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AN ORDINANCE AUTHORIZING THE MAYOR TO ENTER INTO A SUBDIVIDER-DEVELOPMENT AGREEMENT WITH CYPRESS CLEVELAND I, LTD FOR THE CROSSINGS AT BUTTERNUTRIDGE SUBDIVISION.

WHEREAS, the Council and the Administration desire to enter into a Subdivider-Developer Agreement with Cypress/Cleveland I, LTD for The Crossings at Butternut Ridge Subdivision; and

WHEREAS, the Developers have submitted the Subdivision Plat to the Planning Commission of the City of North Ridgeville, and the Planning Commission gave final approval on June 29, 1998; and

WHEREAS, Cypress/Cleveland I, LTD, and the City of North Ridgeville shall, pursuant to Section 1228.01(b) of the Codified Ordinances of the City, execute a Subdivider-Developer Agreement.

NOW, THEREFORE, BE IT ORDAINED BY THE COUNCIL OF THE CITY OF NORTH RIDGEVILLE, LORAIN COUNTY, OHIO:

SECTION 1: That the Mayor of the City of North Ridgeville, Ohio, is authorized and directed to enter into a Subdivider~Development Agreement with Cypress/Cleveland I, LTD, in substantially the same form as the Subdivider Agreement attached hereto and marked Exhibit A, for the development of The Crossings at Butternut Ridge Subdivision, which Agreement is in a form satisfactory to and approved by the Director of Law and in accordance with the ordinances of the City of North Ridgeville.

SECTION 2: That it is found and determined that all formal actions of this Council concerning and relating to the adoption of this Ordinance were adopted in an open meeting of this Council and that all deliberations of this Council and any of its committees that resulted in such formal action, were in meetings open to the public, in compliance with all legal requirements including Sec. 121.22 of the Ohio Revised Code.

SECTION 3: That this Ordinance shall take effect and be in full force from and after the earliest period allowed by law.

DEVELOPER'S AGREEMENT
This Agreement is authorized by the Codified Ordinances of North Ridgeville, Ohio.
SECTION I - IDENTIFICATION OF PRINCIPAL PARTIES:
This Developer's Agreement is by and between the City of North Ridgeville, Ohio, hereinafter referred as "CITY", and Cypress Cleveland, LTD, a Texas Limited Partnership, hereinafter referred to as "DEVELOPER"

SECTION II - SUCCESSORS AND ASSIGNS:
This Agreement shall be binding upon and shall inure to the CVTY, its legal representatives, agents, elected and appointed officials, and the DEVELOPER, its legal representatives, successors, and assigns or heirs and assigns. Except upon first obtaining express written consent of the CITY; which consent shall not be unreasonably withheld, delayed or conditioned, the DEVELOPER SHALL NOT assign, transfer or otherwise convey any right to the or interest in this Agreement, nor be released of its obligation, liability and responsibility set forth herein.
SECTION III DESCRIPTION OF PROPERTY:
This Agreement shall cover the development of real estate owned or to be owned by DEVELOPER and known as the "The Crossings at Butternut Ridge" (the "Site Plan Area"). A copy of the plat of said Site Plan Area prepared by Robert E. Robbins, Reg. P.E. No. E-47934 of URS Greiner, Inc. and approved by the City Planning Commission on June 29, 1998, is marked Exhibit A and is referenced herein for the purpose of identification of the real estate and improvements covered by this Agreement Exhibit A is presently filed with the City of North Ridgeville Planning Conirnission.
SECTION IV- REOUIRED IMPROVEMENTS:
The DEVELOPER agrees to plan, manage, schedule, supervise, and to construct all required improvements within the Site Plan Area, and to construct such additional improvements outside the limits of the Site Plan Area which will be required to serve the facilities to be located within the Site Plan Area, as specified in this Agreement.
A) The required improvements to be constnicted within the Site Plan Area are delineated on A and include:
1) Sanitary sewer system;
2) Storm sewer system;
3) Water main with fire hydrants;
4) Concrete street pavements with an underdrain system;
5) Concrete sidewalks;
6) Street lighting;
7) Grading of lots;
8) Storm laterals serving yard dralns on each lot; and
9) Any other improvements reasonably required by City Ordinances or by the North Ridgeville Planning Commission which are reasonably necessary for operation of the Site Plan Are:
B) The improvements that will be located outside the limits of the Site Plan Area include the Storm sewer, sanitary sewer, water main, sidewalk, and street pavement as needed to connect to the existing facilities in Lear Nagle Road and Lorain Road (a.k.a. "Butternut Ridge Road") right-of-way. The CITY agrees that it will undertake to completion, if necessary, "quick take" acquisition of property required to extend Nations Drive to its intersection with Lorain Road. DEVELOPER agrees that it will reimburse the CITY all reasonable attorneys fees, costs and expenses the CITY may incur in securing such extension.
C) The DEVELOPER shall be responsible for the entire cost of all of the required improvements, including but not limited to:
1) Surveys and plat drawings;
2) Construction and installation cost;
3) Engineering design;
4) City review and inspection cost;
5) Construction layout surveys, by a private surveyor;
6) Various permit fees; and
7) Bonds, insurance and title guaranties.

