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Home My Public Portal AboutORD12543 11 BILL NO. 96-100 SPONSORED BY COUNCILMAN Nilges ORDINANCE NO. AN ORDINANCE OF THE CITY OF JEFFERSON, MISSOURI, AUTHORIZING THE MAYOR AND CITY CLERK TO EXECUTE A DEVELOPMENT AGREEMENT WITH MODERN LAND CO., LLC FOR DEVELOPMENT OF A COMMERCIAL SITE FOR ECONOMIC DEVELOPMENT PURPOSES. i BE IT ENACTED BY THE COUNCIL OF THE CITY OF JEFFERSON, MISSOURI, AS FOLLOWS: Section , The Mayor and City Clerk are hereby authorized and directed to execute a development agreement with Modern Land Co., LLC for development of a commercial site for economic development purposes. Section . The agreement shall be substantially the same in form and content as that agreement attached hereto as Exhibit A. Section 3. This Ordinance shall be in full force and effect from and after the date i of its passage and approval. Passed: 16 - Approved: Presiding Officer Mayor E ATTEST: APPROVED AS TO ORM: ity CIA dity Cou s or wj t � ! 3. ;3 f ( i . �'`Mu�;r s;tH`:Z-:�&ti�iv:: ;»rere.wa+•Y•,w,:.,.�.,..._._.._.___...,. .. ... .. .._ __�_,,,,,,..... ,. CITY OF JEFFERSON DEVELOPMENT AGREEMENT THIS AGREEMENT is entered into this 1V(day January, 1998,by and between the City of Jefferson, Missouri, a municipal corporation, (hereinafter referred to its "City"), and Modern Land Co., LLC, (hereinafter referred to as"Developer"). WITNESSETH: WHEREAS,the City has entered into it Partnership 2000 agreement with the Jefferson City Area Chamber of Commerce to work on economic development;and WHEREAS,pursuant to this arrangement with the Jefferson City Area Chamber of Commerce, the City ;.. has established a fund within its resources to provide money for infrastructure needs to help attract new I businesses;and WHEREAS,this partnership has recently resulted in successful attraction of a company known as IKON Office Solutions Holding Company (hereinafter referred to as "IKON") to a location at Edgewood and Wildwood Drives(hereinafter referred to as the"IKON Site");and WHEREAS,in the process of negotiating with IKON and related entities,certain representations have been made that funds could be applied to help with infrastructure needs to meets IKON's need;and WHEREAS,because of the nature of the development and the timing required by IKON,the best method to carry out the City's commitment has been determined to enter into this Development Agreement with rl Developer; NOW,THEREFORE,FOR GOOD AND VALUABLE CONSIDERATION,THE PARTIES AGREE TO THE FOLLOWING: Y 1. Construction of Median Cut Improvement.I - Developer shall contract for the construction of a median cut improvement at West Edgewood and IKON Drives, which shall be located and constructed according to the site plan prepared by Central Missouri Professional Services,Inc.,dated March 13, 1997,referred to as Job No.81099. 2. Construction of Stormwater Improvements Developer shall contract for the construction of stormwater improvements at.West Edgewood and IKON Drives, which shall be located and constructed according to the site plan prepared by Central Missouri Professional Services,Inc.,dated March 13, 1997,referred to as Job No.81099. 3. Payment. . Upon completion of the median cut inipro%anent and submission of an invoice which reflects expenditures,City shall reimburse Developer all costs related to said median cut improvement. Upon completion of the stormwater improvements and submission of an invoice which reflects expenditures, City shall pay a maximum of Sixteen Thousand Dollars ($10,000.00)for costs related to said stormwater improvements. Any expenditures over and above the committed Sixteen Thousand Dollars($10,000.00)shall be at Developer's own cost and expense. C:\trncr\cmtlnn:W\Jevrinpntma\mndvrn In t•f nnl w10 (j T � ` M r 4. Iiidemniflea fim I y Develops ✓l' A,. Effective upon the Execution Date,Developer shall fully y indemnify,save and hold harmless City and its elected or appointed officials,servants,employees,officers and directors,from and against any and all liabilities, obligations, damages, penalties, claims, costs, charges and expenses,and any and all suits and proceedings in connection therewith,including reasonable expert witness'and attorneys'fees,which cony be imposed upon or incurred by or asserted against City, its elected or appointed officials, agents, servants, officers, directors, and employees by reason of or arising in whole or in part from any of the following or other actual r alleged matters,occurrences,events,transactions,acts and omissions during the torm of this Agreement or any renewal thereof: i. Any work(10,10 or action taken or permitted to be done or taken by Developer, its , sublessees, franchisees, licensees and its and their respective agents,contractors, employees, servants, officers and directors, and invitees in, on or about the construction of the median cut, improvement at West Edgewood/IKON Drive and stormwater improvements at the IKON Site; ii. Any use, no-use, possession, occupation, condition, operation, maintenance or management of the median cut and the stormwater improvements at the IKON Site or any part thereof for which Developer is responsible for the operation, maintenance or management associated therewith for which Developer or its sublessees, franchisers, licensees and its and their respective agents, contractors, employees, servants,officers and directors,is responsible; iii. Any negligence or intentional act or omission on the part of Developer or any of its sublessees, franchisees, licensees and its and their respective agents, contractors, servants,employees,officers or directors; iv. Any accident,injury or damage to any person or property occurring in,on or about or arising from the construction of the median cut and the stormwater improvements at the IKON Site or any part thereof for which Developer is responsible for the operation, maintenance or management; V. Any failure on the part of Developer or its agents,contractors,employees,servants, officers and directors,to perform or comply with any of the covenants, agreements, y' terms,provisions,conditions or limitations contained in this Development Agreement to be performed or complied with by Developer,or vi. Any obligation of Developer under workers'compensation laws or the laws of the federal government or any state government as to any employee benefits or any employment related problems under ERISA, or any other local, state or federal statutory liabilities of Developer. B. In case any action or proceeding is brought against the City by reason of any such claim, Developer,upon written notice from the City,shall at Developer's sole cost and expense,resist and defend such action or proceeding. 