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DEVELOPMENT AGREEMENT TO THE CITY OF MOSCOW, IDAHO 494610 THIS AGREEMENT is entered into this day of 2005, by and between Ted Thompson as general partner of the Thompson Family Limite Partnership (hereinafter referred to as "THOMPSON") and City of Moscow, Idaho, a municipal corporation of the State ofldaho, 206 East Third Street, Moscow, Idaho, 83843 (hereinafter referred to as "CITY"); W I T N E S S E T H : WHEREAS, THOMPSON desires to request from CITY the vacation of the right-of-way connecting the Moscow Urban Renewal Agency (URA) Research and Technology Park Property Phase II (hereinafter referred to as "URA Phase II") to South Mountain View Drive (south of Alturas Drive) (hereinafter referred to as the "Current Right-Of-Way"); and WHEREAS, partially in exchange for such vacation, THOMPSON proposes a replacement sixty foot (60') right-of-way south of the Current Right-Of-Way and north of Palouse River Drive (hereinafter referred to as the "Future Right-Of-Way"); and WHEREAS, THOMPSON and CITY desire that such Future Right-Of-Way be designated and dedicated (but not necessarily constructed) following completion of URA Phase II and Current Right-Of-Way vacation but before any development of properties currently undeveloped and owned by THOMPSON as of the date of this Agreement south of URA Phase II and north of Palouse River Drive, west of South Mountain View Drive (hereinafter referred to as "THOMPSON Property"); and WHEREAS, CITY desires to ensure that there is an acceptable sixty foot (60') wide right-of-way connecting the southerly extension of Blaine and South Mountain View Drive which will allow for orderly development and preservation of appropriate transportation corridors in that area of the City; and WHEREAS, CITY Community Development Director, CITY's Engineer and THOMPSON will determine the appropriate location for the future Right-Of-Way as part of this Agreement; and WHEREAS, THOMPSON desires to develop THOMPSON property; and WHEREAS, THOMPSON enters into this Development Agreement of THOMPSON's own free will and accord, without coercion and without inducement and at THOMPSON's request; and WHEREAS, THOMPSON has read this Agreement, has understood it, and has had the opportunity to avail himself and herself of legal and other counsel prior to entering into this Agreement and prior to signing it; NOW, THEREFORE, THOMPSON and CITY hereby agree as follows: DEVELOPMENT AGREEMENT URA; THOMPSON PAGE 1 0F4 ---PAGE BREAK--- I. PROPERTY AFFECTED: 494610 This Agreement affects property owned by THOMPSON as of the date of this Agreement and located within and/or adjacent to the City of Moscow, Idaho, which is generally described as property south of East State Highway 8, west of South Mountain View Drive, north of Palouse River Drive and east of the southerly extension of Pine Cone Road and as shown on Exhibit attached hereto and incorporated herein by this reference. II. PROPERTY AGREEMENT: A. THOMPSON agrees to dedicate a right-of-way running generally east and west (hereinafter "Future Right-Of-Way"), following completion of URA Phase II and following vacation of the currently existing sixty foot (60') wide right-of-way (hereinafter "Current Right-Of-Way") and before any further development of THOMPSON property. B. Such Future Right-Of-Way shall consist of a minimum of sixty foot (60') wide right-of-way which shall connect South Mountain View Drive with the southerly extension of Blaine Street within the undeveloped portion of THOMPSON property described in Section I of this Agreement. C. Such Future Right-Of-Way shall meet any and all requirements required by Moscow City Code which are currently filled by Current Right-Of-Way. D. Location of such Future Right-Of-Way shall be approved and accepted by CITY Engineer and CITY Community Development Director prior to approval of any plan for development of property described in Section I of this Agreement. E. THOMPSON's compliance with this Development Agreement shall be a condition precedent to any development of property described in Section I of this Agreement. III. EXPENSES FOR FAILURE TO COMPLY: THOMPSON agrees to pay all expenses incurred by CITY in enforcing this Agreement. IV. BINDING ON HEIRS, ASSIGNS AND PURCHASERS: This Agreement shall be binding upon the heirs, assignees of the parties, and subsequent purchasers of the property described in Section I of this Agreement. V. OCCUPANCY: THOMPSON agrees that no person shall be allowed to occupy any part of the property described in Section I of this Agreement for any purpose (other than farming or that THOMPSON property which is developed as of the date of this Agreement) until the DEVELOPMENT AGREEMENT URA; THOMPSON PAGE20F4 ---PAGE BREAK--- 494610 described Future Right-Of-Way is dedicated to CITY or as otherwise provided for by a subsequent development agreement between the parties. VI. VENUE AND ATTORNEYFEES: The parties agree that should any provision of this Agreement be litigated in the future, venue for such litigation shall be with the District Court of the Second Judicial District of the State ofldaho in and for the County of Latah. VII. MODIFICATION: THOMPSON and CITY agree that the provisions of this Agreement may be modified only upon written request of THOMPSON and acceptance of such modification by the City Council or by a subsequent development agreement between the parties. VIII. COVENANTS TO RUN WITH LAND: This Agreement shall run with the land affected hereby, as shall all covenants contained herein, and shall be to the benefit of CITY, its successors and assigns. This Agreement shall be recorded with the Latah County Recorder. IX. NOTICES: Any notice required or called for by this Agreement shall be deemed served upon the party to whom it is sent when delivered by certified or registered United States Mail to the following addresses: THOMPSON: CITY: XI. UNDERSTANDING: Ted Thompson Thompson Family LP I 024 Pine Crest Road Moscow, ID 83843 Telephone: (208) 882-8940 Marshall H. Comstock, Mayor City of Moscow P 0 Box 9203 206 East 3rd Street Moscow, ID 83843 Telephone: (208) 883-7000 FAX: (208) 883-7018 THOMPSON has read and understands this Agreement and the contents thereof and has had the opportunity to avail themselves of legal and of other counsel before entering into DEVELOPMENT AGREEMENT URA; THOMPSON PAGE30F4 ---PAGE BREAK--- this Agreement and before signing it, and hereby enters into it voluntarily, willingly, and without inducement. IN WI1NESS WHEREOF, the parties have executed this Agreement to be effective the date first above written. STATE OF IDAHO ) ) ss County of Latah ) CITY: ATTEST: On this _Jj_ day of 2005, before me, the undersigned, a Notary in and for said State, personally appeared Ted ompson, known to me to be the person whose name is subscribed to the foregoing and aclffiowledged to me that he executed the same as the duly authorized representative for Thompson Family Limited Partnership and is legally authorized to bind Thompson Family Limited Partnership to this Agreement. IN WITNESS WHEREOF, I have hereunto set my hand and affixed my official seal the day and h . b ,.,.,;fl\\.\1\llilll!/ii; year erema ove 8 EN I" 1\t 'v j v AR • • h lIJ.J Y :t : : = : of F p u "B \ .0 H· G L Q'l' E k-'l; Al TE QY. IJt;l 1/limf!l\\\\\\' Agreement\DeVAg;URA;Thompson, Ted pm DEVELOPMENT AGREEMENT URA; THOMPSON