South View Estates Development Agreement w/exhibitsDEVELOPMENT AGREEMENT
SOUTH VIEW ESTATES
RURAL HOUSING INCENTIVE DISTRICT
THIS DEVELOPMENT AGREEMENT ("Agreement") is entered into effective as of
August 30, 2021 (the "Effective Date"), by and between the CITY OF SALINA, KANSAS, a municipal
corporation of the State of Kansas ("City"), and SOUTH VIEW ESTATES, LLC, a Kansas limited
liability company engaged in the business of development with its principal office located at 1334A North
Ohio, Salina, Kansas 67401 ("Developer"). The City and the Developer are each a "Party" and
collectively the "Parties."
RECITALS
A. Developer has acquired real property located within the boundaries of City and described
on Exhibit A attached hereto and incorporated herein by reference (the "Property").
B. Developer desires to develop the Property by constructing the "South View Estates"
residential development and all related internal infrastructure improvements ("South View Estates
Development"), all as more fully described herein.
C. City has determined that the construction of South View Estates Development will foster
the economic development of City and surrounding area of Saline County, Kansas.
D. The Parties are authorized to enter into this Agreement and to complete the responsibilities
set forth herein with respect to South View Estates Development.
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 AND RULES OF CONSTRUCTION
1.1 Definitions. As used in this Agreement, the following words and terms have the meaning
set forth below:
"Agreement" means this Development Agreement, as the same may be from time to time
modified, amended or supplemented in writing by the Parties hereto.
"City" means the City of Salina, Kansas.
"City Expenses" means all legal and professional costs, fees and expenses incurred by City with
regard to the preparation of this Agreement, the Funding Agreement, and any and all other Ordinances,
Resolutions or other documents necessary for implementation of the District as well as for representation
and appearances of legal counsel at any hearings or proceedings required to implement the District.
"Concept Site Plan" means the site development plan prepared by a licensed professional
engineer, or firm thereof, acceptable to City, depicting the conceptual program for construction of the
Development Project and the Internal Infrastructure Improvements.
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"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.
"County" means Saline County, Kansas.
"Developer" means South View Estates, LLC, a Kansas limited liability company, or its permitted
successors or assigns.
"Development Costs" means the total amount spent or expected to be spent by Developer to
construct the Work.
"Development Plan" means the Development Plan prepared by the City in accordance with the
provisions of the Rural Housing Incentive District Act and approved by the Developer, a copy of which is
attached hereto at Exhibit H.
"Development Project" means single family residential units and auxiliary structures to be
constructed on the Property in accordance with the Concept Site Plan.
"District" means the South View Estates Rural Housing Incentive District to be established
pursuant the Rural Housing Incentive District Act and the RHID Ordinance.
"Eligible Costs" means the City Expenses, Property acquisition costs, and that portion of the costs
of the Internal Infrastructure Improvements which are reimbursable to the Developer pursuant to the
provisions ofK.S.A. 12-5249, including associated legal, engineering and project finance costs, all as more
specifically described on Exhibit C attached hereto and incorporated herein by this reference, but excludes
costs paid with or reimbursed from direct funds from third parties other than financing institutions (i.e.
American Rescue Plan funding from the City or Saline County).
"Funding Agreement" means the funding agreement between the City and the Developer, dated
July 27, 2021, relating to the Developer providing a source of funds to the City to finance costs incurred by
the City for legal, financial, planning, inspection, and other services, or for direct out-of-pocket expenses
and other reasonable costs resulting from services rendered to the Developer to review, evaluate, process,
and inspect the Project and actions related thereto.
"Governing Body" means the City Commission of the City of Salina, Kansas.
"Internal Infrastructure Improvements" means the electric, gas, water, sewer, storm sewer, and
street improvements necessary for South View Estates Development and located within the boundaries of
the Property, including engineering costs, any costs of right-of-way and appurtenances related thereto, as
set forth on the approved plat for South View Estates Development, all as more specifically described on
Exhibit C attached hereto and incorporated herein by this reference.
"Material Change" means any change in the Concept Site Plan that significantly affects the nature
of the Internal Infrastructure Improvements, modifies the number of single family residences, or
increases/decreases the cost of the Development Project by 10% or more for each change or 20% in the
aggregate.
