HomeMy WebLinkAboutOrd.3834.07-09-2007 BILL NO. 07-107 ORDINANCE NO.
AN ORDINANCE AUTHORIZING THE CITY MANAGER TO
EXECUTE A DEVELOPMENT AGREEMENT WITH
GREATER MISSOURI BUILDERS, INC., AND THE COUNTY
OF CAPE GIRARDEAU, MISSOURI; AND CONTAINING A
SEVERABILITY CLAUSE, FOR THE TOWN PLAZA
REDEVELOPMENT PROJECT
WHEREAS, on April 2, 2007, in response to a development proposal from Greater
Missouri Builders, Inc. (the "Developer") and following duly noticed public hearings held on
March 5, 2007, the City Council of the City of Cape Girardeau, Missouri (the "City") adopted
(a) Ordinance No. 3802 finding certain property located at Kingshighway and William Streets
(the "353 Project Area") to be a "blighted area" pursuant to Chapter 353 of the Revised Statutes
of Missouri, as amended ("Chapter 353"); (b) Ordinance No. 3803 approving a development
plan (the "Development Plan") for the development of the 353 Project Area; and (c) Ordinance
No. 3804 establishing the Town Plaza Community Improvement District (the "District') and
authorizing certain activities within the boundaries thereof(the"CID Project Area"); and
WHEREAS, the City adopted a resolution of intent setting forth the terms and conditions
pertaining to the development and financing of the 353 Project Area and CID Project Area; and
WHEREAS, the City now desires to enter into a development agreement with the
Developer memorializing the terms and conditions set forth in the resolution of intent.
BE IT ORDAINED BY THE COUNCIL OF THE CITY OF CAPE GIRARDEAU,
MISSOURI AS FOLLOWS:
Section 1. The City Council hereby ratifies and affirms that the Development Plan
adopted by Ordinance No. 3803 and the establishment of the District pursuant to Ordinance No.
3804 are necessary for the preservation of the public peace, property, health, safety, morals and
welfare of the community.
Section 2. The City Council hereby finds, determines and declares that there exists a
necessity for granting tax abatement to the Developer in such amounts and for such term as are
set forth in the Development Agreement between the City and the Developer, its successors and
assigns, attached hereto as Exhibit A and incorporated herein by reference (the "Development
Agreement'), and that the granting of such tax abatement is in the public interest and serves the
public purposes expressed in Chapter 353.
Section 3. The City Manager of the City shall be and is hereby authorized and
directed to enter into the Development Agreement in form substantially similar to Exhibit A
attached hereto. In the event of any conflicts or differences between the provisions of the
Development Plan, the CID Petition and the Development Agreement executed by the City
Manager, the Development Agreement shall govern and said Development Plan and CID
Petition shall be deemed to be amended accordingly.
Section 4. The sections of this ordinance shall be severable. In the event any section
of this ordinance is found by a court of competent jurisdiction to be invalid, the remaining
sections of this ordinance are valid, unless the court finds the valid sections of this ordinance are
so essentially and inseparably connected with, and so dependent upon, the void sections, that it
cannot be presumed that the City Council would have enacted the valid sections without the void
ones; or unless the court finds that the valid sections, standing alone, are incomplete and are
incapable of being executed in accordance with the legislative intent. If any part of this
ordinance regarding the rights of Developer are found invalid or unconstitutional, Developer
shall thereafter at its election have the right to be released from the Development Agreement
herein contained.
Section 5. This ordinance shall take effect and be in full force 10 days after its
passage by the City Council.
PASSED by the City Council of the City of Cape Girardeau Missouri, this U day of
/� � �
2007. / A
Jay dtson, Mayor
(Seal)
ATTEST:
"A
Gayl . Conrad
City Clerk
Page 2
EXHIBIT A
DEVELOPMENT AGREEMENT
(attached hereto)
A-1
DEVELOPMENT AGREEMENT
by and among the
CITY OF CAPE GIRARDEAU,MISSOURI,
CAPE GIltARDEAU COUNTY,MISSOURI,
and
GREATER MISSOURI BUII.DERS,INC.
dated as of
�.� � ,2007
�
TOWN PLAZA REDEVELOPMENT PROJECT
Version 8 dated 06/28/07
TABLE OF CONTENTS
Pa�e
Article I.
DEFINITIONS
1.1 Definitions............................................................................................................................2
Article II.
ACCEPTANCE OF PROPOSAL
2.1 Developer Designation.........................................................................................................5
2.2 Developer to Advance Costs................................................................................................ 5
Article III.
ACQUISITION OF PROPERTY; SCHEDULE;
AND CONSTRUCTION OF REDEVELOPMENT PROJECT
3.1 Acquisition of Property by Negotiation...............................................................................5
3.2 Condemnation...................................................................................................................... 5
3.3 Relocation............................................................................................................................. 5
3.4 Developer to Construct the Work.........................................................................................5
3.5 Governmental Approvals..................................................................................................... 5
3.6 Construction Plans; Changes................................................................................................5
3.7 Certificate of Substantial Completion..................................................................................5
3.8 Community Improvement District.......................................................................................5
3.9 Pledge of CID Revenues...................................................................................................... 5
3.10 Performance Bond................................................................................................................ 5
Article IV.
REINIBURSEMENT OF DEVELOPER COSTS
4.1 District's and City's Obligations to Reimburse Developer..................................................S
4.2 Reimbursements Limited to Reimbursable Project Costs; Developer's Right to
Substitute..............................................................................................................................5
4.3 District's Obligations L'united to Special Trust Fund and Obligation Proceeds..................5
4.4 Collection of CID Sales Tax................................................................................................5
4.5 Segregation and Investment of CID Revenues.....................................................................5
4.6 Use of CID Revenues...........................................................................................................5
4.7 Repeal of the CID Revenues................................................................................................ 5
Article V.
OBLIGATIONS
5.1 Payment Term and Interest Rate of Municipal Contribution...............................................5
5.2 Disbursement of Municipal Contribution.............................................................................5
5.3 Annual Appropriation of Municipal Contribution............................................................... 5
5.4 CID Notes.............................................................................................................................5
5.5 CID Bonds............................................................................................................................5
5.6 Pledge of CID Revenues......................................................................................................5
5.7 Annual Accounting of Municipal Contribution and Tax Savings........................................5
5.8 Covenant to Appropriate CID Sales Tax..............................................................................5
5.9 Repayment of the Obligations..............................................................................................5
5.10 No Issuance of Other Obligations........................................................................................ 5
5.11 Cooperation in the Issuance of the Obligations....................................................................5
Article VI.
SPECIAL TRUST FUND; COLLECTION AND USE OF
CID REVENUES AND MLTNICIPAL CONTRIBUTION
6.1 Creation of Special Trust Fund............................................................................................ 5
6.2 Establishment of Base for Municipal Contribution..............................................................5
63 Cooperation in Deternuning CID Revenues......................................................................... 5
6.4 Obligation to Report CID Revenues.....................................................................................5
Article VII.
TAX ABATEMENT
7.1 Tax Abatement.....................................................................................................................5
7.2 Abatement Contingent Upon Compliance with Redevelopment Plan................................. 5
7.3 Expiration.............................................................................................................................5
7.4 Earnings Limitation on Redevelopment Project...................................................................5
7.5 Financial and Annual Reports.............................................................................................. 5
7.6 Accounting Practices............................................................................................................5
Article VIII.
GENERAL PROVISIONS
8.1 Developer's Right of Terniination.......................................................................................5
8.2 City's Right of Termination................................................................................................. 5
8.3 Successors and Assigns........................................................................................................5
8.4 Remedies..............................................................................................................................5
8.5 Force Majeure......................................................................................................................5
8.6 Notices..................................................................................................................................5
8.7 Damage or Destruction of Redevelopment Project..............................................................5
8.8 Inspection.............................................................................................................................5
8.9 Choice of Law...................................................................................................................... 5
8.10 Entire Agreement; Amendment............................................................................................5
8.11 Counterparts.........................................................................................................................5
8.12 Severability...........................................................................................................................5
8.13 Representatives Not Personally Liable.................................................................................5
8.14 Actions Contesting the Validity and Enforceability of the Redevelopment Project............ 5
8.15 Release and Indemnification................................................................................................5
8.16 Survival................................................................................................................................ 5
8.17 Costs and Expenses.............................................................................................................. 5
8.18 Recording of Agreement......................................................................................................5
Article IX.
REPRESENTATIONS OF THE PARTIES
9.1 Representations of the City.................................................................................................. 5
9.2 Representations of the Developer.........................................................................................5
ii
EXHIBITS
EXHIBIT A-1 Legal Description of the 353 Project Area
EXHIBIT A-2 Legal Description of the CID Project Area
EXHIBIT B Estimated Reimbursable Project Costs
EXHIBTT C Form of Certificate of Reimbursable Project Costs
EXHIBIT D Form of Certificate of Substantial Completion
EXHIBTT E Redevelopment Area Boundary Map
EXHIBIT F Concept Project Site Plan
EXHIBIT G Municipal Contribution Approvals
iii
DEVELOPMENT AGREEMENT
�, THIS DEVELOPMENT AGREEMENT(this "Agreement") is made and entered into as of this
day of ,�; _,��- , 2007, by and between the CITY OF CAPE GIRARDEAU,
MISSOURI (the "City' , a city anl political subdivision duly organized and existing undcr its charter
and the Constitution and laws of the State of Missouri, the COiJNTY OF CAPE GIRARDEAU,
MISSOURI (the "County"), a first-class county and political subdivision duly organized and existing
under the Constitution and laws of the State of Missouri and GREATER MISSOURI BUILDERS,
INC. (the "Developer"), a corporation duly organized and existing under the laws of the State of
Missouri. (All capitalized terms used but not otherwise defined herein shall have the meanings ascribed
to them in Article I of this Ageement.)
RECITALS
WHEREAS, the City is authorized and empowered pursuant to the Community Improvement
District Act, Sections 67.1401 to 67.1571 of the Revised Statutes of Missouri, as amended (the "CID
Act"), to establish a community improvement district as proposed by a verified petition; and
WHEREAS, on February 12, 2007, a "Petition for the Creation of a Community Improvement
District"(the"CID Petition")was filed with the Clerk of the City pursuant to the CID Act, the boundaries
of which are legally described on Exhibit A-1,attached hereto and incorporated herein by reference; and
W��REAS, a Tax Impact Analysis for the Town Plaza Redevelopment Area was prepared and
mailed to all affected taxing jurisdictions on February 23, 2007 in accordance with applicable provisions
of Chapter 353 of the Revised Statutes of Missouri,as amended("Chapter 353"); and
WHEREAS, on February 27, 2007, the Developer submitted a Development Plan (the
"Development Plan") for an area located at the comer of South Kingshighway and William Streets,
legally described on Exhibit A-2 attached hereto and incorporated herein (the "353 Project Area" and
with the CID Project Area, the "Redevelopment Area") prepared by Development Dynamics, L.L.C. in
accordance with Chapter 353; and
WHEREAS, the City Clerk, in accordance with Chapter 353 and the CID Act, did cause to be
published notices, in a paper of general circulation and in a paper authorized to publish legal notices, of
the public hearings to be held by the City Council on March 5, 2007, at which time all members of the
public were given the opportunity to be heard; and
WHEREA5, pursuant to Ordinance No. 3802, adopted on Apri12, 2007, the City Council found
and designated the 353 Project Area to be a blighted area within the meaning of and as defined in Section
353.020 of Chapter 353; and
WHEREAS, pursuant to Ordinance No. 3803, adopted on April 2, 2007, the City Council
approved the Development Plan for the 353 Project Area; and
WHEREAS, pursuant to Ordinance No. 3804, adopted on April 2, 2007, the City Council also
established the Town Plaza Community Improvement District (the "District") as set forth in the CID
Petition; and
WHEREAS, subject to and in accordance with the CID Act and the CID Petition, and upon the
approval of the qualified voters of the District, the District intends to impose a sales tax at a rate not to
exceed one percent (1%) on all eligible retail sales within the boundaries of the District pursuant to
Section 67.1545 of the CID Act;and
WHEREAS, the City Council hereby deterirunes that fulfiliment of the Development Plan, the
CID Petition and this Agreement are in the best interests of the City, and the health, safety and welfare of
its residents, and in accord with the public purposes specified in the Development Plan and the CID
Petition; and
WHEREAS, in connection with the construction of the 353 Project, the Developer will incur
significant costs including costs for items that involve the remediation of blight within the 353 Project
Area and are therefore for a public purpose; and
WHEREAS, in order to make it economically feasible for the Developer to construct the 353
Project, the City and the County have agreed to reimburse the Developer for a portion of the costs related
thereto; and
WHEREAS, the City and the County are authorized pursuant to Section 70.220 of the Revised
Statutes of Missouri, as amended, to contract for the plamiuig, development and construction of any
public improvement or facility, and the City and the County have authority to appropriate revenue for the
construction of public improvements; and
WHEREAS, the City Council has passed Ordinance No. approving this Agreement and the
County Commission has passed Ordinance No2�c�1•�Zapproving this Agreement, which Ordinances are
attached hereto as Exhibit G and incorporated by reference; and
WHEREAS, pursuant to provisions of Chapter 353, the CID Act and Ordinance No. ,
the City is authorized to enter into this Agreement, to pledge the Municipal Contribution to reimburse the
Developer,and to grant tax abatement as set forth herein.