D) The DEVELOPER shall hold the CITY harmless from any and all costs, expenses, liabilities and claims arising therefrom.
SECTION V- COMPLETION TIME:
The DEVELOPER agrees to complete all required improvements listed in Section IV herein, except yard drains, within 365 consecutive working days, excluding those days on which work cannot proceed due to weather,forces majeurs or other conditions beyond DEVELOPER 'S control, after the date that any work is commenced on any improvement required under Section IV (A) and ('3) of this Agreement, further provided, however, that any delay arising from the quick take proceeding shall correspondingly extend said completion date for the same number of days from the completion of the quick take acquisition of property.

SECTION VI COMPLIANCE WITHLAWS. REGULATIONS AND COSTS:
The DEVELOPER shall be responsible for carrying out and completing all requirements in compliance with all applicable Federal, State and City laws, regulations and codes, including but not limited to:
(a) Federal and State Wetlands regulations; b) State plan approval and permits for water main extensions; (c) State plan approval and permits sanitary sewer extension; and (d) State NPDES permit for storm water discharge from a construction area.
The DEVELOPER and not the CITY shall have the obligation and responsibility to comply with any and all laws, rules and regulations relating to or regarding WETLANDS, including the obtaining of any necessary permits or exceptions therefrom.
The DEVELOPER and not the CITY shall have the obligation and responsibility to coniply with the NPDES permit for storm water discharge from the construction area, including but not limited to:
(a) Identifying potential pollutant sources (b)Using temporary stabilization practices to reduce corrosion problems and prevent sediment from being discharged into the existing storm sewer or a ditch or any natural drainage course; and c)Maintain all required records as required to show compliance with the storm water discharge permit.
The DEVELOPER shall file with the City Engineer a copy of all permit applications and permits issued for the permits listed in this Section.

SECTION VII - IMPROVEMENT PLANS:
The DEVELOPER has flimished and the CITY has accepted the required Plat, hereinbefore identified as the Site Plan Area depicted in Exhibit A.
The DEVELOPER, in order to flimish the required improvement plans for use in the construction of all the improvements included in this Agreement agrees that said improvement plans shall be prepared by a registered Professional Engineer, who shall be in good standing and duly registered with the Ohio Board of Registration for Professional Engineers and Surveyors, with authorization to practice in the State of Ohio. Before construction of any improvements by the DEVELOPER on any land included in A the improvement plans of the items to be constructed shall be subject to the City Engineer's review and approval. Said review shall be limited to compliance with City ordinances and construction standards and the requirements of this Agreement. Said approval shall not be unreasonably withlield, delayed or conditioned. All required improvements shall be constructed in accordance with the approved improvement plans.

SECTION VIII - LICENSED CONTRACTORS:
The DEVELOPER agrees to employ a contractor licensed by the CITY as an excavating contractor for the construction of the water main and sewers. The DEVELOPER agrees to employ a paving contractor, with experience in concrete paving work, who is first approved in writing for the work by the City Engineer, such approval not to be unreasonably withheld, delayed or conditioned.

SECTION IX - LIABLITY INSURANCE CERTIFICATE:
Before the DEVELOPER commences work on any of the required improvements identified in Section Iv herein, DEVELOPER shall file with the City Engineer, copy(s) ofLiability Certificates of Insurance for each contractor performing any work on said improvements, with the City of North Ridgeville, Ohio, its elected and appointed officials and employees named as additional insureds. The liability insurance shall remain in force until all work has been completed. The liability ljinits for the required coverages noted herein above shall be at least:
EACH OCCURRENCE

Bodily Injury and Property Damage Combined Each Occurrence - $2,000,000.00, Aggregate $2,000,000
Vehicle Liability - Each Occurrence $1,000,000.00, Aggregate - $1,000,000.00

SECTION X - PERFORMANCE BOND/LETTER OF CREDIT:
Before Final Plat approval by the City, the DEVELOPER agrees to post a performance bond in the amount of Four Million Two Hundred Thousand Dollars ($4,200,000.00) or irrevocable letter of credit subject to approval as to amount by the City Engineer, and as to form by the City Law Director or his representative. The performance bond or letter of credit (as the case may be) shall be to guarantee the payment and installation of all improvements required hereunder by law or this Agreement by law which are not completed by the DEVELOPER and accepted by the North Ridgeville City Council. The DEVELOPER agrees the expenditure of flinds by the DEVELOPER in completing part of the required improvements does not reduce the amount of the performance bond or letter of credit (as the case may be) for which the DEVELOPER is individually and collectively responsible.
If applicable, performance shall be guaranteed individually by the DEVELOPER'Sprincipals, general partners, shareholders, officers and directors (as the case may be)as determined and approved by the City Law Director, such approval not to be unreasonably withheld, delayed or conditioned.
If applicable, the letter of credit shall be in conformity with O.R.C. Chapter 1305 or such other requirements as are reasonably and timely determined by the City Law Director.

Continued under DEVELOPER AGREEMENT II

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Page Updated Fri Oct 1, 2004 10:56pm EDT