5. Indemnification byity, A. City shall fully indemnify, save and hold harmless Developer and its agents, contractors, employees,servants,officers and directors,front and against any and all liabilities,obligations, damages,penalties,claims,costs,charges and expenses,and any and all suits and proceedings in connection therewith, which may be imposed upon or incurred by or asserted against Developer,its said agents,servants,officers,directors and employees by reason of or arising in whole or in part from any of the following or other actual or alleged matters,occurrences, v� events,transactions,acts and omissions during the Term of this Agreement or any renewal or ! extension thereof: 4\inner\cmrtrncLr\duvelopmenl\modern b-I-Av"'.lnpnuml ngnnl•anal-pd -7- . �_.y..._ . ...,....._....._....�r >''."a.. .iii. +t r,. ...... .. .. ._. .. ......�....,...,.__ ,,. ..-..., ._.... ........v.._ ....._.. _ .. .__.�..,,. ... .—,-...r'tG a .. 1 d �, i 1 • . i i. Any work done or action taken b City,its agents,Y 3 6 servants,employees or officials in, k on or about the median cut improvement at West Edgevood/IKON Drive or the j stormwater improvements at the IKON Site or in connection therewith; J I ' ii. Any negligent or intentional act or omission on the part of City,its agents,servants, employees or officinls; ; Any failure on the part of City,its agents,servants,employees or officials to perform or comply with any of the covenants, agreements, terms, provisions, conditions or limitations contained in this Development Agreement,to be performed by or complied with by City;and iv. Any obligation of City or City's contractors or subcontractors under workers' compensation laws,or the hews of the federal government or any state government as to any employee benefits or any employment related problem under ERISA or any other statutory liabilities,local,state or federal. ! V. In case lily action or proceeding is brought against Developer by reason of any site], claim,City,upon written notice from Developer,shall,at City's sole cost and expenses, resist and defend such net-ion or proceeding;provided,however,that City shall not be responsible or liable to Developer or to Chose claiming by,through,or under Developer or be required to protect,defend,indemnify or hold Developer or any such person or entities harmless from any loss or damage which may be occasioned by or through Developer or others (including Developer's business invitees), as a result of the occupancy or use of the IKON Site,or any damage or injury of any nature whatsoever, including,without limitation,any loss or damage which arises from any defect in or failure of or danger in connection with the IKON Site or any improvement thereon or F"��✓✓✓" adjacent thereto, or any utility or other service furnished in connection therewith except as to conditions which are proved to have existed and been present thereon prior to the Execution Date and unknown to Developer or its officers, agents and employees prior to discovery thereof after the Execution Date. Except as specifically described herein,Developer shall use and occupy the IKON Site and all parts thereof and make same available to it business invitees and others at Developer's risk and at no risk or liability to City. G. Agreement Binding Upon Successors and Assigns i The provisions of this Agreement shall be binding upon and inure to the benefit of the parties hereto,their 1 successors,and assigns,and legal representatives. 7. Heading The headings in this instrument have been inserted for convenience or reference only and shall in no way modify or restrict any provision hereof,or be used to construe any such provisions. 8. Modifications in Writing This Agreement may not be changed or modified,either in whole or in part,except by initialing changes herein or by an agreement in writing signed by all parties hereto. 9. Severability_ If any provision of this contract shall for any reason be held invalid,then the invalidity of such specific provision shall not be held to invalidate any other provisions of this contract which shall,thereof,remain in full force and effect. i �' t e:\In�ci\controclD\develnpmmu\modem land co\drvclnpment nRrmt•anal.wpJ -3- IN 111 1 11 1 1 10. waiver. No action taken pursuant to this Agreement,including,but not limited to,any investigation by or on behalf of any party,shall be deemed to constitute a waiver by the party taking such action of the complete compliance with representations,warranties,covenants or agreements contained herein.No waiver,modification,or change shall be binding unless in writing and signed by the party making the waiver. A waiver by any party hereto of a breach of any provision of this Agreement shall not.operate or be construed as a waiver of any subsequent ' i.. .. .. breach. . 11. Counterparts. This Agreement may be executed in any number of counterparts,each of which,when executed and delivered, shall constitute an original;provided,however,that all such counterparts shall constitute one and the same instrument.. IN WITNESS WHEREOF,THE PARTIES HERETO EXECUTE THIS AGREEMENT THE DATE FIRST WRITTEN ABOVE. CITY OF JEFFERSON,MISSOURI MODERN L ND CO.,LLC Mayor Title: ffG%2 ATTEST: ATTEST: ! 2�-2--4 t I City Clerk Title: APPROVED AS TO FORM: A �r City Counselor j- r • r� 1 1}. t 1• i k C:\trnci\contrncts\development\modern land co\development n{,Tmt•final wyd •4' 't .J� r ? l .. a1;y r;»...•::pip+:,.;.,':,).., y ....... __,...,.. »,...-.. ..-..-.,... .n-. �....�..,�.„ {� •.:) . , .. taw: , t