"Mayor" means the Mayor of the City of Salina, Kansas or their duly authorized agent.
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"Plans and Specifications" means the plans and specifications for the Internal Infrastructure
Improvements prepared by a licensed professional engineer, or firm thereof, acceptable to City.
"Project Milestones" means the performance of the Development Project described on Exhibit F
hereto in accordance with the provisions of Section 4.2.
"Property" means the real property (including but not limited to fee interests, leasehold interests,
tenant-in-common interests, and such other like or similar interests) on which the Development Project will
be located, more specifically described in Exhibit A attached hereto and depicted on Exhibit B attached
hereto.
"Related Party" means any party related to the Developer by one of the relationships described in
Section 267(b) of the United States Internal Revenue Code of 1986, as amended and any successor entity
in which the principals of the Developer (either individually or collectively) or Developer own or control
no less than fifty percent (50%) of the voting interest in such successor entity.
"RHID Funds" means those amounts paid from the Saline County Treasurer to the Treasurer of
the City pursuant to K.S.A. 12-5250(b)(2)(A) as a result of South View Estates Development.
"RHID Ordinance" means the ordinance passed by the Governing Body approving the
Development Plan and establishing the District.
"Rural Housing Incentive District Act" means K.S.A. 12-5241 et seq., as amended.
"Substantial Completion" means the stage in the progress of the Work when the Work or
designated portions thereof is sufficiently complete in accordance with the Construction Plans, excepting
all punch list items so that Developer can occupy or utilize the Work for its intended purpose.
"Work" means all work necessary to prepare the Property and to construct the Development
Project and the Internal Infrastructure Improvements, including; (1) demolition and removal of any existing
improvements located on the Property, grading and earthwork; (2) construction, reconstruction and/or
relocation ofutilities; (3) construction of the single family residences and related structures; ( 4) construction
and installation of site landscaping on the Property, as described in the Concept Site Plan; and (5) all other
Work described in the Concept Site Plan, or reasonably necessary to effectuate the intent of this Agreement.
1.2 Rules of Construction. For all purposes of this Agreement, except as otherwise expressly
provided or unless the context otherwise requires, the following rules of construction apply in construing
the provisions of this Agreement:
(a) The terms defined in this Article include the plural as well as the singular.
(b) All accounting terms not otherwise defined herein have the meanings assigned to them,
and all computations herein provided for will be made, in accordance with generally accepted accounting
principles.
( c) All references herein to "generally accepted accounting principles" refer to such principles
in effect on the date of the determination, certification, computation or other action to be taken hereunder
using or involving such terms.
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( d) All references in this instrument to designated "Articles," "Sections" and other
subdivisions are to the designated Articles, Sections and other subdivisions of this instrument as originally
executed.
(e) The words "herein," "hereof' and "hereunder" and other words of similar import refer to
this Agreement as a whole and not to any particular Article, Section or other subdivision.
(f) The Article and Section headings herein are for convenience only and will not affect the
construction hereof.
ARTICLE II
REPRESENTATIONS AND WARRANTIES
2.1 Representations of the City. The City makes the following representations and
warranties, which are true and correct on the date hereof, to the best of the City's knowledge:
(a) Due Authority. The City 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, and this Agreement has been 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.
(b) No Defaults or Violation of Law. The execution and delivery of this Agreement, the
consummation of the transactions contemplated hereby, and the fulfillment of the terms and conditions
hereof do not and will not conflict with or result in a breach of any of the terms or conditions of any
agreement or instrument to which it is now a party, and do not and will not constitute a default under any
of the foregoing.
( c) No Litigation. There is no litigation, proceeding or investigation pending or, to the
knowledge of the City, threatened against the City with respect to this Agreement or affecting the Property.
In addition, no litigation, proceeding or investigation is pending or, to the knowledge of the City, threatened
against the City seeking to restrain, enjoin or in any way limit the approval or issuance and delivery of this
Agreement or which would in any manner challenge or adversely affect the existence or powers of the City
to enter into and carry out the transactions described in or contemplated by the execution, delivery, validity
or performance by the City of the terms and provisions of this Agreement.