AGREEMENT
NOW,THEREFORE, in consideration of the premises and promises contained herein and other
good and valuable consideration, the adequacy and sufficiency of which are hereby acknowledged, the
parties hereto agree as follows:
ARTICLE I.
DEFINITIONS
1.1 Definitions. As used in this Agreement, the following words and terms shall have the
following meanings:
"3S3 Ordinance" means Ordinance No.3803 designating the 353 Project Area, approving the
Development Plan and approving the 353 Project.
"3S3 Project"means the development project set forth in the Development Plan.
"353 Project Area" means that area legally described on E�ibit A-1 in which the 353 Project
will be constructed.
2
"353 Project Costs"means those costs necessary to complete the 353 Project.
"Agreement" means this Development Agreement, as the same may be from time to time
modified, amended or supplemented in writing by the parties hereto.
"Approved Investor" means (a) the Developer or a Related Entity, (b) an "accredited investor"
under Rule 501(a) of Regulation D promulgated under the Securities Act of 1933, (c) a "qualified
institutional buyer" under Rule 144A promulgated under the Securities Act of 1933 or (d) any general
business corporation or enterprise with total assets in excess of fifty million dollars($50,000,000).
"Authorizing Ordinance" means Ordinance No. [ � authorizing the City to enter
into this Agreement with the Developer.
"Bond Counsel" means Gilmore & Bell, P.C., or an attorney at law or a firm of attorneys
acceptable to the City of nationally recognized standing in matters pertaining to the tax-exempt nature of
interest on obligations issued by states and their political subdivisions duly admitted to the practice of law
before the highest court of any state of the United States of America or the District of Columbia.
"Certificate of Reimbursable Project Costs" means a document substantially in the form of
Exhibit C, attached hereto and incorporated herein by reference, provided by the Developer to the City
and the District in accordance with this Agreement which, upon acceptance by the City and the District,
will evidence Reimbursable Project Costs incurred by the Developer.
"Certificate of Substantial Completion"means a document substantially in the form of Exhibit D,
attached hereto and incorporated herein by reference, issued by the Developer to the City and the District
in accordance with this Agreement and which,upon acceptance or deemed acceptance by the City and the
District, will evidence the Developer's satisfaction of all obligations and covenants to construct the Work
in accordance with the Development Plan,the CID Petition and this Agreement.
"Chapter 353" means Chapter 353 of the Revised Statutes of Missouri, as amended, also known
as The Urban Redevelopment Corporations Law.
"CID Act" means the Missouri Community Improvement District Act, Sections 67.1401 through
67.1571 of the Revised Statutes of Missouri,as amended.
"CID Administrative Costs" means overhead expenses of the District for administration,
supervision and inspection incurred in connection with the CID Project and paid initially by the
Developer subject to reimbursement in accordance with this Agreement and paid by the District out of the
proceeds of the CID Sales Tax and CID Special Assessment in an amount of up to $20,000 annually,
which expenses include without limitation the following: (a)reimbursement (in an amount not to exceed
one and one-half percent (1'h%) of the CID Revenues collected in the applicable year) of expenses
incurred by the City pursuant to Section 67.1461.3 of the CID Act to establish the District and review the
District's annual budgets and reports; (b)reimbursement of the Petitioner for the costs of filing and
pursuing the CID Petition to establish the District and all publication and incidental costs incurred
therewith; (c) reimbursement of the District's Board of Directors for actual expenditures in the
performance of authorized duties on the behalf of the District; (d) costs related to any authorized
indebtedness of the District, including the issuance and repayment of Obligations; and (e) any other
administrative costs or expenses incurred by the District in the exercise of the powers granted under the
CID Act and the CID Ordinance.
3
"CID Notes" means those notes issued by the District to reimburse the Developer for eligible
costs advanced to construct the CID Project.
"CID Ordinance"means Ordinance No. 3804 establishing the District.
"CID Petition" means any petition filed with the City to establish the District, and any
amendments thereto.
"CID Project" means those public improvements identified in the CID Petition and eligible for
reimbursement in accordance with the CID Act and as further authorized by the District, including the
353 Project.
"CID Project Area" means that portion of the Redevelopment Area, legally described on E�ibit
A_2 attached hereto and incorporated herein by reference, on which the CID Project will be constructed.
"CID Project Costs" means those costs incurred in the construction and financing of the CID
Project,which include the 353 Project Costs.
"CID Revenues" means, collectively, the CID Sales Tax Revenues and the CID Special
Assessment.
"CID Sales Tax" means the community improvement district sales tax levied by the District in
accordance with the CID Act and Section 3.8 of this Agreement.
"CID Sales Tax Revenues" means the appropriated CID Sales Tax revenues, after deducting the
cost of collection of one percent (1%) of the total amount received. CID Sales Tax Revenues shall not
include (a) any amount paid under protest until the protest is withdrawn or resolved against the taxpayer
or any sum received by or on behalf of the District that is the subject of a suit or other claim
communicated to the District,which suit or claim challenges the collection of such sum, until such suit or
other claim is withdrawn or resolved against the taxpayer; or(b)the amount deducted by the District for
the District's reasonable and actual costs of administering, collecting, enforcing and operating the CID
Sales Tax or CID Special Assessment as provided in the CID Act, including CID Administrative Costs.
"CID Sales Taz Revenues Account" means the account in the Special Trust Fund receiving CID
Sales Tax Revenues to be created in accordance with Section 6.1 of this Agreement.
"CID Special Assessment" means the community improvement district special assessment levied
by the District in accordance with the CID Act,the CID Petition and Section 3.8 of this Agreement.
"CID Special Assessment Revenues" means the revenues generated by the CID Special
Assessment levied annually against each tract, lot or parcel of real property within the District in an
amount determined by the Board of Directors of the District, the net proceeds of which CID Special
Assessment shall be applied to debt service on the Obligations funding Redevelopment Project Costs paid
or incurred in connection with the CID Project within such District.
"CID Special Assessment Revenues AccounP' means the account in the Special Trust Fund
receiving CID Special Assessment Revenues to be created in accordance with Section 6.1 of this
Ageement.
4
"City" means the City of Cape Girardeau, Missouri, a constitutional charter city and political
subdivision duly organized and existing under its charter and the Constitution and laws of the State of
Missouri.
"City Council"means the City Council of the City.
"Concept Project Site Plan" refers to the site development plan attached hereto as Exhibit F,
which is on file at the City and which depicts the conceptual program for the Work and the
Redevelopment Project to be constructed in accordance with the Development Plan, the CID Petition and
this Agreement.
"Construction Plans" means plans, drawings, specifications and related documents, and
construction schedules for the construction of the Work, together with all supplements, amendments or
corrections, submitted by the Developer and approved by the City in accordance with applicable law.
"County" means Cape Girardeau County, a first class county and political subdivision duly
organized and existing under the laws of the State of Missouri.
"County Commission"means the County Commission of the County.
"Developer" means Greater Missouri Builders, Inc., a corporation duly organized and existing
under the laws of the State of Missouri, or its pernutted successors or assigns in interest.
"Developer's Counsel"means Armstrong Teasdale LLP or such other legal counsel as is engaged
by the Developer.
"Development Plan" means the plan titled "Town Plaza Redevelopment Corporation Urban
Development Plan" dated as of February 27, 2007, as approved by the City pursuant to the 353
Ordinance,as such plan may from time to time be amended in accordance with Chapter 353.
"District" means the Town Plaza Community Improvement District created and operated
pursuant to the CID Act and Section 3.8 of this Agreement.
"Governmental Approvals" means all plat approvals, approvals of rezoning or other zoning
amendments, site or development plan approvals, special use pernuts, resubdivisions or other subdivision
approvals, variances, sign approvals, building pernuts, grading pernuts, occupancy pernuts or other
similar approvals required for the implementation of the Redevelopment Proj ect related to the
Redevelopment Area and consistent with the Development Plan,the CID Petition and this Agreement.
"Gross Rental Contribution" means, beginning in the sixth year of the term set forth in Section
5.2, fifty percent (50%) of the gross rental revenues received by the Developer from NARS or any other
such tenant occupying the NARS Site, which gross rental revenues will be applied to reduce the principal
and accrued interest outstanding on the Municipal Contribution; provided, however, that the ratio of
common area maintenance expenses to rent per square feet in any subsequent lease with NARS or any
other such tenant occupying the NARS Site shall not exceed 10%. On or before January 15 during each
year of this Agreement and any time a new lease or an amendment to an existing lease is entered into, the
Developer shall provide to the City and the County(1) a copy of the lease agreement with NARS or any
other tenant occupying the NARS Site, and (2) a calculation of the estimated Gross Rental Contribution
for the forthcoming calendar year and the actual Gross Rental Contribution for the prior calendar year.
5
"Interest Rate" means a fixed rate per annum equal to (a) seven and one-half percent (7.5%), if
the interest on the CID Notes (in the opinion of Bond Counsel) is not exempt from federal income
taxation (the"Taxable Rate"), or(b) six percent (6%), if the interest on the CID Notes (in the opinion of
Bond Counsel)is exempt from federal income taxation(the"Tax-Exempt Rate").
"Issuance Costs" means the amounts that are incurred in furtherance of the authorization,
issuance and delivery of Obligations, including without limitation the City's expenses referred to in
Section 2.2 of this Agreement, and the fees and expenses of fmancial advisors and consultants, the City's
attorneys (including issuer's counsel and Bond Counsel), the fees and expenses of Developer's Counsel
(not to exceed $10,000), counsel to the underwriter, engineering and feasibility studies, the City's
administrative fees and expenses, underwriters' discounts and fees, the costs of printing any Obligations
and any official statements relating thereto, the costs of credit enhancement, if any, capitalized interest,
debt service reserves and the fees of any rating agency rating any Obligations.
"Maturity Date" means the date that is twenty (20)years after the date of issuance of the
Obligations.
"MDOR"means the Missouri Department of Revenue.
"Municipal Contribution" means (a) from the City, an amount equal to the incremental increase
in net sales tax received within the Redevelopment Area attributable to the City's 1.0% general sales tax
and the City's two 0.25% capital improvement sales taxes, and (b)from the County, an amount equal to
the incremental increase in net sales tax received within the Redevelopment Area attributable to one-half
of the County's 0.50%general sales tax,under the terms and corzditions set forth in Section 4.1 hereto,the
proceeds from which will be used to reimburse the Developer for certain eligible costs related to the 353
Proj ect.
"NARS"means National Asset Recovery Services,a tenant of the Sears Site.
"NARS Site" means that portion of the Sears Site which will be converted into a 40,000 square-
foot call center to be operated by NARS.
"Note Resolution" means the resolution(s) of the District to be adopted by its Board of Directors
authorizing the Obligations, any trust indenture relating thereto, and all related resolutions and
proceedings.
"Obligation Proceeds" means the gross cash proceeds from the sale of Obligations before
payment of Issuance Costs,together with any interest earned thereon.
"Obligations" means bonds, notes or other obligations issued by the District pursuant to
applicable state law,the CID Act and this Agreement.
"PILOTs" means those payments in lieu of taxes payable in accordance with Chapter 353 and
Article VII of this Agreement.
"Project Fund"means the Project Fund created in the Note Resolution relating to Obligations.
"Property" means all interests in the real property (including without limitation all options held
by third parties, fee interests, leasehold interests, tenant-in-common interests and such other like or
similar interests) and existing improvements in the Redevelopment Area as set forth in the Development
Plan and the CID Petition necessary to undertake and complete the Redevelopment Project.
6
"Redevelopment Area" means collectively the 353 Project Area and the CID Project Area as
depicted on Exhibit E, attached hereto and incorporated herein by reference.
"Redevelopment Corporation" means the Town Plaza Redevelopment Corporation, a
redevelopment corporation duly organized and existing under the laws of the State of Missouri.
"Redevelopment Project"means collectively the 353 Project and the CID Project.
"Redevelopment Project Costs" mean the sum total of all reasonable or necessary costs incurred
or estimated to be incurred, and any such costs incidental to the Redevelopment Project, as applicable,
including, but are not limited to: site preparation, roadway and parking facilities, lighting, signage,
paving, landscaping, roof reconstruction, HVAC, electrical installation, environmental remediation,
fa�ade improvements,monuments and related professional fees.
"Reimbursable Project Costs"means those Redevelopment Project Costs as described in Exhibit
B, attached hereto and incorporated herein by reference, for which the Developer is eligible for
reimbursement in accordance with this Agreement,Chapter 353 and the CID Act.
"Related Entity" means Town Plaza, Inc., a wholly-owned subsidiary of Greater Missouri
Builders, Inc., and any other party or entity related to the Developer by one of the relationships described
in Section 267(b)of the Internal Revenue Code of 1986, as amended.
"Relocation Plan" means the relocation plan of the City for the 353 Project Area as contained in
the Development Plan.
"Sears Site" means the facility located within the 353 Project Area, which will be converted into
a 40,000 square-foot call center to be operated by NARS, and 25,000 square feet of additional retail
space.
"Special Trust Fund" means the Town Plaza Special Trust Fund, created by the District in
accordance with the CID Act, and including the accounts and sub-accounts for the Redevelopment Project
into which CID Revenues, the Municipal Contribution and the Gross Lease Contribution are from time to
time deposited in accordance with the CID Act and this Agreement.
