Goff AZ 09-001ADA COUNTY RECORDER Chriampher 0. Rich AMOUNT .00 10
B018E IDAHO 09107111 11:14 AM
DEP~rY Asa Batt III IIIIIIIIIIIIIIIIIIIIIIIIIIIIIII III
RECOflCED-REQUEST OF 11107210?
Meridian City
DEVELOPMENT AGREEMENT
PARTIES: 1. City of Meridian
2. Virtual Keystrokes, LLC, Owner
3. Shannon Hamrick, Developer
THIS DEVELOPMENT AGREEMENT (this Agreement), is made and entered into
this~_ day of ~ , 201 1, by and between City of Meridian, a municipal
corporation of the State of Idaho, hereafter called CITY, and Virtual Keystrokes, LLC, 2010
Mumbarto Avenue, Boise, Idaho 83713, hereinafter called OWNER and Shannon Hamrick,
2010 Mumbarto .Avenue, Boise, ID 83713, Meridian Idaho 83642, hereinafter called
DEVELOPER.
1. RECITALS:
1.1 WHEREAS, Owner and Developer are the sole owners, in law
and/or equity, of certain tract of land in the County of Ada, State of
Idaho, described in Exhibit "A" for each owner, which is attached
hereto and by this reference incorporated herein as if set forth in full,
herein after referred to as the Property; and
1.2 WHEREAS, I.C. § 67-651 lA, Idaho Code, provides that cities may,
by ordinance, require or permit as a condition of re-zoning that the
Owner and/or Developer make a written commitment concerning the
use or development of the subject Property; and
1.3 WHEREAS, City has exercised its statutory authority by the
enactment of Ordinance 11-SB-3, which authorizes development
a reements upon the annexation and/or re-zoning of land; and
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1.4 WHEREAS, Developer has submitted an application for re-zoning
of the Property described in Exhibit A, and has requested a
desi nation of C-N (Neighborhood Community District) (Municipal
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Code of the City of Meridian); and
1.5 WHEREAS, Owner and/or Developer made representations at the
ublic hearin s both before the Meridian Planning ~ Zoning
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Commission and before the Meridian City Council, as to how the
sub' ect Pro ert will be developed and what improvements will be
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made; and
DEVELOPMENT AGREEMENT - GOFF (AZ 09-001) PAGE 1 OF 10
1.6 WHEREAS, record of the proceedings for the requested annexation
and zoning designation of the subject Property held before the
Planning & Zoning Commission, and subsequently before the City
Council, include responses of government subdivisions providing
services within the City of Meridian planning jurisdiction, and
received further testimony and comment; and
1.7 WHEREAS, City Council, the 7th day of April, 2009, has approved
Findings of Fact and Conclusions of Law and Decision and Order, set
forth in Exhibit B, which are attached hereto and by this reference
incorporated herein as if set forth in full, hereinafter referred to as (the
Findings); and
1.8 WHEREAS, the Staff Report requires the Owner and Developer to
enter into a development agreement before the City Council takes
final action on annexation and zoning designation; and
1.9 OWNER and DEVELOPER deem it to be in their best interest to be
able to enter into this Agreement and acknowledges that this
Agreement was entered into voluntarily and at their urging and
requests; and
1.10 WHEREAS, City requires the Owner and 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 development agreement, herein
being established as a result of evidence received by the City in the
proceedings for zoning designation from government subdivisions
providing services within the planning jurisdiction and from affected
property owners and toensure re-zoning designation is in accordance
with the amended Comprehensive Plan of the City of Meridian
adopted August 6, 2002, Resolution No. 02-3 82, and the Zoning and
Development Ordinances codified in Meridian Unified Development
Code, Title 11.
NOW, THEREFORE, in consideration of the covenants and conditions set
forth herein, the parties agree as follows:
2. INCORPORATION OF RECITALS: That the above recitals are
contractual and binding and are incorporated herein as if set forth in full.
DEVELOPMENT AGREEMENT - GOFF (AZ 09-001) PAGE 2 OF 10
3. DEFINITIONS: For all purposes of this Agreement the following words,
terms, and hrases herein contained in this section shall be defined and interpreted as herein
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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.