(d) Governmental or Corporate Consents. No consent or approval is required to be obtained
from, and no action need be taken by, or document filed with, any governmental body or corporate entity
in connection with the execution and delivery by the City of this Agreement other than as set forth herein.
(e) No Default. No default or Event of Default has occurred and is continuing, and no event
has occurred and is continuing which with the lapse of time or the giving ofnotice, or both, would constitute
a default or an event of default in any material respect on the part of the City under this Agreement.
2.2 Representations of the Developers. The Developer makes the following representations
and warranties, which are true and correct on the date hereof, to the best of the Developer's knowledge:
(a) Due Authority. The Developer has all necessary power and authority to execute and
deliver and perform the terms and obligations of this Agreement and to execute and deliver the documents
required of the Developer herein, and such execution and delivery has been duly and validly authorized and
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approved by all necessary proceedings. Accordingly, this Agreement constitutes the legal valid and binding
obligation of the Developer, enforceable in accordance with its terms.
(b) No Defaults or Violation of Law. The execution and delivery of this Agreement, the
consummation of the transactions contemplated hereby, and the fulfillment of the terms and conditions
hereof do not and will not conflict with or result in a breach of any of the terms or conditions of any
corporate or organizational restriction or of any agreement or instrument to which they are now a party, and
do not and will not constitute a default under any of the foregoing.
(c) No Litigation. No litigation, proceeding or investigation is pending or, to the knowledge
of the Developer, threatened against South View Estates Development, the Developer, or any officer,
director, member or shareholder of the Developer. In addition, no litigation, proceeding or investigation is
pending or, to the knowledge of the Developer, threatened against the Developer seeking to restrain, enjoin
or in any way limit the approval or issuance and delivery of this Agreement or which would in any manner
challenge or adversely affect the existence or powers of the Developer to enter into and carry out the
transactions described in or contemplated by the execution, delivery, validity or performance by the
Developer, of the terms and provisions of this Agreement.
( d) No Material Change. (1) The Developer has not incurred any material liabilities or entered
into any material transactions other than in the ordinary course of business except for the transactions
contemplated by this Agreement and (2) there has been no material adverse change in the business, financial
position, prospects or results of operations of the Developer, which could affect the Developer's ability to
perform its obligations pursuant to this Agreement from that shown in the financial information provided
by the Developer to the City prior to the execution of this Agreement.
(e) Governmental or Corporate Consents. No consent or approval is required to be obtained
from, and no action need be taken by, or document filed with, any governmental body or corporate entity
in connection with the execution, delivery and performance by the Developer of this Agreement other than
as set forth herein.
(f) No Default. No default or Event of Default has occurred and is continuing, and no event
has occurred and is continuing which with the lapse of time or the giving of notice, or both, would constitute
a default or an event of default in any material respect on the part of the Developer under this Agreement,
or any other material agreement or material instrument to which the Developer is a party or by which
Developer is or may be bound.
(g) Approvals. The Developer has received and is in good standing with respect to all
certificates, licenses, inspections, franchises, consents, immunities, permits, authorizations and approvals,
governmental or otherwise, necessary to conduct and to continue to conduct its business as heretofore
conducted by it and to own or lease and operate its properties as now owned or leased by it. The Developer
has obtained, or reasonably believes it will obtain in due course, all certificates, licenses, inspections,
franchises, consents, immunities, permits, authorizations and approvals, governmental or otherwise,
necessary to acquire, construct, equip, operate and maintain the Development Project; or reasonably
believes that all such certificates, licenses, consents, permits, authorizations or approvals which have not
yet been obtained will be obtained in due course.
(h) Construction Permits. All governmental permits and licenses required by applicable law
to construct, occupy and operate the Development Project have been issued and are in full force and effect
or, if the present stage of development does not allow such issuance, the Developer reasonably believes,
after due inquiry of the appropriate governmental officials, that such permits and licenses will be issued in
a timely manner in order to permit the Development Project to be constructed.
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(i) Compliance with Laws. The Developer is in material compliance with all valid laws,
ordinances, orders, decrees, decisions, rules, regulations and requirements of every duly constituted
governmental authority, commission and court applicable to any of its affairs, business, operations as
contemplated by this Agreement.