"Tax Savings" means those savings realized by the Developer as a result of the tax abatement
granted under Article VII of this Agreement and applied to the debt service on the CID Notes.
"Trustee"means the trustee or fiscal agent for any issue of Obligations.
"Worl�' means all work necessary to prepare the Redevelopment Area and to construct or cause
the construction and completion of the site improvements as specifically described in the Development
Plan, the CID Petition and this Agreement, including, but not limited to: (1)demolition and removal of
all existing buildings, structures and other improvements within the Redevelopment Area; (2) site
preparation, including clearing and grading of the Redevelopment Area; (3)construction, reconstruction,
renovation and/or rehabilitation of related infrastructure and/or improvements, including without
limitation surrounding roads, sidewalks, utilities, installation of lighting, screening and site landscaping
and as further set forth in Exhibit F hereto; (4)environmental remediation; and (5) all other work -
described in the Development Plan, the CID Petition and this Agreement, or reasonably necessary to
effectuate the intent of this Agreement.
7
ARTICLE II.
ACCEPTANCE OF PROPOSAL �
2.1 Developer Designation. The City hereby selects the Developer to perform or cause the
performance of the Work in accordance with the Development Plan, the CID Petition and this Agreement
and all Governmental Approvals. To the extent of any inconsistency among the foregoing, the parties
agree that this Agreement shall govern.
2.2 Developer to Advance Costs. The Developer agrees to pay for all Redevelopment
Project Costs as necessary to acquire the Property located in the Redevelopment Area and to complete the
Work, all subject to the Developer's right to abandon the Redevelopment Project and to ternunate this
Agreement as set forth in Section 8.1 of this Agreement. Any amounts paid by the Developer for
Reimbursable Project Costs shall be reimbursed exclusively from the proceeds of Obligations as provided
in and subject to Articles IV and V of this Agreement.
ARTICLE III.
ACQUISITION OF PROPERTY; SCHEDULE;
AND CONSTRUCTION OF REDEVELOPMENT PROJECT
3.1 Acquisition of Property by Negotiation.
3.1.1 The Developer represents to the City that as of the date of this Agreement,
Developer owns all of the Property within the Redevelopment Area. All of the Property acquired
by the Developer, subject to the rights of assignment under Section 83 hereof, shall be held in the
name of the Developer and shall be subject to the terms, conditions and covenants contained
herein and in the Development Plan immediately upon acquisition and prior to any encumbrances
placed thereon; provided, however, that nothing in this Section shall be construed to prohibit or
otherwise limit the Developer from conveying fee ownership or leasehold interests in any portion
of the Property.
3.1.2 Notwithstanding anything contained in this Agreement to the contrary, the City
acknowledges that the District may acquire an ownership interest in a portion of the Property for
the purpose of constructing and fmancing the CID Project.
3.2 Condemnation. None of the Developer, the Redevelopment Corporation or the District
are authorized to exercise the power of eminent domain pursuant to Chapter 353 or the CID Act to
acquire any portion of the Property in the Redevelopment Area.
3.3 Relocation. There are no individuals or businesses eligible for relocation assistance
within the Redevelopment Area.
3.4 Developer to Construct the Work. The Developer shall commence and complete each
of its obligations under this Agreement with respect to the acquisition,construction and completion of the
Work following the execution of this Agreement. The Developer shall, subject to extensions resulting
from force majeure as set forth in Section 8.5 of this Agreement, use good faith efforts to commence the
Work no later than one hundred and eighty (180) days following execution of this Agreement and to
complete the Work no later than eighteen(18)months thereafter.
The Developer may enter into or cause to be entered into one or more construction contracts to
complete the Work. Prior to the commencement of construction of any portion of the Work, the
Developer shall obtain or shall require that any of its contractors obtain workers' compensation,
8
comprehensive public liability and builder's risk insurance coverage in amounts customary in the industry
for similar type projects. The Developer shall require that such insurance be maintained by any of its
contractors for the duration of the construction of such portion of the Work. Without limiting the
generality of the foregoing, not less than ten (10) days prior to commencement of construction of each
and any portion of the Redevelopment Project, the Developer and/or its general contractor shall provide
the City with a certificate of insurance evidencing a commercial general liability insurance policy with
coverages of not less than $2,369,306 for claims arising out of a single accident or occurrence and
$355,396 for any one person in a single accident or occurrence, which reflects the current absolute
statutory waivers of sovereign immunity in Sections 537.600 and 537.610 of the Revised Statutes of
Missouri, as amended. Further, the policy shall be adjusted upward annually, to remain at all times not
less than the inflation-adjusted sovereign immunity limits as published in the Missouri Register on an
annual basis by the Department of Insurance pursuant to Section 537.610 of the Revised Statutes of
Missouri, as amended. The policy shall provide that it may not be cancelled, terminated, allowed to lapse
or be substantially modified without at least thirty (30) days prior written notice to the City. The City
shall be listed as an additional insured on such certificate. Such policy shall include a severability of
interests clause and the insurance shall be primary with respect to any applicable insurance maintained by
the City.
To the extent that laws pertaining to prevailing wage and hour apply to any portion of the Work,
the Developer agrees to take all actions necessary to apply for the wage and hour determinations and
otherwise comply with such laws.
The Developer shall clear blight or rehabilitate to eliminate the physical blight existing in the 353
Project Area, or will make adequate provisions satisfactory to the City for the clearance of such blight.
This obligation shall be a covenant running with the land and shall not be affected by any sale or
disposition of the 353 Project Area. Any purchaser of property in the 353 Project Area from the
Developer or any successor in title, who wishes to receive the development rights and tax abatement
granted by this Agreement, shall acquire title subject to this obligation insofar as it pertains to the land so
acquired.
3.5 Governmental Approvals. T'he City agrees to employ reasonable and good faith efforts
to cooperate with the Developer and to process and timely consider and respond to all applications for the
Governmental Approvals as received, all to the extent authorized, and in accordance with, the applicable
City ordinances and laws of the State of Missouri.
3.6 Construction Plans; Changes. The Construction Plans shall be prepared by a
professional engineer or architect licensed to practice in the State of Missouri. The Construction Plans
and all construction practices and procedures with respect to the Work shall be in confornuty with all
applicable state and local laws, ordinances and regulations. The Developer shall submit Construction
Plans for approval by the City's engineer or his designee in sufficient time so as to allow for review of the
plans in accordance with applicable City ordinances and procedures and in accordance with the schedule
set forth in Section 3.4. The plans shall be in sufficient completeness and detail to show that construction
will be in substantial conformance with the Development Plan and this Agreement.
Prior to commencement of construction or during the progress of the Work, the Developer may
make such reasonable changes, including, without limitation, modification of the construction schedule,
including dates of commencement and completion, modification of the areas in which the Work is to be
performed, relocation, expansion or deletion of items, revisions to the areas and scope of the Work, and
any and all such other changes as site conditions or orderly development may dictate or as may be
required to meet any reasonable requests of prospective tenants or purchasers of any real property located
within the Area or as may be necessary or desirable, in the sole deternunation of the Developer, to
9
enhance the economic viability of the Project; provided that (i)the Developer shall obtain all necessary
approvals and comply with all laws, regulations and ordinances of the City, and (ii)the Developer shall
complete all of the Work.
3.7 Certiticate of Substantial Completion. The Developer shall furnish to the City and the
District a Certificate of Substantial Completion promptly after substantial completion of the Work. The
City and the District shall, within thirty (30) days following delivery of the Certificate of Substantial
Completion, carry out such inspections as each shall deem necessary to verify to each one's respective
reasonable satisfaction the accuracy of the certifications contained in the Certificate of Substantial
Completion. The Certificate of Substantial Completion shall be deemed accepted by the District and/or
the City unless, within thirty (30) days following delivery of the Certificate of Substantial Completion,
the District and/or the City furnishes the Developer with specific written objections to the status of the
Work, describing such objections and the measures required to correct such objections in reasonable
detail. In the case where the District and/or the City, within thirty (30) days following delivery of the
Certificate of Substantial Completion, provides the Developer with specific written obj ections to the
status of the Work, the Developer shall have such amount of time as is reasonably necessary to address
such objections and when addressed shall resubmit the Certificate of Substantial Completion to the
District and/or the City in accordance with this Section. Upon acceptance of the Certificate of Substantial
Completion by the District and/or the City, or upon the lapse of thirty(30) days after delivery thereof to
the District and/or the City without any written objections thereto, the Developer may record the
Certificate of Substantial Completion with the Cape Girardeau County Recorder of Deeds, and the same
shall constitute evidence of the satisfaction of the Developer's agreements and covenants to perform the
Work. The Certificate of Substantial Completion shall be in substantially the form attached as Exhibit D,
attached hereto and incorporated by referenced herein.
3.8 Community Improvement District. On Apri12, 2007, the City established the District
pursuant to the CID Act. The District shall operate solely for the purpose of providing revenues to fund
principal of and interest on the Obligations, to fund the construction of the CID Project. T'he Developer
shall cause the District to operate in accordance with the following:
(a) The District shall impose a CID Sales Tax in an amount equal to one percent
(1%) on taxable sales within the District pursuant to Section 67.1545 of the CID Act, the net proceeds of
which CID Sales Tax shall be applied to debt service on the Obligations funding Redevelopment Project
Costs paid or incurred in connection with the CID Project within the District.
(b) The District may impose a CID Special Assessment pursuant to Section 67.1521
of the CID Act in an amount determined by the Board of Directors of the District to be necessary to
finance the CID Project, the net proceeds of which CID Special Assessment shall be applied to debt
service on the Obligations funding Redevelopment Project Costs paid or incurred in connection with the
CID Project within such District.
(c) Pursuant to Section 67.1451 of the CID Act, the District's Board of Directors
shall consist of five members representing the Developer, as the owner of all real property within the CID
Project Area, and the businesses operating within the CID Project Area.
(d) The CID Revenues shall be deposited into the Special Trust Fund to fund
principal of and interest on the Obligations,to fund the construction of the CID Project.
(e) The District shall keep accurate records of CID Revenues received and costs
incurred, and such records shall be open to inspection by the City at all reasonable times.
10
(fl The District shall maintain its existence until the later of: (i) the repayment of all
outstanding Obligations, or (ii) the expiration of the Obligations pursuant to the CID Act, at which time
the District shall dissolve and the CID Sales Tax and the CID Special Assessment shall no longer be
levied unless a subsequent project has been authorized by the District and approved by the City in
accordance with the CID Act.
(g} The District shall not exercise any powers or undertake any action authorized
under the CID Act other than those powers and actions expressly set forth in the CID Petition as
reasonably necessary in connection with the completion of any CID Project or as otherwise agreed upon
by the City and the Developer in writing.
(h) The Developer, to the extent it is an owner of record of real property located
within the District, shall in good faith cooperate and assist in obtaining approval for and levying of the
applicable CID Sales Tax contemplated by this Agreement by voting to approve the CID Sales Tax at an
election held in accordance with Section 67.1545 of the CID Act.
(i) The Developer, to the extent it is an owner of record of real property located
within the District, shall in good faith cooperate and assist in obtaining approval for the CID Special
Assessment by voting to approve such CID Special Assessment at an election held in accordance with
Section 67.1521 of the CID Act.
(j) The Developer shall use its best efforts to ensure that every retailer shall add the
CID Sales Tax to the retailer's sales price and when so added such CID Sales Tax shall constitute a part
of the price, shall be a debt of the purchaser to the retailer until paid, and shall be recoverable at law in the
same manner as the purchase price, all as provided for in Section 67.1545 of the CID Act.
(k) Developer shall pay or cause to be paid all costs, including without limitation
reasonable costs incurred by the City in connection with the creation of the District,which shall constitute
Reimbursable Project Costs.
3.9 Pledge of CID Revenues. Subject to the limits provided in Sections 5.6 and 5.8 of this
Agreement and this Section, the Developer shall use its best efforts to cause the District to: (a)pledge all
or a portion of the CID Special Assessment Revenues received from time to time to the payment of debt
service on Obligations related to the CID Project, and (b)pledge all or a portion of the CID Sales Tax
Revenues (subject to annual appropriation) received from time to time to the payment of debt service on
Obligations related to the CID Project. Any Obligations issued by the District shall be the exclusive
responsibility of the District payable solely out of funds of the District and property as provided in the
CID Act and shall not constitute a debt or liability of the State of Missouri, the City, the County or any
agency or political subdivision of the State. Neither the District, nor the City nor the County shall be
obligated to pledge any funds other than those specifically described herein.
3.10 Performance Bond. The Developer will obtain a performance and payrnent bond for the
construction of the public improvements to be dedicated to the City and/or the County in conformance
with Section 107.170 of the Revised Statutes of Missouri, as amended. The cost of such bond shall be
advanced by the Developer and shall be eligible for reimbursement hereunder.
ARTICLE IV.