3.2 OWNER: means and refers to Virtual Keystrokes, LLC, 2010
Mumbarto Avenue, Boise, Idaho 83713, the party that owns said
Property and shall include any subsequent owner(s) of the Property.
3.3 DEVELOPER: means and refers to Shannon Hamrick, 2010
Mumbarto Avenue, Boise Idaho, 83713, the party that is developing
said Property and shall include any subsequent developer(s) of the
Property.
3.4 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 describing the parcels to be re-zoned C-N (Neighborhood
Community District) attached hereto and by this reference
incorporated herein as if set forth at length.
4. USES PERMITTED BY THIS AGREEMENT:
4.1 The uses allowed pursuant to this Agreement are only those uses
allowed under City's Zoning Ordinance codified at Meridian Unified
Development Code § 11-2B.
4.2 No change in the uses specified in this Agreement shall be allowed
without modification of this Agreement.
5. CONDITIONS GOVERNING DEVELOPMENT OF SUBJECT
PROPERTY:
5.1. Owner/Developer shall develop the Property in accordance with the
following special conditions:
1. Future development of this site shall substantially comply with the conceptual
development plan and building elevations included in Exhibits A.3 and A.4
of the Staff Report and design standards currently in effect at the time of
Certificate of Zoning Compliance application.
DEVELOPMENT AGREEMENT - GOFF (AZ 09-001) PAGE 3 OF 10
2. A Certificate of Zoning Compliance application is required to be submitted to
the Planning Department for the change in use and new construction
proposed on this site.
3. Direct access to W. Pine is prohibited except for the existing access shown on
the conceptual development plan approved with this application. Cross-
access shall be provided to the property to the west (parcel #S 1211417515)
and the property to the east (parcel # S 1211417415) at the southwest
boundary of the site for future interconnectivity. A recorded copy of the
cross-access agreement(s) shall be provided with the Certificate of Zoning
Compliance application for the change in use of this site.
4. Any existing domestic will system within this project shall be removed from
domestic service per City Ordinance Section 9-1-4 and 9-4-8, within 6
months after the date of annexation ordinance approval. Contact the City of
Meridian Engineering Department at (208} 898-5500 for inspections of
disconnection of services. Wells may be used for non-domestic purposes
such as landscape irrigation if approved by Idaho Department of Water
Resources. Contact Robert B. Whitney at (208) 334-2190.
5. Any existing septic systems within this project shall be removed from service
per City Ordinance Section 9-1-4 and 9-4-8, within 6 months after the date of
annexation ordinance approval. Contact Central District Health for
abandonment procedures and inspections. (208) 375-5211.
6. All uses contained in UDC Table 11-2B02 for the C-N District are allowed
on this site EXCEPT for drinking establishments, fuel sales facilities, drive-
thruestablishments, and vehicle washing facilities, which are prohibited.
6. COMPLIANCE PERIOD/CONSENT TO REZONE: This Agreement and
the commitments contained herein shall be terminated, and the zoning designation reversed,
upon an uncured material default of the Owner and/or Developer or Owner's and/or
Developer's heirs, successors, assigns, to comply with Section 5 entitled "Conditions
Governing Development of Subj ect Property" of this agreement within two years of the date
this Agreement is effective, and after the City has complied with the notice and hearing
procedures as outlined in Idaho Code § 67-6509, or any subsequent amendments or
recodificationstherenf.
7. CONSENT TO DE-ANNEXATION AND REVERSAL OF
ZONING DESIGNATION:
Owner and/or Developer consent upon default to the reversal of the zoning
designation of the Property subject to and conditioned upon the following conditions
precedent to-wit:
DEVELOPMENT AGREEMENT - GOFF (AZ 09-001) PAGE 4 OF 10
7.1 That the City provide written notice of any failure to comply with this
Agreement to Owner and/or Developer and if the Owner and/or
Developer fails to cure such failure within six (6) months of such
notice.
