain in agricultural activity until urban services (municipal sewer and water facilities) can be provided. S. That Section 6.3, of the LAND USE section of the Comprehensive Plan, states as follows: "Existing rural residential Land uses and farms/ranches shall be buffered from urban development expanding ,into rural areas by innovative land use planning techniques." FINDINGS OF FACT AND CONCLUSIONS OF LAW - M.00RE Page 7 T. That the property is included within an area designated on, theGeneralized Land Use: Map in the Meridian Comprehensive Plan as a Mixed/Planed Use Development area. O. That the requested zoning of General Retail and Service Commercial, (C-G) is defined in the Zoning Ordinance at I1-2-408 H. 11. as follows: (C_G,) General Retailand Service Commercial: The purpose of the (C-G) District is to provide for commercial uses which are customarily operated entirely or almost entirely within a building; to provide for a -review of the impact of proposed commercial uses which are auto and service oriented and are located in close proximity to major Highway or arterial streets to fulfill the need of travel -related services as well as retail sales for the transient and permanent motoring public. All such districts shall be connected to the Municipal Water and Sewer systems of the City of Meridian, and shall not constitute strip commercial development and encourage clustering.: of commercial development. V That Planned ::Development is defined in 1-2--403 13:, at page 20 of the Zoning Ordinance brooklet, as follows: "An area of land which is developed as, a single entity for a number of uses in combination "with or exclusive of other supportive uses. A PA may be entirely residential, industrial, or commercial or a mixture of compatible uses. A PD does not necessarily correspond.to lot size, bulk, density, lot coverage required, 'open spate or type of residential, commercial or industrial uses as established in any one or more created districts or this ordinance." and. a Planned General ]development is defined :as follows: "A development not otherwise distinguished under Planned Commercial., Industrial, Residential 'Developments, or in which the proposed use of interior and exterior spaces requires unusual design flexibility to achieve a completely logical and complimentary conjunction of uses and functions. This PD FINDINGS OF FACT AND CONCLUSIONS OF LAW - MOORE Page 8 classification applies to essential public services, public or private recreation facilities, institutional uses, community facilities or a PD which includes a mix of residential, commercial or industrial uses." W. That under 11-2-409, ZONING SCHEDULE OF USE CONTROL, B Co=ercial, Planned Commercial Development, is a permitted use in the C-G district and Planned Unit Development - General, is an allowed conditional use in the C-G district. X. That proper notice was given as. required by law and all procedures before the Planning and Zoning Commission and City Council were given and followed. CONCLUSIONS A. That all the procedural requirements of the Local Planning Act and of the Ordinances of the City of Meridian have been -Tet; including the mailing of notice to owners of property within 300 feet of the external boundaries of the Applicant's property. B. That the City of Meridian has authority to annex land pursuant to 50-222, Idaho Code, and Section 11-2-417 of the Revised and Compiled Ordinances of the City of Meridian; that exercise of the C:ity's annexation authority is a legislative function. C. That the Planning and Zoning commission has judged this annexation and zoning application under Idaho Code, Section 50-222, Title 67, Chapter 65, Idaho Cade, Meridian City Ordinances, FINDINGS OF FACT AND CONCLUSIONS OF LAW - MOORE Page 9 Meridian Comprehensive Plan, as amended, and the record submitted to it and things of which it can take judicial notice. D. That all notice and hearing requirements set forth in Title 67, Chapter 65, Idaho Code, and the Ordinances of the City of Meridian have been complied with. E. That the Council may take judicial notice of goverment ordinances, and policies, and of actual conditions existing within the City and State. F. That the land within the proposed annexation is contiguous to the present City limits of the City of Meridian, and the annexation would not be a shoestring annexation G. That the annexation application has been initiated by the Applicant, and is not upon the initiation of the City of Meridian. H. That since. the annexation and zoning of land is a legislative function, the; City has authority to place conditions upon the annexation of land. Hurt