REIMBURSEMENT OF DEVELOPER COSTS
4.1 District's and City's Obligations to Reimburse Developer. Subject to the terms of the
Authorizing Ordinance and this Agreement,upon Substantial Completion of the 353 Project, the City and
11
the County agree, subject to the terms of this Agreement and subject to appropriation by their respective
governing bodies,to pledge or cause to be pledged the Municipal Contribution to reimburse Developer by
and through the Redevelopment Corporation for the verified Reimbursable Project Costs in an amount not
to exceed One Million Two Hundred Thousand Dollars ($1,200,000) plus interest. The City is obligated
for 85.71% of the Municipal Contribution, and the County is obligated for 14.29% of the Municipal
Contribution (respectively, the "Share"), in accordance with the definition thereof and subject to annual
appropriation; provided, however, that if the verified Reimbursable Project Costs after Substantial
Completion are less than Three Million Three Hundred Thousand Dollars ($3,300,000) in the aggregate,
the Municipal Contribution shall be reduced as calculated below(the"Adjustment"):
Adjustment — $3,300,000—actual verified Reimbursable Project Costs * 1,200,000
$3,300,000
*For example,if the actual verified Reimbursable Project Costs totaled$3,000,000,the Municipal
Conh-ibution would be reduced by$109,091 to 1,090,909.
The Developer shall, on the first day of each month, remit the Gross Rental Contribution, if any,
to the Trustee and provide evidence thereof to the City and the County. The amount of the Municipal
Contribution shall be reduced dollar-for-dollar by the revenues received by the Gross Rental Contribution,
if any, prior to any Adjustment as set forth herein. The Developer shall also be reimbursed for verified
Reimbursable Project Costs from Tax Savings and CID Revenues such that, when combined with the
Municipal Contribution, the Developer's aggregate reimbursement may equal but not exceed Three
Million Six Hundred Thousand Dollars ($3,600,000); provided, however, that the Developer retains its
right to reimbursement from the Tax Savings and CID Revenues after the maximum Municipal
Contribution has been paid. Notwithstanding any provision of this Agreement to the contrary, if the
Developer sells, ground leases or otherwise transfers its ownership interest in the NARS Site, and as a
result holds no further interests as the lessor thereof, then the Gross Rental Contribution shall be fixed at
that amount due under lease (or which would have been due under the lease should such transfer occur
before the beginning in the sixth year of the term set forth in Section 5.2) with NARS or any other such
tenant occupying the NARS Site on the date the NARS Site is so sold, ground leased or otherwise
transferred,for the remainder of the term of the Municipal Contribution.
4.2 Reimbursements Limited to Reimbursable Project Costs; Developer's Right to
Substitute. Nothing in this Agreement shall authorize the District to issue Obligations or for the City,the
County or the District to reimburse the Developer for any cost that is not incurred pursuant to the CID Act
or Chapter 353.
Within thirty(30) days of the District's and the City's receipt from the Developer of a Certificate
of Reimbursable Project Costs, the District and the City shall review and act upon such Certificate of
Reimbursable Project Costs. The parties agree that each of the categories of costs set forth in E�ibit B,
attached hereto and incorporated herein by this reference, shall constitute Reimbursable Project Costs
which are eligible for reimbursement in accordance with Chapter 353, the CID Act and this Agreement.
The Developer shall be entitled to reimbursement for Redevelopment Project Costs from any of the
categories set forth in E�ibit B, and Developer may shift eligible costs between categories,so long as the
maximum aggregate amount of Reimbursable Project Costs does not exceed the maximum amount
established in Section 4.1 of this Agreement.
In the event that (a) any cost is deternuned by the City or the District not to be eligible for
reimbursement in accordance herewith, or (b) a cost incurred by the Developer in any of the approved
categories of costs is less than the amount for that category authorized by the City or the District, then the
Developer shall have the right to substitute other costs within one of the categories identified, such that
12
the aggregate of all project cost elements may equal but not exceed Three Million Six Hundred Thousand
Dollars ($3,600,000).
4.3 District's Obligations Limited to Special Trust Fund and Obligation Proceeds.
Notwithstanding any other term or provision of this Agreement, Obligations issued by the District are
payable only from the Special Trust Fund and from Obligation Proceeds,if any,and from no other source.
Neither the District, the City nor the County have pledged their full faith and credit relative to the
Obligations or relative to any party's obligation to pay any Reimbursable Project Costs. The Obligations
shall be special, limited obligations of the District, and shall not constitute debt to the District nar the City
nor the County within any constitutional, charter, or statutory meaning of the word "debt;" provided,
however, that the Developer may, in its sole discretion,use the proceeds from the Municipal Contribution
for any lawful purpose under Chapter 353 or the CID Act, including the redemption of all or any portion
of the CID Notes.
4.4 Collection of CID Sales Tax. The parties acknowledge that MDOR shall perform all
functions incidental to the administration, collection, enforcement and operation of the CID Sales Tax in
accordance with Section 67.1545 of the CID Act. MDOR shall collect and remit the CID Sales Tax to the
District after deducting the reasonable and actual cost of collection of the CID Sales Tax but not to exceed
one percent (1%) of the total amount collected or received during the preceding month, in accordance
with Section 32.087 of the Revised Statutes of Missouri, as amended, and the local sales tax law, as
defined in Section 32.085 of the Revised Statutes of Missouri, as amended. The District shall deposit
such CID Sales Tax revenues into the Special Trust Fund.
4.5 Segregation and Investment of CID Revenues. The District's Board of Directors shall
direct the District's treasurer to invest any or all of the CID Revenues on deposit in the Special Trust
Fund in accordance with applicable laws relating to investment of District funds. If the District's Board
of Directors fails to provide the District's treasurer with direction regarding investment, the District's
treasurer shall maintain such CID Revenues in a checking account in the name of the District to be
maintained at such FDIC-insured financial institution designated by the District as its depository of funds.
All interest earned upon the balance in the Special Trust Fund shall be deposited to the credit of the
Special Trust Fund.
4.6 Use of CID Revenues. Beginning in the first month following the initial deposit of CID
Revenues into the Special Trust Fund and continuing each month thereafter until the expiration or repeal
of the CID Sales Tax and the CID Special Assessment, if any, the District shall,not later than the fifteenth
day of each month, distribute all moneys deposited in the Special Trust Fund during the preceding month
in the manner directed by the District's Board of Directors. The District shall pledge, subject to annual
appropriation, all CID Revenues to pay CID Administrative Costs and CID Project Costs, including debt
service on any Obligations issued to finance the CID Project as provided for in the Note Resolution.
4.7 Repeal of the CID Revenues. So long as any of the Obligations are outstanding, the
District shall not repeal or reduce the CID Sales Tax or the CID Special Assessment unless such repeal or
reduction will not impair the District's ability to repay the Obligations that are outstanding. Upon
satisfaction in full of all of the Obligations,the District shall immediately implement the procedures in the
CID Act for repeal of the CID Sales Tax and the CID Special Assessment and for abolishment of the
District. Upon the expiration or notice of repeal of the CID Sales Tax or CID Special Assessment at the
direction of the District's Board of Directors,the District shall: (a) promptly apply all or a portion of any
moneys remaining in the Special Trust Fund to the final payment of CID Administrative Costs; and
(b)retain any moneys remaining in the Special Trust Fund until such time as the District is abolished and
the District's Board of Directors has provided for the transfer of any moneys remaining in the Special
Trust Fund in a manner pernutted by the CID Act.
13
ARTICLE V.
OBLIGATIONS
5.1 Payment Term and Interest Rate of Municipal Contribution. The reimbursement
obligation will commence October 1, 2007, and will expire on the earlier of: (a) 20 years from the
commencement date, or (b)the date on which the Developer has been reimbursed the amount calculated
pursuant to Section 4.1 hereof, plus interest calculated at the Interest Rate (the "Term"). Each
reimbursement payment will be due and payable forty-five (45) days after the end of each previous
calendar quarter,commencing February 15,2008 (the"Payment Date") for the tertn of the agreement.
5.2 Disbursement of Municipal Contribution. On each Payment Date during the Term,the
City and the County shall (a) each remit to the Developer (or, at the direction of the Developer, to the
Trustee), but only from the Municipal Contribution appropriated by their respective governing bodies,
their pro rata portion(as provided in Section 4.1 hereo fl of the payment due on such date and(b)provide
a written statement to the Developer showing the amount of the Municipal Contribution paid to date and
the amount remaining to be paid (except as such amount may be reduced by any Gross Rental
Contribution}. To the extent no revenues have been appropriated to make the Municipal Contribution by
the City and/or the County in any calendar quarter on the applicable Payment Date, any balance due by
the City and/or the County will carry forward and be reimbursable from their respective share of the
Municipal Contribution on any subsequent payout date.
5.3 Annual Appropriation of Municipal Contribution.
5.3.1 Notwithstanding any provision of this Agreement to the contrary, the City and
the County are obligated only to pay their respective Municipal Contribution as may lawfully be
made from funds budgeted and appropriated for that purpose during the City's or the County's
then current fiscal year, respectively. If this Agreement terminates as to either the City or the
County, the other party shall continue to make only its pro rata share of the Municipal
Contribution.
5.3.2 The obligations of the City and the County to make the payments hereunder
constitute a current expense of the City and the County, respectively, are from year to year, and
do not constitute a mandatory payment obligation of the City or the County in any fiscal year
beyond the then current fiscal year of the City or the County. The City's and the County's
obligations hereunder shall not in any way be construed to be a debt of the City or the County in
contravention of any applicable constitutional or statutory limitation or requirement concerning
the creation of indebtedness by the City or the County, nor shall anything contained herein
constitute a pledge of the general credit, tax revenues, funds or moneys of the City or the County,
respectively.
5.3.3 The City and the County reasonably believe that legally available funds in an
amount sufficient to make all payments during the Term of this Agreement can be obtained.
Notwithstanding the foregoing, the decision whether or not to budget or appropriate funds or to
extend this Agreement for any subsequent fiscal year is solely within the discretion of the then
current governing body of the City and the County,respectively.
5.3.4 Subject to State law, the City and the County further agree that neither the City
nor the County shall further encumber or pledge any portion of the Municipal Contribution, if
any, during the term of this Agreement or take any actions in connection therewith inconsistent
with the terms and conditions of this Agreement.
14
5.4 CID Notes. Within 30 days after the acceptance of the initial Certificate of
Reimbursable Project Costs by the District, the District shall issue the CID Notes in a form approved by
the District. The CID Notes shall be issued in an aggregate principal amount of not to exceed Three
Million Six Hundred Thousand Dollars ($3,600,000), plus Issuance Costs related to the CID Notes, plus
CID Administrative Costs paid prior to the acceptance of the Certificate of Substantial Completion. The
CID Notes shall be special, limited obligations of the District secured by CID Revenues. The CID Notes
shall bear interest at the Interest Rate. The CID Notes shall have a stated maturity that is not later than 20
years from the date of issuance. Within ten days after acceptance by the District and the City of each
subsequent Certificate of Reimbursable Project Costs, the District shall instruct the Trustee to make
additional endorsements to the CID Notes, subject to the limitations of Section 5.2 of this Agreement.
Upon the Trustee's endorsement of the CID Notes as provided in this Section and the Note Resolution,
the District shall be deemed to have reimbursed the Developer in full for such Reimbursable Project
Costs. The Tax Savings, Municipal Contribution and CID Revenues shall be applied first to the payment
of all or any portion of the past due and current interest on the CID Notes, and then to the payment of
principal and the redemption thereon. Upon acceptance by the City and the District of a Certificate of
Reimbursable Redevelopment Project Costs and the issuance of the CID Notes as provided in this Section
5.4, the Developer shall be deemed to have advanced funds necessary to purchase such CID Notes, and
the District shall be deemed to have deposited such funds in the Project Fund and shall be deemed to have
reimbursed the Developer in full for such costs from the amounts deemed to be on deposit in the Project
Fund from time to time.
5.5 CID Bonds. The District may issue, or cause to be issued, CID Bonds at any time in an
amount sufficient to refund all or a portion of the outstanding CID Notes without the consent of the City
in its sole and absolute discretion, provided that the market conditions for such CID Bonds are such that
the payment terms of the CID Bonds are sufficiently favorable that a reasonably prudent fmancial officer
or agent of a similarly-situated political subdivision would undertake such a refunding or refinancing of
the CID Notes and the underwriter selected by the District deternunes that the CID Bonds are reasonably
likely to be redeemed within 20 years of the date of issuance of the CID Notes,based upon an estimate of
the projected CID Revenues available to make debt service payments. The CID Bonds shall have a final
maturity that is not later than 20 years from the date of issuance of the CID Notes. To the extent that CID
Notes remain outstanding upon the issuance of the CID Bonds, such CID Notes shall be subordinate to
the CID Bonds in accordance with the appropriate underwriting criteria established for the CID Bonds.
The District shall have the right to select the underwriter and such financial advisors and consultants as
the underwriter and the District deem necessary for the issuance of the CID Bonds. The CID Bonds shall
bear interest at such rates, shall be subject to redemption and shall have such terms as the District shall
deternune in its sole discretion. In the event that CID Bonds are issued, the District agrees to levy the
CID Special Assessment in an amount equal to the ad valorem taxes that would have otherwise been paid
on the 353 Project Area but for the existence of the tax abatement under Chapter 353 set forth in Section
7.1 hereo£ Further, the City and the County agree that any distributions of their respective share of the
Municipal Contribution will be paid to the District to be applied to debt service on the CID Bonds.
5.6 Pledge of CID Revenues. Upon issuance of the Obligations, the District shall pledge,
subj ect to annual appropriation by the District's Board of Directors, all CID Revenues that are from time
to time on deposit in the Special Trust Fund, to the payment of debt service on the Obligations as
provided in the Trust Indenture.