8. DEFAULT:
8.1 In the event Owner and/or Developer, or Owner's and/or Developer's
heirs, successors, assigns, or subsequent owners of the Property or
any other person acquiring an interest in the Property, fail to faithfully
comply with all of the terms and conditions included in this
Agreement in connection with the Property, this Agreement maybe
terminated by the City upon compliance with the requirements of the
Zoning Ordinance.
8.2 A waiver by City of any default by Owner and/or Developer of any
one or more of the covenants or conditions hereof shall apply solely
to the breach and breaches waived and shall not bar any other rights
or remedies of City or apply to any subsequent breach of any such or
other covenants and conditions.
9. REQUIREMENT FOR RECORDATION: City shall record either a
memorandum of this Agreement or this Agreement, including all of the Exhibits, at Owner's
and/or Developer's cost, and submit proof of such recording to Owner and/or Developer,
prior to the third reading of the Meridian Zoning Ordinance in connection with the re-zoning
of the Property by the City Council. If for any reason after such recordation, the City
Council fails to adopt the ordinance in connection with the annexation and zoning of the
Property contemplated hereby, the City shall execute and record an appropriate instrument of
release of this Agreement.
10. ZONING: City shall, following recordation of the duly approved Agreement,
enact a valid and binding ordinance zoning the Property as specified herein.
11. REMEDIES: This Agreement shall be enforceable in any court of competent
jurisdiction by either City or Owner and/or Developer, or by any successor or successors in
title or by the assigns of the parties hereto. Enforcement maybe sought by an appropriate
action at law or in equity to secure the specific performance of the covenants, agreements,
conditions, and obligations contained herein.
11.1 Subject to Sections 6 and 7 of this Agreement, in the event of an
uncured material breach of this Agreement, the parties agree that City
and Owner and/or Developer shall have thirty (3 0) days after delivery
of notice of said breach to correct the same prior to the non-breaching
party's seeking of any remedy provided for herein; provided,
DEVELOPMENT AGREEMENT - GOFF (AZ 09-001) PAGE 5 OF 10
however, that in the case of any such default which cannot with
diligence be cured within such thirty (30) day period, if the defaulting
party shall commence to cure the same within such thirty (3 0) day
period and thereafter shall prosecute the curing of same with
diligence and continuity, then the time allowed to cure such failure
maybe extended for such period as maybe reasonably necessary to
complete the curing of the same with diligence and continuity.
11.2 In the event the performance of any covenant to be performed
hereunder by either Owner and/or Developer or City is delayed for
causes which 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.
12. SURETY OF PERFORMANCE: The 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 and/or Developer agrees to provide, if required by the City.
13. CERTIFICATE OF OCCUPANCY: The Owner and/or Developer agree
that no Certificates of Occupancy will be issued until all improvements are completed, unless
the City and Owner and/or Developer has entered into an addendum agreement stating when
the improvements will be completed in a phased developed; and in any event, no Certificates
of Occupancy shall be issued in any phase in which the improvements have not been
installed, completed, and accepted by the City.
14. ABIDE BY ALL CITY ORDINANCES: That Owner and Developer agree
to abide by all ordinances of the City of Meridian and the Property shall be subject to de-
annexation if the owner or his assigns, heirs, or successors shall not meet the conditions
contained in the Findings of Fact and Conclusions of Law, this Development Agreement, and
the Ordinances of the City of Meridian.
15. NOTICES: Any notice desired by the parties and/or required by this
Agreement shall be 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
DEVELOPER:
Shannon Hamrick
City of Meridian 2010 Mumbarto Avenue
33 E. Broadway Ave. Boise, ID 83713
DEVELOPMENT AGREEMENT - GOFF (AZ 09-001) -PAGE 6 OF 10
OWNER:
Virtual Keystrokes, LLC
2010 Mumbarto Avenue
Boise, ID 83713
with copy to:
City Attorney
City of Meridian
3 3 E. Broadway Avenue
Meridian, ID 83642
15.1 A a shall have the right to change its address by delivering to the
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other party a written notification thereof in accordance with the
requirements of this section.