vs. The City.of Idaho Falls 105 Idaho 65, 665 P.D 1075 (1983). T. That the development of annexed land must meet and comply with the Ordinances of the City of Meridian and in particular Section 11-9-616, which pertains to development time schedules and requirements, and Section 11-9-605 M., which pertains to the tiling of ditches and waterways and 11-9-606 14., which requires pressurized irrigation. FINDINGS OF FACT AND CONCLUSIONS OF LAW -- MOORE Page 10 11 J. That the Applicant stated no proposed use: of the property and therefore it cannot be determined if the use would be in compliance with the Comprehensive Plan, however any uses would have to comply with the Zoning Ordinance. K. That the City adopted the Comprehensive Plata at its meeting vn January 4, 1994, and has not amended the Zoning Ordinance to reflect the changes made in the Comprehensive Plan,; thus, uses may be called for or allowed in the Comprehensive Plan but the Zoning Ordinance may not address provisions for the use;, it is concluded that upon annexation, as conditions of annexation, the City may impose restrictions that are not otherwise contained in the current Zoning and Subdivision and Development Ordinances. L. The Applicant has not stated or represented its intention as to development, which is of concern to the Commission; it is therefore concluded, as a condition of annexation and zoning, that any use or development of the property shall only be allowed under the conditional use zrocess. M. That it is concluded that the City could annex the property and zone it C-G but once the property was zoned C--G, the Applicant could place many different uses on the property without additional approval from the City other than building permits, which limits the control that the City should have over the development and the uses of the property due to the mandates of the FINDINGS OF FACT ,AND CONCLUSIONS OF LAW MOORS Page 11 Comprehensive Plan. N. That it is concluded that since the Comprehensive Plan, under LAND USE, Page 28, Mixed -Use Area at Overland Road and 1-84, in 5.10, states that all development should be conducted under Planned Unit Development procedures and as conditional uses and since the City should have control over any uses that are to be placed on the land, it is therefore concluded that development of the parcel of land is conditioned on being developed as im Commercial Planned Development, which. is. allowed in the General Retail and Service Commercial (C-G} district, or under the conditional use permit process. o. Therefore, it is concluded that the property should be annexed and zoned General Retail and Service Commercial (C-0)', but only capable of being developed as a planned commercial development or under the conditional use permit process. P. That, as a condition of annexation and the zoning of C-G, the Applicant shall be required to enter into a development agreement as authorized by 11-2-416 L and 11-2-417 D; that the development agreement shall address, among other things, the following: I. Inclusion into the development of the requirements of 11- 9-605 a. C, Pedestrian Walkways. b. G 1, Planting Strips. C. D, Public Sites and open Spaces. FINDINGS OF FACT AND CONCLUSIONS OF LAW - MOORE Page 12 11 d.. A, Lineal Open Space Corridors. e. L, Pedestrian and Bike Path Ways. f. and the requirements of 11-9-606 14., which requires pressurized irrigation. Payment by the Applicant, or .if required, any assigns, heirs, executors or personal representatives, of any impact, development, or transfer fee, adopted by the City. .3. Addressing the subdivision access linkage, screening, buffering, transitional land uses, traffic study and recreation services. . An impact fee to help acquire a future school or park sites to serve the area. . An impact fee, Qr fees, for park, police, and fire services as determined by the city. . Appropriate berming and Landscaping. Submission and approval of any required plats, 'A. Submission and approval of individual building, drainage., lighting, parking, Arid other development plans under the Planned Development guidelines. a Harmonizing and integrating the site improvements. with the existing residential development. 10. Establishing the 35 foot landscaped setback. mentioned in the Comprehensive Plan and landscaping the same. 1.1. Addressing the comments of the Planning Director, Shari. Stiles, if and when they are made'. 12. The. sewer and water requirements. 1.3. Traffic plans and access :into and out of any development. 