5.7 Annual Accounting of Municipal Contribution and Tax Savings. In order to evidence
compliance with the terms of this Agreement, on the first day of the month in which the CID Notes are
issued, and each year thereafter until said CID Notes are fully redeemed, the Developer shall provide to
the District,the City and the County, a notice setting forth the following: (a)the amount received from the
City and the County during that year�, (b)the amount of Gross Rental Contribution available to be applied
15
against the Municipal Contribution, if any; and (c)the amount of Tax Savings realized during the
previous tax year as a result of the 353 Project; provided, however, that the Developer shall not be
required to provide notice of Tax Savings if (i) CID Bonds are issued, or (ii) a party other than the
Developer holds the CID Notes, in which cases the Developer will cause the District to levy its CID
Special Assessment,the revenues from which will be applied to pay debt service on the CID Bonds. The
Treasurer of the District shall endorse, or cause to be endorsed, the CID Notes to reflect the Developer's
receipt of the amounts set forth in the notice as additional debt service paid thereon.
5.8 Covenant to Appropriate CID Sales Tax. The District covenants and agrees that the
officer of the District at any time charged with the responsibility of formulating budget proposals will be
directed to include in the budget proposal submitted to the District for each fiscal year that the
Obligations are outstanding a request for an appropriation of all CID Revenues on deposit in the Special
Trust Fund for application to the payment of the Obligations as provided in the Trust Indenture. The
District shall promptly deliver to the City a copy of its annual budget in accordance with Section 67.1471
of the CID Act. Any funds appropriated as the result of such a request are pledged by the District to
payrnent of the Obligations and shall be transferred from the Special Trust Fund at the times and in the
manner provided in this Agreement and the Trust Indenture. If, on or before March 1 of each year, the
District's Board of Directors fails to adopt a budget,the District shall be deemed to have adopted a budget
that provides for application of all CID Revenues collected in such fiscal year in accordance with the
budget for the prior fiscal year.
5.9 Repayment of the Obligations. The Obligations and the interest thereon shall be the
exclusive responsibility of the District payable solely out of CID Revenues, Tax Savings and the
Municipal Contribution and shall not constitute a debt or liability of the City, the County, the State of
Missouri or any other agency or political subdivision thereof and shall not constitute an indebtedness
within the meaning of any constitutional or statutory debt 1'unitation or restriction. Neither the District
nor the City nor the County shall be obligated to pledge any funds other than those CID Revenues, Ta�c
Savings and Municipal Contribution specifically pledged to repayment of verified Redevelopment Project
Costs and the Obligations as provided in this Agreement and the Trust Indenture. For purposes of
repaying the Obligations, the Tax Savings shall be applied first, if available, and the CID Revenues and
Municipal Contribution shall be applied ratably to the balance remauung.
5.10 No Issuance of Other Obligations. Except for the Obligations, the District shall not
issue any obligations pursuant to Section 67.1491 of the CID Act without the prior written consent of the
City and the owners of the Notes or the Bonds, as applicable.
5.11 Cooperation in the Issuance of the Obligations. The parties agree, subject to
applicable law, to cooperate and take all reasonable actions necessary to assist Bond Counsel,
underwriters and fmancial advisors in the preparation of offering statements, private placement
memorandum or other disclosure documents and all other documents necessary to market and sell the
Obligations, including such actions necessary to cause the Developer to disclose all tenants within the
District and the non-fmancial terms of the leases between the Developer and such tenants. The parties
agree that the Developer shall not be required to disclose to the general public or any investor the rent
payable under any such lease or any proprietary or confidential fmancial information pertaining to the
Developer. However, in the event a confidentiality agreement is executed by the Developer, the
Developer shall provide such information to such financial advisors,underwriters and their counsels as to
enable such parties to satisfy their due diligence obligations.
ARTICLE VI.
SPECIAL TRUST FUND; COLLECTION AND USE OF
CID REVENUES AND MUNICIPAL CONTRIBUTION
16
6.1 Creation of Special Trust Fund. The District agrees to maintain the Special Trust
Fund, including a "CID Sales Tax Revenues Account," a "CID Special Assessment Account" and such
further accounts or sub-accounts as are required by this Agreement or as the District may deem
appropriate in connection with the administration of the Special Trust Fund pursuant to this Agreement.
Subject to the requirements of the CID Act and, with respect to the CID Sales Tax and Municipal
Contribution, subject to annual appropriation, the District will promptly upon receipt thereof deposit all
CID Sales Tax Revenues into the Special Trust Fund.
6.2 Establishment of Base for Municipal Contribution.
6.2.1 Within sixty(60) days of the date hereof, Developer shall provide to the City any
documents necessary for the calculation of the base for the Municipal Contribution including, but
not limited to information related to payment of retail sales taxes by any businesses, owners or
other occupants of the Redevelopment Area in the calendar year ending December 31, 2006.
6.2.2 Within ninety (90) days after the date hereof, subject to Section 8.5 hereof, the
City shall provide to the Developer a certification of the amount of revenue from taxes, penalties
and interest which are imposed by the City and the County and which are generated by retail sales
within the Redevelopment Area for the calendar year ending December 31, 2006.
6.3 Cooperallon in Determining CID Revenues. The Developer agrees to cause the
District to take all reasonable actions necessary to cause the CID Revenues to be paid into the Special
Trust Fund. The Developer (or its successor(s) in interest as an owner or owner(s) of the affected
portion(s)of the Property) shall require each"seller"(as that term is defined in Section 144.010(11)of the
Missouri Revised Statutes, as amended) located in, or owner of any portion of, such Property to provide
to the District the following information:
6.3.1 Each"seller's" federal and state tax identification numbers.
6.3.2 Within thirty(30)days of the end of each calendar quarter,copies of a completed
[Community Improvement District Tax Return] for each "seller's" business located within the
Redevelopment Area along with such other documents required by the Board of Directors of the
District and the following information:
6.3.2.1 Copies of all sales tax returns filed with the Missouri Department of
Revenue (on Form 53-S.F. Missouri Department of Revenue or such successor form)
with respect to the sales taxes originating from businesses located within the
Redevelopment Area for such quarter. In the event that a "seller" has multiple business
operations within the City, such"seller" shall file separate sales tax returns for the sales
taxes originating from the business located within the RedeveIopment Area.
The Developer (or its successor(s) in interest as an owner or owner(s) of any portion(s) of the
Property) shall also request any purchaser or transferee of real property and any lessee or other user of
real property located within the Redevelopment Area to designate sales subject to sales taxes pursuant to
Chapter 144 of the Revised Statutes of Missouri, as amended, to be reported as originating from the
Redevelopment Area to the fullest extent permitted by law (including reasonable efforts to negotiate for
the inclusion of a clause so providing in the leases of such Property).
The Developer shall satisfy the requirements of this Section 6.3 by including the obligations set
forth in this Section within any deed conveying a portion of the Property in the Redevelopment Area to or
any lease entered into with any"seller"or purchaser.
17
6.4 Obligation to Report CID Revenues. The Developer shall use all reasonable efforts to
cause any purchaser or transferee of real property located within the Redevelopment Area, and any lessee
or other user of real property located within the Redevelopment Area to pay CID Revenues, as applicable,
and shall use all reasonable efforts to timely fulfill such obligations as are required by Section 63 of this
Agreement. So long as any Obligations are outstanding, the Developer shall use all reasonable efforts to
cause such obligations to be covenants running with the land, which covenants shall be enforceable as if
such purchaser, transferee, lessee or other user of such real property were originally a party to and bound
by this Agreement.
ARTICLE VII.
TAX ABATEMENT
7.1 Tax Abatement. Subject to the provisions of this Agreement, the 353 Project Area shall
not be subject to assessment or payment of general ad valorem taxes imposed by the City,the County,the
State of Missouri, or any political subdivision thereof, for which ownership rights are acquired by the
Redevelopment Corporation, as follows:
First Ten (10) Years -- 100% real property tax abatement on the new improvements to the 353
Project Area and 50%real property tax abatement on the existing improvements on the 353 Project Area,
beginning on January 1 st of the calendar year following the date upon which the Redevelopment
Corporation acquires title to such portion of the 353 Project Area (but only for so long as said portion of
the 353 Project Area is used in accordance with the Redevelopment Plan). During the first ten (10)
years,the Developer shall be obligated to pay PILOTs in an amount equal to 50%of the ad valorem taxes
levied on the existing improvements on the 353 Project Area,and(b) 100%of the ad valorem taxes levied
upon the 353 Project Area, exclusive of improvements, and due and payable during the calendar year
preceding the calendar year during which the Redevelopment Corporation acquires title to said 353
Project Area.
Second Fifteen (I S Years -- 50% real property tax abatement on both new and existing
improvements to the 353 Project Area, commencing upon the expiration of the aforementioned first ten
(10) year period, so long as the applicable portion of the Redevelopment Area is used in accordance with
this Agreement and the Development Plan. During the second fifteen (15) years, the Developer shall be
obligated to pay PILOTs in an amount equal to the sum of: (a) 50%of the ad valorem taxes levied on new
and existing improvements on the 353 Project Area, and(b) 100%of the ad valorem taxes levied upon the
353 Project Area, exclusive of improvements, and due and payable during the calendar year preceding the
calendar year during which the Redevelopment Corporation acquires title to said 353 Project Area.
The obligation to make the foregoing PILOTs shall constitute a lien against the 353 Project Area,
enforceable by the City in the same manner as general real estate taxes. The City's and the County's
obligation to remit the Municipal Contribution is abated during such time that the PILOTs are delinquent
hereunder. The City shall furnish the County Collector with a copy of this Agreement. The Collector
shall allocate the revenues received from such PILOTs (whether received under this Section or any other
provision of this Agreement)among applicable taxing authorities in accordance with Section 353.110.4 of
Chapter 353.
7.2 Abatement Contingent Upon Compliance with Redevelopment Plan. The tax relief
provided in this Section shall be contingent upon the Redevelopment Corporation's compliance with the
Development Plan and this Agreement, and shall apply to general ad valorem taxes only and shall not be
deemed or construed to exempt the Redevelopment Corporation or its successors in interest, in whole or
in part, from special assessments, fees, charges or other taxes which may be imposed by the City, the
County or another governmental unit, including the CID Sales Tax and CID Special Assessment.
18
7.3 Expiration. Upon the expiration of such twenty-five (25) year period, the applicable
portion of the 353 Project Area shall be subject to assessment and payment of all ad valorem taxes, based
upon the full true value of such improvements.
7.4 Earnings Limitation on Redevelopment Project. The net earnings of the
Redevelopment Corporation (and/or any successor owner) from the Redevelopment Project shall be
limited in accordance with the applicable provisions of Chapter 353.
7.5 Financial and Annual Reports.
(a) During the period of tax relief provided in this Agreement for each phase or all of
the Redevelopment Project, as applicable, the Redevelopment Corporation shall provide annually to the
City's Finance Director, within one hundred twenty (120) days after the end of the Redevelopment
Corporation's fiscal year, three (3) copies of its detailed fmancial report for the preceding year for the
Redevelopment Project, examined by a certified public accountant and containing a certification
concerning such exainination. Said financial reports shall disclose:
(1) the Redevelopment Corporation's eamings derived from the
Redevelopment Project;
(2) the disposition of any net earnings in excess of those pernutted by law;
(3) the interest rate on income debentures,bonds,notes or other evidences of
debt of Redevelopment Corporation;
(4) the Redevelopment Corporation's cost of the Redevelopment Project;
and
(5) the Redevelopment Corporation's income and expenses derived &om or
attributable to the Redevelopment Project.
(b) If, in the Finance Director's judgment, the fmancial reports fail to provide the
information required by this Section in accordance with generally accepted accounting principles or if a
material dispute arises regarding the information provided in a financial report, and if requested by the
City in writing, the Redevelopment Corporation shall, at its own expense and in an amount agreed by the
Redevelopment Corporation and the City, have an audit made of its books by an auditing firm to be
named by the City and approved by the Redevelopment Corporation, and the findings of such audit shall
be made available to the Finance Director.
7.6 Accounting Practices. T'he Redevelopment Corporation shall establish and maintain
depreciation, obsolescence, and other reserves, and surplus and other accounts, including a reserve for the
payment of taxes and PILOTs,according to recognized standard accounting practices.
ARTICLE VIII.
GENERAL PROVISIONS
8.1 Developer's Right of Termination. At any time prior to the delivery of the Certificate
of Substantial Completion, the Developer may, by giving written notice to the City and the County,
abandon or discontinue the Redevelopment Project and terminate this Agreement and any agreements
related thereto and its obligations thereunder. Upon such ternunation,the City and the County shall have
no obligation to reimburse the Developer for any amounts advanced or costs incurred or paid, and the
19
Developer shall have no obligation regarding the Redevelopment Project or the related public
improvements. Upon ternunation of this Agreement pursuant to this Section, the City or the Developer
may file a declaration of abandonment with the Recorder of Deeds of Cape Girardeau County, and the
real property included in the 353 Project Area shall from that date be subject to assessment and payment
of all ad valorem taxes based on the true full value of such real property.