16. ATTORNEY FEES: Should any litigation be commenced between the
arties hereto concerning this Agreement, the prevailing party shall be entitled, in addition to
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an other relief as may be granted, to court costs and reasonable attorney's fees as
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determined b a Court of competent jurisdiction. This provision shall be deemed to be a
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se arate contract between the parties and shall survive any default, termination or forfeiture
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of this Agreement.
17. 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
rovision hereof, and that the failure to timely perform any of the obligations hereunder shall
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constitute a breach of and a default under this Agreement by the other party so failing to
perform.
18. BINDING UPON SUCCESSORS: This Agreement shall be binding upon
and inure to the benefit of the parties' respective heirs, successors, assigns and personal
re resentatives, including City's corporate authorities and their successors in office. This
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A reement shall be binding on the Owner and/or Developer of the Property, each subsequent
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owner and any other person acquiring an interest in the Property. Nothing herein shall in any
wa revent sale or alienation of the Property, or portions thereof, except that any sale or
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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,
u on written request of Owner and/or Developer, to execute appropriate and recordable
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evidence of termination of this Agreement if City, in its sole and reasonable discretion, had
determined that Owner/Developer has fully performed its obligations under this Agreement.
19. 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.
20. FINAL AGREEMENT: This Agreement sets forth all promises,
inducements, agreements, condition and understandings between Owner and/or Developer
and City relative to the subject matter hereof, and there are no promises, agreements,
DEVELOPMENT AGREEMENT - GOFF (AZ 09-001) PAGE 7 OF 10
' ' r understandin either oral or written, express or implied, between Ownerand/or
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r and Cit other than as are stated herein. Except as herein otherwise provided, no
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nt alteration amendment, change or addition to this Agreement shall be binding
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u on the arties hereto unless reduced to writing and signed by them or their successors in
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interest or their assi ns, and ursuant, with respect to City, to a duly adopted ordinance or
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resolution of City.
20.1 No condition overning the usesand/or conditions governing re-zoning of the
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sub' ect Pro erty herein provided. for can be modified or amended without the
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a royal of the City Council after the City has conducted public hearing(s) in
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accordance with the notice provisions provided for a zoning designation
and/or amendment in force at the time of the proposed amendment.
21. EFFECTIVE DATE OF AGREEMENT: This Agreement shall be effective
on the date the Meridian City Council shall adopt the amendment to the Meridian Zoning
Ordinance in connection with the annexation and zoning of the Property and execution of the
Mayor and City Clerk.
ACKNOWLEDGMENTS
IN WITNESS WHEREOF,. the parties have herein executed this agreement
and made it effective as hereinabove provided.
OWNER:
VIRTUAL KEYSTROKES, LLC
DEVELOPER:
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SHANNON MRICK
CITY OF MERIDIAN
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By:
Mayor a y de Weerd
PAGE 8 OF 10
STATE OF IDAHO,
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County of Ada, )
On this ~ da of ~, 2011, before me, the
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' a Nota Public in and or said State, personally appeared
undersigned, ry
known or identified to me to be the
of Virtual Ke strokes, LLC, and acknowledged to me that he executed
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the same on behalf of said corporation.
IN WITNESS WHEREOF, I have hereunto set my hand and affixed my
official seal the day and year in this certificate first above written.
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STATE OF IDAHO, )
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N ary Public or Ida
Residing at: ~--te~r~ ~ ~a~.rl , ~ D
My Commission Expires: a.,n and ,~
On this day of ~~, ~. ~, 2011, before me, the
undersi ned, a Nota Public in and for said State, personally appeared Shannon Hamrick,
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known or identified to me to be the person who signed the agreement and acknowledged to
me that he 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.
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DEVELOPMENT AGREEMENT - GOFF (AZ 09-001) PAGE 9 OF 10
STATE OF IDAHO )
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County of Ada )
On this day of , 201 1, before me, a Notary
Public, ersonally appeared Tammy de Weerd and Jaycee L. Holman, know or identified to
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me to be the Mayor and Clerk, respectively, of the City of Meridian, who executed the
instrument of 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.
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DEVELOPMENT AGREEMENT - GOFF (AZ 09-001) PAGE 10 OF 10