14. And any other items deemed necessary by the City Staff, inc:ludi..ng design review of all development, and conditional use processing as required under the Meridian FINDINGS OF FACT AND CONCLUSIONS OE LAW - MOORI� Page 13 Comprehensive Plan. Q. That Section 11-2-417 D of the Meridian Zoning Ordinance states in part as follows "If property is annexed and zoned, the City may require or permit, as a condition of the zoning, that an owner or developer mare a written commitment concerning the use or development of the subject property. if a commitment is required or permitted, it shall be recorded in the office of the Ada County Recorder and shall take effect upon the adoption of the ordinance annexing and zoning the property, or prior if agreed to by the owner of the parcel.. it is concluded, however, that it is more appropriate for a development agreement to be entered into when plans for development are better known and therefore as a condition of annexation a development agreement must be entered into prior to issuance of final plait approval,. R. That it is concluded that the annexing and zoning of the property is in the best interests of the City of Meridian, and it is concluded that the annexation shall be conditioned on meeting the .requirements of these Findings of Fact and Conclusions of Law and if they are not met the land may be de-aanexed. S. That the requirements of the Meridian City Engineer, Ada County Highway Distract, Meridian Planning Director, if given, Central District Health Department, and the Nampa & Meridian Irrigation District, shall be met and addressed in a development agreement. FINDINGS OF FACE' AND CONCLUSIONS OF LAW - MOORE Page 14 11 T. That all ditches, canals, and waterways shall be tiled as a condition of annexation and if not so tiled, the property shall be subject to de -annexation. That pressurized irrigation shall be installed and constructed, and if not so done the property shall be subject to de -annexation. U. That the Applicant will be required to connect to Meridian water and sewer and resolve how the water and sewer mains will serve the land; that the development of the property 'shall be subject to and controlled by the Subdivision and Development Ordinance and the development agreement, and it shall only be developed as a commercial planned development or under the conditional use process. V. That these conditions shall run with the land and bind the, applicant and its assigns. W. With compliance of the conditions contained herein, the annexation and zoning of General, Retail, and Service Commercial (C- G), would be in the best interest of the City of Meridian. X. That if: these conditions of approval are not met, the property shall not be annexed or if already annexed, it shall be de -annexed. FINDINGS OF FACT AND CONCLUSIONS OF LAW - MOOR Rage 15 APPROVAL OF FINDINGS OF FACT AND CONCLUSIONS The Meridian Planning and Zoning Commission of the City Council of Meridian hereby adopts and approves these Findings of Fact and Conclusions. ROIL, CALL COMMISSIONER HEPPER COMMISSIONER ROUNTREE COMMISSIONER SHEARER COMMISSIONER ALIDJANY CHAIRMAN JOHNSON (TIE BREAKER) RECOMONDATION VOID voll%,D VOTED VOTED VOW D The Planning and Zoning Commission hereby recommends that the property set forth in the application be approved by the City Council for annexation and zoning under the conditions set forth in these Findings of.Fact and Conclusions of Law, including that the Applicant, or assigns, enters into a development agreement prior final plat approval and that the property only be developed as a commercial planned development or under the conditional use process; that if the Applicant is not agreeable with these Findings of Fact and Conclusions and is not agreeable with entering into a development agreement, the property should not be annexed. MOTION: APPROVED., DISAPPROVED: FINDINGS OF FACT AND COUCLIJSIONS OF LAW - MOORE Page 16 AWL APPROVAL OF FINDINGS OF FACT AND CONCLUSIONS The Meridian City Council hereby adopts and approves these Findings of Fact and Conclusions this, day of 999. ROLL COUNCILMAN MORROW VOTIE�' . COUNCILMAN YERRINGTON VOID COUNCILMAN CORRIE VOTED {' COUNCILMAN TOLSMA VOTED MAYOR KINGSFORD (TIE BREAKER) VOTED. (INITIAL) _ APPROVED-Ae- DISAPPROVED - FINDINGS OF FACT AND CONCLUSIONS OF LAIN` - d (C ZW-S3H 'ON BTOM Old iY m U N as ncw_a cZao.m N _ _ �W e'3l'N - ——..L.H '.W J z c pq NVIOIZ:3N H-Lnosa'o't cy a a� ��m IN sdy Wow° wP� \ o �m N - �o w of orb ':"� O Z Zp 3I OZ m PG v -y Z5 ZO V a 3 p L V)O sz o- Eto - I �N iI oa Ohm d - _ - " o ,*6'O L9 M .Lz,zo. Lo s N -�ml uoE mo EFn¢..�_t SaE°_a.. 3 mm V w �n 00..o0¢* F. �o �F i'oz 3 31 � � r s � m o MPI I��' u33333333w33333ww LL I «I �4^MRmnnn R$� PI nm war" m�n I I S"�a.n ammrm