8.2 City's Right of Termination. If the Developer fails to provide the City with an
acceptable Certificate of Substantial Completion in substantially the form attached hereto as Exhibit D in
accordance with Section 3.4, the City and the County may terminate this Agreement and any agreements
related hereto. Upon termination of such agreement(s) the City and the County shall have no further
obligations to reimburse the Developer for any amounts advanced thereunder or any costs otherwise paid
or incurred in connection with the Redevelopment Project or the related public improvements. Upon
termination of this Agreement pursuant to this Section,the City or the Developer may file a declazation of
abandonment with the Recorder of Deeds of Cape Girardeau County, and the real property included in the
353 Project Area shall from that date be subject to assessment and payment of all ad valorem taxes based
on the true full value of such real property.
8.3 Successors and Assigns.
8.3.1 Binding Effect. This Agreement shall be binding on and shall inure to the
benefit of the parties named herein and their respective heirs, administrators, executors, personal
representatives, successors and assigns, including without limitation the assignee under a
collateral assignment of this Agreement by the Developer as collateral security for a loan to the
Developer.
8.3.2 Assignment or Sale. The rights, duties and obligations of this Agreement shall
be assignable to any Related Entity of the Developer without City consent. The rights, duties and
obligations of this Agreement shall be assignable to any other party, subject to prior written
approval of the City,which approval shall not be unreasonably withheld or delayed; provided that
the City Manager shall approve an assignment by the Developer upon a reasonable demonstration
of a proposed assignee's experience and financial capability to undertake and complete the
Redevelopment Project in accordance with this Agreement and the Development Plan. Nothing
in this Section shall be construed to prohibit or otherwise limit the Developer from conveying fee
ownership or leasehold interests in any portion of the Property.
8.3.3 Assignment or Sale to Exempt Organization. Prior to any sale, transfer or
other disposition of all or any portion of the Property or any interest therein to an organization
exempt from payment of ad valorem property taxes, such organization shall be required to agree
not to apply for an exemption from payment of such property taxes for a period ending on the
earlier of the date that all Obligations are paid in full or twenty(20) years from the date that the
Approving Ordinance was adopted by the City. The Developer shall make this requirement a
covenant nuining with the land, enforceable for such period as if such purchaser or other
transferee or possessor thereof were originally a party to and bound by this Agreement.
8.4 Remedies. Except as otherwise provided in this Agreement and subject to the
Developer's and the City's respective rights of termination, in the event of any default in or breach of any
term or conditions of this Agreement by either party, or any successor, the defaulting or breaching party
(or successor) shall, upon written notice from the other party specifying such default or breach, proceed
immediately to cure or remedy such default or breach,and shall, in any event,within thirty(30) days after
receipt of notice, cure or remedy such default or breach. In the event that the defaulting or breaching
party(or successor) diligently and in good faith commences to cure or remedy such default or breach but
20
is unable to cure or remedy such default or breach within tlurty (30) days after receipt of notice, the
defaulting or breaching party(or successor) shall, prior to the end of such thirty(30) days,provide notice
to the other party that it has in good faith commenced to cure or remedy such default or breach,
whereupon the defaulting or breaching party (or successor) shall have an additional thirty (30) days to
cure or remedy such default ar breach. In case such cure or remedy is not taken or not diligently pursued,
or the default or breach shall not be cured or remedied prior to the end of the additional thirty (30) day
period, the aggrieved party may institute such proceedings as may be necessary or desirable in its opinion
to cure and remedy such default ar breach, including without limitation proceedings to compel specific
performance by the defaulting or breaching party.
8.5 Force Majeure. Neither the City nor the Developer nar any successor in interest shall be
considered in breach or default of their respective obligations under this Agreement, and times for
performance of obligations hereunder shall be extended in the event of any delay caused by force
maj eure, including without limitation damage or destruction by fire or casualty; strike; lockout; civil
disorder; war; restrictive government regulations; lack of issuance of any pernuts and/or legal
authorization by the governmental entity necessary for the Developer to proceed with construction of the
Work or any portion thereof; shortage or delay in shipment of material or fuel; acts of God; unusually
adverse weather or wet soil conditions; or other like causes beyond the parties' reasonable control,
including without limitation any litigation, court order or judgment resulting from any litigation affecting
the validity of the Development Plan, the Redevelopment Proj ect or Obligations or this Agreement;
provided that (i) such event of force majeure shall not be deemed to exist as to any matter initiated or
sustained by the Developer in bad faith, (ii) with respect to the times for performance set out in Section
3.4 of this Agreement, the time for submitting a Certificate of Substantial Completion shall not be
extended more than eighteen(18)months beyond the date set forth in Section 3.4,and(iii)the Developer
notifies the City in writing within thirty (30) days of the commencement of such claimed event of force
maj eure.
8.6 Notices. All notices, demands, consents, approvals and other communications required
by this Agreement to be given by either party hereunder shall be in writing and shall be hand delivered,
telefaxed or sent by a nationally recognized overnight courier or United States first class mail, postage
prepaid, addressed to the appropriate party at its address set forth below, or at such other address as such
party shall have last designated by notice to the other.
(i) In the case of the Developer,to:
Greater Missouri Builders,Inc.
1551 Wall Street Suite 220
St. Charles,MO 63303
Attention: Kent Evans
Facsimile: (636) 949-9992
With a copy to:
Annstrong Teasdale LLP
One Metropolitan Square, Suite 2600
St. Louis,Missouri 63102
Attention: James E.Mello
Facsimile: (314) 621-5065
(ii) In the case of the City,to:
21
City of Cape Girardeau
401 Independence Street
Cape Girardeau,Missouri 63702
Attention: City Manager
Facsimile: (573)335-7946
With a copy to:
Office of the City Attorney
401 Independence Street
Cape Girardeau,Missouri 63702
Attention: Eric Cunningham
Facsimile: (573) 651-0860
(iii) In the case of the County,to:
County of Cape Girardeau
One Barton Square
Jackson,Missouri 63755
Attention: Presiding Commissioner
Facsimile: (573)243-4474
8.7 Damage or Destruction of Redevelopment Project. In the event of destruction or
damage to the Redevelopment Project by fire or other casualty, during construction or thereafter during
the term of this Agreement so long as any Obligations are outstanding and the Developer owns the
Property,the insurance proceeds (after deducting any expenses incurred in the collection thereto) shall be
applied at the direction of the Developer in conjunction with any commercial lender on the
Redevelopment Project to the restoration, reconstruction and repair of the Redevelopment Project or, at
the option of the Developer, to the repayment or redemption of CID Notes. In the event of such
destruction or damage during the term of this Agreement and after any CID Bonds are issued or the
issuance of a CID Note to a Note purchaser other than the Developer or a Related Entity, the Developer
shall, at the City's option after consultation with the Developer, tender to the City that portion of the
insurance proceeds, if any, to which Developer is entitled after satisfaction of any terms or obligations of
any deed of trust,promissory note or financing agreement entered into by the Developer for the financing
of all or any part of the Redevelopment Project, from any fire or casualty insurance policy in an amount
equal to the outstanding principal amount of the Obligations plus accrued interest thereon to be deposited
into the Special Trust Fund.
8.8 Inspection. The City may conduct such periodic inspections of the Redevelopment Area
and the Redevelopment Project as may be generally provided in the City's code of ordinances. In
addition, the Developer shall allow authorized representatives of the City access to the Redevelopment
Proj ect from time to time for reasonable inspection thereof upon reasonable advance notice.
8.9 Choice of Law. This Agreement shall be taken and deemed to have been fully executed,
made by the parties in, and governed by the laws of State of Missouri for all purposes and intents.
8.10 Entire Agreement; Amendment. The parties agree that this Agreement constitutes the
entire agreement between the parties and that no other agreements or representations other than those
contained in this Agreement have been made by the parties. This Agreement shall be amended only in
writing and effective when signed by the authorized agents of the parties.
22
8.11 Counterparts. This Agreement may be executed in multiple counterparts, each of which
shall constitute one and the same instrument.
8.12 Severability. In the event any term or provision of this Agreement is held to be
unenforceable by a court of competent jurisdiction,the remainder shall continue in full force and effect, to
the extent the remainder can be given effect without the invalid provision.
8.13 Representatives Not Personally Liable. No elected or appointed official, agent,
employee or representative of the City shall be personally liable to the Developer in the event of any
default or breach by any party under this Agreement, or for any amount which may become due to any
party or on any obligations under the terms of this Agreement.
8.14 Actions Contesting the Validity and Enforceability of the Redevelopment Project.
During such time as the Developer is the registered owner of the Obligations, in the event a third party
brings an action against the City or the City's officials, agents, attorneys, employees or representatives
contesting the validity or legality of the Redevelopment Area, the CID Petition, the Development Plan,
the Obligations, the 353 Ordinance, the CID Ordinance or the Authorizing Ordinance, Developer may, at
its option,join the City in defense of such claim or action; provided, however, that if the Developer does
not join the City in defense of such claim or action, the City may, at its sole cost and expense, handle and
dispose of such claim or action in such manner as the City may see fit, without any liability to the
Developer, including consenting to or permitting a default judgment in such claim or action. The parties
expressly agree that, so long as no conflicts of interest exist between them with regard to the handling of
such litigation,the same attorney or attorneys may simultaneously represent the City and the Developer in
any such proceeding. The Developer shall be responsible for all reasonable and necessary costs and
expenses incurred by the City and by the Developer in connection with the defense of such claim or
action,provided that if the City does not approve a settlement or compromise which the Developer would
agree to, the Developer shall not be responsible for any costs or expenses incurred thereafter in the
defense of such claim or action. All costs of any such defense, whether incurred by the City or the
Developer; shall be deemed to be Reimbursable Project Costs and reimbursable from any amounts in the
Special Trust Fund, subject to Article IV of this Agreement.
8.15 Release and Indemnification. The indemnifications and covenants contained in this
Section shall survive ternunation or expiration of this Agreement.
8.15.1 The City, the County and their respective governing body members, officers,
agents, attorneys, employees and independent contractors shall not be liable to the Developer for
damages or otherwise in the event that all or any part of Chapter 353, the CID Act, or any
ordinance adopted in connection with either Chapter 353, the CID Act, this Agreement, the CID
Petition or the Development Plan, is declared invalid or unconstitutional in whole or in part by
the final (as to which all rights of appeal have expired or have been elchausted)judgment of any
court of competent jurisdiction, and by reason thereof either the City or the County is prevented
from perfornung any of the covenants and agreements herein or the Developer is prevented from
enjoying the rights and privileges hereo£
8.15.2 The Developer releases from and covenants and agrees that the City, the County
and their respective governing body members, officers, agents, attorneys, employees and
independent contractors shall not be liable for, and agrees to indemnify and hold harmless the
City, the County, their respective governing body members, officers, agents, attorneys,
employees and independent contractors against any and all claims, demands, liabilities and costs,
including reasonable attorneys' fees, costs and expenses, arising from damage or injury, actual or
claimed (excluding consequential and punitive damages), to persons or property occurring or
23
allegedly occurring as a result of any negligent or malicious acts or omissions of the Developer,
its governing body members, officers, agents, attorneys, employees and independent contractors,
in connection with its or their activities conducted pursuant to this Agreement.
8.15.3 The City, the County and their respective governing body members, officers,
agents, attorneys, employees and independent contractors shall not be liable for any damage or
injury to the persons or property of the Developer or its officers, agents, employees, independent
contractors or any other persons who may be about the Property or the Work except for matters
arising out of the gross negligence or willful misconduct of the City, the County and their
respective governing body members, officers, agents, attorneys, employees and independent
contractors.
8.15.4 All covenants, stipulations,promises, agreements and obligations of the City and
the County contained herein shall be deemed to be the covenants, stipulations, promises,
agreements and obligations of the City and the County and not of any of their respective
governing body members, officers, agents, attorneys, employees or independent contractors in
their individual capacities.
8.15.5 No governing body members, officers, agents, attorneys, employees or
independent contractors of the City or the County shall be personally liable to the Developer(i)in
the event of a default or breach by any party under this Agreement or(ii) for any amount or any
Obligations which may become due to any party under the terms of this Agreement.
8.15.6 The Developer releases from and covenants and agrees that the City, the County
their respective governing body members, officers, agents, attorneys, employees and independent
contractors shall not be liable for, and agrees to indemnify and hold the City, the County, their
respective governing body members, officers, agents, attorneys, employees and independent
contractors, harmless from and against any and all third party suits, interest, claims and cost of
reasonable attorneys fees incurred by any of them, resulting from, arising out of, or in any way
connected with: (i) the enforcement of this Agreement, the validity of the Obligations, to the
extent they are owned by the Developer or a Related Entity, the enforcement or validity of the
pledge of the CID Revenues or the Municipal Contribution, or the enforcement or validity of any
other agreement or obligation made in connection therewith and their approvals (so long as they
are owned by the Developer or a Related Entity, but excluding opinions of counsel and of the
City's financial advisors whenever such claim is based on such party's own negligence); (ii) the
negligence or willful misconduct of the Developer or its officers, agents, employees or
independent contractors in connection with the design, management, development,
redevelopment and construction of the Work, or (iii) the compliance by the Developer with all
applicable state, federal and local environmental laws,regulations and ordinances as applicable to
the Property, to the extent such condition existed prior to the acquisition thereof by the
Developer. The foregoing release and indemnification shall not apply in the case of such liability
arising directly out of the gross negligence, or malicious acts or omissions, of the City, the
County or their respective governing body members, officers, agents, attorneys, employees and
independent contractors in connection with its or their activities conducted pursuant to this
Agreement or which arises out of matters undertaken by the City or the County following
ternunation of this Agreement as to the Redevelopment Project.
8.16 Survival. Notwithstanding the expiration or termination or breach of this Agreement by
either party, the agreements contained in Section 2.2(ii), Article VI, Sections 8.7, 8.10, 8.11, 8.12, 8.13,
8.14, 8.15, 8.16 and Article IX of this Agreement shall, except as otherwise expressly set forth herein,
survive such early expiration or early terniination of this Agreement by either party.
24
8.17 Costs and Expenses. Within 30 days after the execution of this Agreement, the
Developer shall pay the City the sum of$12,500 for fees and expenses incurred in connection with the
review and approval of the Development Plan, the creation of the District and this Agreement. If either
Party defaults in the performance of its obligations hereunder, the Parties agree that the defaulting Party
shall pay the non-defaulting Party's reasonable costs of enforcing the defaulting Party's obligations under
this Agreement, including but not limited to attorneys fees and expenses.
8.18 Recording of Agreement. The Developer shall, at its sole expense, record this
Agreement in the real property records of Cape Girardeau County, Missouri. The rights and obligations
set forth herein shall be a covenant running with the Redevelopment Area throughout the term of this
Agreement. No occupancy or building pernut shall be issued for any structure in the 353 Project Area
until proof of such recording has been provided to the City.
ARTICLE IX.
REPRESENTATIONS OF THE PARTIES
9.1 Representations of the City. The City hereby represents and warrants that it has full
constitutional and lawful right, power and authority, under current applicable law, to execute and deliver
and perform the terms and obligations of this Agreement, including without limitation the right, power
and authority to pledge the Municipal Contribution, and all of the foregoing have been or will be, upon
adoption of ordinances authorizing the pledge of the Municipal Contribution, duly and validly authorized
and approved by all necessary City proceedings, findings and actions. Accordingly, this Agreement
constitutes the legal,valid and binding obligation of the City, enforceable in accordance with its terms.
9.2 Representations of the Developer. The Developer hereby represents and warrants it has
full power to execute and deliver and perform the terms and obligations of this Agreement and all of the
foregoing has been duly and validly authorized by all necessary corporate proceedings. This Agreement
constitutes the legal, valid and binding obligation of the Developer, enforceable in accordance with its
terms.
25
IN WITNESS WHEREOF,the City, the County and the Developer have caused this Agreement
to be executed in their respective names and the City and the County have caused their respective seal to
be affixed thereto, and attested as to the date first above written.
"CITY": CITY OF CAPE GIRARDEAU,MISSOURI
:��4�Ra���'
o�. .�G By. . G�
�� �� � ` Jay Knudt on,Mayor
� _ rA
�
, �".•� �e.,° /
*T�r��rxi ti
8 *
�
-� �
Gayle Co d, City Clerk
Town Plaza Development Agreement S-1
"COUNTY": COLTNTY OF CAPE GIRARDEAU,
MISSOURI
By: "
Gera W.Jones, residing 'ssioner
[SEAL]
Attest:
�
Kara rk, County Clerk
Town Plaza Development Agreement S-2
"DEVELOPER" GREATER MISSOURI BUILDERS, INC.
a Misso i corpo ation
By:
` en va s, V� e President
'I'o�vn Plazn Devclopment Agreement S-3
STATE OF MISSOURI )
) SS.
COUNTY OF CAPE GIlZARDEAU )
On this �s� day of ����. , 2007, before me appeared Jay Knudtson, to me personally
known, who, being by me duly sworn, did say that he is the Mayor of the CITY OF CAPE
GIRARDEAU, MISSOURI, a political subdivision of the State of Missouri, and that the seal affixed to
the foregoing instrument is the seal of said City, and said instrument was signed and sealed in behalf of
said City by authority of its City Council,and said individual acknowledged said instrument to be the free
act and deed of said City.
IN TESTIMONY WHEREOF, I have hereunto set my hand and affixed my official seal in the
County and State aforesaid,the day and year first above written.
�.,-/1.�-� /;�-
�
otary Public
[SEAL]
LADONNA LAUB
Notary Public-Notary Seal
My Commission Expires: State of Missouri
County of Scott
My Commission Expires Aug. 4, 2007
Town Plaza Development Agreement s-4
STATE OF MISSOURI )
) SS.
COUNTY OF CAPE GIIZARDEAU )
.�h
On this j,3' day of ,��,;�� �, 2007, before me appeared Gerald W. Jones, to me personally
known, who, being by me duly sworn, did say that he is the Presiding Commissioner of the COLJNTY
OF CAPE GIRARDEAU, MISSOURI, a political subdivision of the State of Missouri, and that the seal
affixed to the foregoing instrument is the seal of said County, and said instrument was signed and sealed
in behalf of said County by authority of its County Council, and said individual acknowledged said
instrument to be the free act and deed of said County.
IN TESTIMONY WHEREOF, I have hereunto set my hand and affixed my official seal in the
County and State aforesaid,the day and year first above written.
�Vlc �''��� �, �� �,
��„� Notary Public
�O��IA��.C3LDHAt� v�vu1 �� . �-`���a�h
Notary Pubilc-Notary Sesl -
[SEAL] STATE r3�'NitSSOURI
CAPE G6i2A!Gtt�FAU GOUNTY
M Commission Ex �res: C°mm°se��`"#��'d9�a392
Y P� My Comm9ss�c��Ex�ir�s; El�arch 1,2009
Town Plaza Development Agreement ,.�-O
STATE OF MISSOURI )
) SS.
COUNTY OF ST. LOUIS )
On this : � ' �day of ��, 2007, before me appeared Kent Evans, to me personally
known, who, being by me duly sworn, did say that he is the Vice President of GREATER MISSOURI
BUILDERS, INC., a corporation duly organized and existing under the laws of the State of Missouri, and
that he is authorized to sign the instrument on behalf of said corporation, and acknowledged to me that he
executed the within instrument as the free act and deed of said corporation.
IN TESTIMONY WHEREOF, I have hereunto set my hand and affixed my official seal in the
County and State aforesaid, the day and year first above written.
`��pQY P(jB SHARON L,SOMMER •
=?'NOTARYG�'= �'�l'Commission Expires . ° .
_.. .._ May 6,2010 , 1 , �. .
""��••S�-�� Notar Public
=,y�,•..,..• St.Charles Counry Y
�,�F M\,�' Commission#06515632
[SEAL]
My Commission Expires: /','�< <� C�, ��� '��-'
�Co�vn Plnza Development Agreement S-5
EXHIBIT A-1
LEGAL DESCRIPTION OF THE 353 PROJECT AREA
---Boundary Description---
A PART OF OUTLOT 57, UNITED STATES PRIVATE SURVEY NO. 2199, TOWNSHIl' 30
NORTH, RANGE 13 EAST OF THE FIFTH PRINCII'AL MERIDIAN, CITY AND COUNTY OF
CAPE GIIZARDEAU, STATE OF MISSOURI, BEING MORE PARTICULARLY DESCRIBED AS
FOLLOWS:
Commencing at a 1/2" iron pin(found)at the northwest corner of Outlot 57; Thence S 83°07' 18"
E, 461.54 feet to a spike (found) at the northwest corner of a tract of land recorded in Book No. 294 at
Page No. 891 of the land records of the County Recorder's Office; Thence S 06°26' 06" W, 121.41 feet
along the west line of said tract to the southwest corner thereof and being the TRUE POINT OF
BEGINNING;
Thence S 83° 37' 49" E, 53.78 feet along the south line of the aforesaid tract recorded in Book
294 at Page 891 to a 1/2" iron pin(set); Thence S 00°07'49" E, 49.52 feet to a 1/2" iron pin(set); Thence
S 83° 37' 49" E, 500.43 feet to a 1/2" iron pin (set) on the west right of way line of Sheridan Drive;
Thence S OS°00'27" W, 181.97 feet along said west right of way line; Thence continuing along said west
right of way, S 00°Ol' 14" E, 43.68 feet to a 1/2"iron pin(found) at the northeast corner of a tract of land
recorded in Book No. 290 at Page No. 282; Thence along the north and west lines of said tract the
following courses and distances, N 84° 57' 14" W, 171.13 feet; Thence S 50° 59' 49" W, 21.56 feet;
Thence S 06° 56' S2" W, 142.96 feet to a chiseled "+" (found) on the north right of way line of William
Street; Thence along the north right of way line the following courses and distances, N 84° 29' 22" W,
277.34 feet to a 1/2" iron pin(set); Thence N 00°07'49" W, 15.07 feet to a 1/2" iron pin(set); T'hence N
84° 29' 22" W, 109.76 feet; Thence leaving said north right of way line, N 06° 18' 37" E, 186.08 feet;
Thence N 08° 10'46"E,241.64 feet to the point of beginning,containing 4.453 acres more or less.
A-1
EXHIBIT A-2
LEGAL DESCRIPTION OF TI�E CID PROJECT AREA
---Boundary Description---
A PART OF OUTLOTS N0.57 AND 87, UNTTED STATES PRIVATE SURVEY NO. 2199,
TOWNSHIP 30 NORTH, RANGE 13 EAST OF THE FIFTH PRINCIPAL MERIDIAN, CITY AND
COUNTY OF CAPE GIItARDEAU, STATE OF MISSOURI, BEING MORE PARTICULARLY
DESCRIBED AS FOLLOWS:
Beginning at a 1/2"Iron Pin Concrete (Found) at the Northwest corner of Outlot no. 57,U.S.P.S.
No. 2199; Thence S 83°07'18" E, 461.54 feet along the North line of said Outlot No. 57 to a Railroad
Spike (Found) at the Northwest corner of a tract of land recorded in the land records of the County
Recorder's Office of book no 294 at page no 891; Thence S 06°26'06"W, 121 41 feet along the West line
of said tract to the Southwest corner of said tract, from which a Railroad Spike (Found) bears N
06°26'06" E, 0.7 feet; Thence S 83°37'49" E, 53.78 feet along the South line of said tract to a 1/2" Iron
Pin (Set) on the North Right of Way line of Merriweather Street; Thence S 00°07'49" E, 49.52 feet to a
1/2"Iron Pin(Set) on the South Right of Way line of Merriweather Street; Thence S 83°37'49"E, 500.43
feet along said South Right of Way line to a point on the West Right of Way line of Sheridan Drive, from
which a 1/2" Iron Pin (Found) bears S 00°51' W, 0.9 feet; Thence along the West Right of Way line of
said Sheridan Drive the following courses and distances:
S OS°00'27" W, 181.97 feet to a 1/2" Iron Pin (Set); Thence S 00°Ol'14" E, 43.68 feet to a 1/2"
Iron Pin (Found) at the Northeast corner of a tract of land recorded in book no. 290 at page no. 282;
Thence along the North and West lines of said tract the following courses and distances:
N 84°57'14"W, 171.13 feet to a 1/2"Iron Pin(Set); Thence S 50°59'49"W, 21.56 feet to a 1/2"
Iron Pin(Set); Thence S 06°56'S2"W, 142.96 feet to a Chiseled Cross in Concrete (Found) on the North
Right of Way line of William Street; Thence along said Right of Way line the following courses and
distances:
N 84°29'22"W,27734 feet to a 1/2"Iron Pin(Set); Thence N 00°07'49"W, 15.07 feet to a 1/2"
Iron Pin (Set); Thence N 84°29'22" W, 568.90 feet to a 1/2" Iron Pin (Set); Thence N 83°57'22" W,
212.10 feet to a 1/2" Iron Pin(Set) at the Southeast corner of a tract of land recorded in book no. 309 at
page no. 397; Thence along the East and North lines of said tract the following courses and distances:
N 06°02'38"E, 165.00 feet to a 1/2"Iron Pin(Set)at the Northeast corner of said tract; T'hence N
83°57'22" W, 196.57 feet to a 1/2" Iron Pin (Set) at the Northwest corner of said tract; Thence S
06°O1'S4"W 13.66 feet along the West line of said tract to the Northeast corner of tract of land recorded
in book no. 611 at page no. 756; Thence N 83°58'06"W, 176.65 feet along the North line of said tract of
a 1/2" Iron Pin Set on the East Right of Way line of United States Route 61 (Kingshighway); Thence N
11°06'S4"E, 137.37 feet along said Right of Way line to a 1/2"Iron Pin(Set)on the South Right of Way
line of the Walker Creek Right of Way Line; Thence along said South and East Right of Way lines the
following courses and distances:
S 78°42'S3" E, 59.09 feet to a 1/2" Iron Pin (Set); Thence N 11°1T07" E, 63.59 feet to a 1/2"
Iron Pin(Set); Thence N 06°16'07" E, 145.02 feet to a 1/2"Iron Pin(Set); Thence N 11°00'38"E, 73.13
feet to a 1/2"Iron Pin(Set) on the North line of Outlot No. 87; Thence S 83°30'34" E, 509.97 feet along
said North line to the point of beginning; containing 16.043 acres and subject to all easements of record.
A-2
EXHIBIT B
ESTIMATED REIMBURSABLE PROJECT COSTS
CATEGORY ESTIMATED COSTS
(a) Architecture/Engineering 160,000
(b) LegaUPlanning/Other Professional 66,961
(c) Environmental 1,500
(d) Site Work 1,088,835
(e) Exterior Reconstruction(fa�ade improvements,parking facilities, 1,431,840
roof reconstruction,HVAC required to convert the Sears Site from a
single-use retail space to the NARS call center and multiple retail
outlets)
(fl Interior Reconstruction 1,786,000
TOTAL 4,535,136
B-1
EXHIBIT C
FORM OF CERTIFICATE OF
REIlVIBURSABLE PROJECT COSTS
TO:
City of Cape Girardeau
401 Independence Street
Cape Girardeau,Missouri 63702
Attention: City Manager
Re: City of Cape Girardeau,Missouri,Town Plaza Redevelopment Project
Terms not otherwise defined herein shall have the meaning ascribed to such terms in the
Development Agreement dated as of [ �, 2007 (the "Agreement"), by and among the City,
Cape Girardeau County, Missouri (the "County"), and Greater Missouri Builders, Inc., a Missouri
corporation (the "Developer"). In connection with said Agreement, the undersigned hereby states and
certifies that:
1. Each item listed on Schedule 1 hereto is a Reimbursable Project Cost and was incurred in
connection with the construction of the Redevelopment Project and attached hereto are
itemized invoices,receipts or other information evidencing such costs.
2. These Reimbursable Project Costs have been incurred or paid by the undersigned and are
reimbursable under the Agreement.
3. Of the Reimbursable Project Costs submitted for approval in this certificate, each item
listed on Schedule 2 has been incurred in the completion of the CID Project on behalf of
the District, and are subject to reimbursement from CID Revenues (as defined in the
Agreement).
4. Developer has incurred Reimbursable Project Costs of at least one hundred thousand
dollars($100,000).
5. Each item listed on Schedule 1 has not previously been paid or reimbursed from money
derived from the Special Trust Fund or any money derived from any project fund
established pursuant to the 353 Ordinance or CID Ordinance, and no part thereof has
been included in any other certificate previously filed with the City.
6. There has not been filed with or served upon the Developer any notice of any lien, right
of lien or attachment upon or claim affecting the right of any person, firm or corporation
to receive payment of the amounts stated in this request, except to the extent any such
lien is being contested in good faith.
7. All necessary permits and approvals required for the portion of the Work for which this
certificate relates have been issued and are in full force and effect.
8. All Work for which payment or reimbursement is requested has been performed in a
good and workmanlike manner and in accordance with the Development Plan, the CID
Petition and the Agreement.
C-1
9. If any cost item to be reimbursed under this Certificate is deemed not to constitute a
reimbursable project cost within the meaning of Chapter 353, the CID Act and the
Agreement, the Developer shall have the right to substitute other eligible Reimbursable
Project Costs for payment hereunder.
10. The costs to be reimbursed under this Certificate constitute advances qualified for Tax-
Exempt CID Notes:
Yes: No:
11. The Developer is not in default or breach of any material term or condition of the
Agreement beyond the applicable cure period, if any.
Dated this day of ,20_.
GREATER MISSOURI BUILDERS,INC.
By:
Name:
Title:
Approved for Payment this day of , 20_.
CITY OF CAPE GIRARDEAU,MISSOURI
By:
Name:
Title:
TOWN PLAZA COMMUNITY
IMPROVEMENT DISTRICT
By:
Name:
Title:
G2
SCHEDULE 1
The Developer has incurred the following Reimbursable Project Costs related to the Chapter 353:
Payee: Amount: Description of Chapter 353/Municipal Contribution-Eligible
Proj ects:
C-3
SCHEDULE2
The Developer has incurred the following Reimbursable Project Costs in relation to the CID
Proj ect:
Payee: Amount: Description of Reimbursable Project Costs related to the CID
Proj ect:
C-4
EXHIBIT D
FORM OF CERTIFICATE OF SUBSTANTIAL COMPLETION
CERTIFICATE OF SUBSTANTIAL COMPLETION
The undersigned, Greater Missouri Builders, Inc., a Missouri corporation (the "Developer"),
pursuant to that certain Development Agreement dated as of� l, 2007, by and among the City
of Cape Girardeau, Missouri (the "City"), Cape Girardeau, Missouri (the "County") and the Developer
(the"Agreement"), hereby certifies to the City as follows:
1. That as of , , the construction of the Work (as that term is
defined in the Agreement) has been substantially completed and funded in accordance with the
Agreement.
2. The Work has been performed in a workmanlike manner and substantially in accordance
with the Construction Plans(as those terms are defined in the Agreement).
3. This Certificate of Substantial Completion is accompanied by the project architect's or
owner representative's certificate of substantial completion on AIA Form G-704 (or the substantial
equivalent thereo fl, a copy of which is attached hereto as Appendix A and incorporated herein by
reference,certifying that the Work has been substantially completed in accordance with the Agreement.
4. Lien waivers for applicable portions of the Work in excess of Five Thousand Dollars
($5,000)have been obtained.
5. This Certificate of Substantial Completion is being issued by the Developer to the City in
accordance with the Agreement to evidence the Developer's satisfaction of all material obligations and
covenants.
6. The acceptance (below) or the failure of the City to object in writing to this Certificate
within thirty (30) days of the date of delivery of this Certificate (which written objection, if any, must be
delivered to the Developer prior to the end of such thirty(30) days) shall evidence the satisfaction of the
Developer's agreements and covenants to perform the Work.
Upon such acceptance by the City, the Developer may record this Certificate in the office of the
Cape Girardeau County, Missouri Recorder of Deeds. This Certificate is given without prejudice to any
rights against third parties which exist as of the date hereof or which may subsequently come into being.
Terms not otherwise defined herein shall have the meaning ascribed to such terms in the Agreement.
D-1
IN WITNESS WHEREOF, the undersigned has hereunto set his/her hand this day of
,20
GREATER MISSOURI BUII,DERS,INC.
By:
Name:
Title:
ACCEPTED:
CITY OF CAPE GIRARDEAU,MISSOURI
By:
Name:
Title:
TOWN PLA7.A COMMUNITY
IMPROVEMENT DISTRICT
By:
Name:
Title:
(Insert Notary Form(s)and Legal Description)
D-2
EXHIBIT E
REDEVELOPMENT AREA BOUNDARY MAP
CoMmunity lmprwEment.�istrict Area...
� � -�-F 7$�� �
2, j {
��r� �.�..�, ���� � # f a��r �,;,; � � �
jk."�.i i �I�� � r' �,-F'� . � { �+3"tf#R':t"1=Tk�CX2 �
I�, L_¢.��«�.�.�_ �.�__�A ._.�,� �E'x �
� . .
;�y i. .__.._.._...�. _. .�,.a ..�..._ e.. . ,....�_,. ......�� �
i"
K, . ��C�� ����� � �
� �JI'JC}Pi'It�CJ GC�d��Ct �
�
�
� { ....��
� � i
;
F � � �� ;
�
5 i
� � 1 i
�� �_aC �.,..�:."..m'v;� �_..�........ ......�. ' . . ..__..... .{
,._. .._____�......_.... ..._'_.......,_...........: _......�
�VJi.lC4m?�1 Sf.-:t:if,tlLR4+.Y'K
E-1
EXHIBIT F
CONCEPT PROJECT SITE PLAN
�_ ��_ ..��.. =,w ��� -'= m._:..�.W ......
� j � GF4�,�+i''t�.y yy�.»�.._.....� Wg
R$ 3 ; ! e j ��" `'4 � � � �
� r �� ��� '� f, ���� � f # �
�; � y�� ` �, �i;a �� � � � �
� , � �� �
� � � �� �
s
�---w----��-- � �
�
� e� � � �' ��. ��..� ���� �
� �- �s '`--�—i��`� >.. � ��._.���;a
is. L � 3 — �`—� � �) {
p. �} �� �`I i ���. � f ��, ��'. �# .
:�< £�
� t
E} i ����� jz -'� - � _ B
r � ���.�� ,.f�l ��i{- F �j .
x��{ �
i �#({���� p��X��l'l��?. . � �F .
� ; #t ��
� x�� t d. x i iL�f�,�s,C,(,�Jl g,� �{ .
o#a�-�y�?e� �_ Ji k`✓r��'.'�✓I,�� YI `; . .
!:I s�I t L$� , tai� ,, !— d f
�d3�A#k �i � � j ''���'(��\j, �� ,��d
gg a.'� j��9�3�i .i ��. i�.t 1j11`���.
�3, -c.. ' _•}� Y....
3��.�� ;�� �.;'. � ��'.�,��,`�� ai j�
!� � f _"� k _ �r�'���: >•i � 1
� �� � {� r.� k �
? ' `�"/T�,.� � � �
a ..� � � � � �„ �
`' �'"�'� ��aEi� s`'xc� ,.t ��.� ! � .
� ��� V�{ ��/ f,.. 'rk -��kA� s �� . .
� � ��r}y?f�� � ..
� �} � A a }., �tf� ��� ! � �
.7 C' w.rv � �t' \�, ¢'� � k�2 iyi 'i � �
� f�`-��. �...�� � E .�,'ki�[hV�� � ��' 3
} �
� ��� �'�� , � �
� � ���* #���Y [ � ;
i I: �
�g � t � ��; . a-
��`� +� b � , �� '� F�.S � � 1'�� - lws r> .
&�, � �� , "�� a�y_ � �
➢�3 �,� `}v5 s '�:� ,��� ,g
a 4 .�,� �'4 q ��� i� �... #
� ' ��`���:�� �; �
�� .�f
, r F
, ��� <� �
7 r �
£ � � '� �^� f i
�y � �„� � ss .� .. . . �_,_,.}z s .,.
t�: .��r h<. �, ..F" �..-.....__,e...
�� ,� %� 1�.�,,,,' � � �
�����_
�T � ��'
z �
�z t � � �
`�� �s ��� '� �-��� ¢
}� �f-� � �� j`�» - �
�
, �n� t� r �'��;�� _ € � �'�
z ° �i+i._.� '''' - —�° �� , .
� � � ,
�s�� � � r� z:; ? �; � �
� ,� �`�`_`� �'�?�� � � _ `� � ��
� � ..m�� � ;� � ,- �� ' ��: °a
� _�- ` � P �
r .,, � � �� n��
; f ,1 '"�'�'",�"� ,s E � � �� ��
��; ����— ��� �*"��' i ' ����
� 3 � �
� _ �'1 [ s �,.
.(�� �� :� 4� , ,
x
S x�� �S `� '��'u� ..� } � =,� �� �� �� a.tecex
F
�ar�' � �7� � � k i ' ' 3 "�� %6
-,....,,,,S' ��*„_,..�_ y� �� !i r a: i s�6 i?��
.� �,— x�' '�'E� a � � , � �
�^ n,,.�,s k � �} a a� � l}Fw��s
"�mv./ ��`1; � 4gi E _ �
._ .- ,� � 98�a�5 � � �� � :
' .., ,� �" � ��al� ?�a#4��4+'4i���Y ?
F-1
ORDINANCE NO. 2007-02
AN ORDINANCE AUTHORIZING THE
PIZESIDIl�TG COMMISSIONER TO EXECLTTE A
DEVELOPMENT AGREEMENT WITH
GREATER MISSOURI BUILDERS, INC. AND
THE CITY OF CAPE GIRARDEAU.
WHEREAS, on April 2, 2007, in response to a development proposal from
Greater Missouri Builders, Inc. (the "Developer") and following duly noticed public
hearings held on March 5, 2007, the City Council of the City of Cape Girardeau,
Missouri (the "City") adopted (a) Ordinance No. 3802 finding certain property located
at Kingshighway and William Streets (the "353 Project Area") to be a "blighted area"
pursuant to Chapter 353 of the Revised Statutes of Missouri, as amended ("Chapter
353"); (b) Ordinance No. 3803 approving a development plan (the "Development Plan")
for the development of the 353 Project Area; and (c) Ordinance No. 3804 establishing the
Town Plaza Community Improvement District (the "District") and authorizing certain
activities within the boundaries thereof (the "CID Project Area"); and
WHEREAS, the County Commission finds it necessary and desirable to enter
into a Development Agreement with the City and the Developer, whereby the
Developer will agree to undertake certain improvements within the District and the
County and the City will agree to use a portion of the sales ta�c revenues generated
within the 353 Project Area to reimburse the Developer for a portion of those
improvements;
NOW, THEREFORE, BE IT ORDAINED BY THE COUNTY COMMISSION
OF THE COUNTY OF CAPE GIRARDEAU, MISSOURI,AS FOLLOWS:
Section 1. The County Corrunission finds that it is in the best interest of the
County and its residents, in order to remedy the conditions that cause the 353 Project
Area to be a "blighted area" pursuant to Chapter 353, that the County, the City and the
Developer enter into the Development Agreement in substantially the form attached as
Exhibit A hereto. The Presiding Commissioner is hereby authorized and directed to
enter into said Development Agreement, and to take such further actions as may be
necessary to carry out the intent of this Ordinance.
_ __
Section 2. This Ordinance shall take effect and be in full force upon passage
by the County Com�nission
PASSED by the County Commission of the County of Cape Girardeau Missouri,
this 28� day of June, 2007.
:
By: G
y Gerald W. Jones "
Presi ' g Commissio r �
;
arry L. Boc
First Distri t Commissioner
1`�����'1
Jay Pur ell
Secon D strict Commissioner
(SEAL)
ATTEST:
� ;?
Bv:
Kar lark
Clerk of the County Commission
Page 2
EXHIBIT A
DEYELOPMENT AGREEMENT
(attached hereto)
A-1
�_ _ ___ ___ _ --_ _ - -