(j) Other Disclosures. The information furnished to the City by the Developer in connection
with the matters covered in this Agreement is true and correct and does not contain any untrue statement of
any material fact and does not omit to state any material fact required to be stated therein or necessary to
make any statement made therein, in the light of the circumstances under which it was made, not misleading.
(k) Contractors. All contracts with contractors shall warrant that the work performed or
material supplied by that contractor to the Development Project will be free from any defects in materials
and workmanship for a period of at least two (2) years from the date of completion, and that such warranty
does not restrict or otherwise limit that contractor's obligation to construct the Development Project in a
workmanlike manner and in accordance with the Construction Plans and this Agreement as it pertains to
that contractor's work.
2.3 Maintenance of Existence. During the term of this Agreement the Developer (including
any permitted successors or assigns) will maintain its legal existence, will continue to be in good standing
under the laws of the State of Kansas and will not dissolve, consolidate with or merge into another entity
or permit one or more other entities to consolidate with or merge into it.
2.4 Conditions to the Effectiveness of this Agreement. Contemporaneously with the
execution of this Agreement, and as a precondition to the effectiveness of this Agreement, the Developer
will submit the following documents to the City:
(a) a copy of the Developer's Articles of Organization and a good standing certificate dated
within one month of the date of this Agreement, each certified by the Secretary of State of the State of
Kansas;
(b) a certified copy of the Operating Agreement of the Developer;
( c) a list of each member of the Developer and the associated percentage ownership, and if
such member is not an individual, the individual owners and percentage ownership of such member;
(d) the Concept Site Plan;
(e) an executed copy of the Funding Agreement; and
(t) a legal opinion from counsel to the Developer in form and substance acceptable to the City
covering: (i) the due organization of the Developer and the power and authority of the Developer to execute
this Agreement, and (ii) the enforceability of this Agreement against the Developer.
2.5 Final Approval Required. Notwithstanding anything herein to the contrary, this
Agreement will be void: (a) if the City does not finalize all required steps to create the District pursuant to
the Rural Housing Incentive District Act by adoption of the RHID Ordinance within 60 days after the
Effective Date; or (b) ifthe District is nullified in the manner set forth in K.S.A. 12-5246. Until the passage
of the RHID Ordinance, the Governing Body retains sole discretion on the Development Project. In
addition, the zoning commission and the City retain full discretion within existing ordinances and policy
regarding its zoning, planning, permitting and inspection requirements.
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ARTICLE III
RURAL HOUSING INCENTIVE DISTRICT
3.1 Preliminary Resolution. Governing Body has heretofore adopted Resolution
No. 21-7955 on May 3, 2021 (the "Preliminary Resolution"), which made certain findings pursuant to the
Rural Housing Incentive District Act, relative to the need for housing in the City and declaring an intent to
establish rural housing incentive districts within the City.
3.2 Department of Commerce Finding. Pursuant to the Preliminary Resolution, the City
caused to be prepared a Housing Needs Analysis and forwarded the same with the Preliminary Resolution,
to the Kansas Secretary of Commerce. On May 21, 2021, the Kansas Secretary of Commerce issued a letter
to the City making certain findings required by the Rural Housing Incentive District Act, and approved the
City's ability to establish rural housing incentive districts.
3.3 Further Proceedings. City has caused to be prepared the Development Plan in accordance
with the provisions of the Rural Housing Incentive District Act, and plans to consider a resolution calling
a public hearing relative to the Development Plan, conduct a public hearing, and consider the RHID
Ordinance approving the Development Plan and establishing the District. The District will be deemed to
be established at the time the RHID Ordinance is passed by the Governing Body and published as required
by law. The Parties acknowledge that the creation of the District is subject to nullification in the manner
set forth in K.S.A. 12-5246.
4.1 Concept Site Plan.
ARTICLE IV
CONSTRUCTION
(a) Developer, at its cost, has had prepared the Concept Site Plan, which is hereby approved
by the Parties. Notwithstanding anything to the contrary herein, the City's acceptance of the Concept Site
Plan is not acceptance of the final site plan as required by the City ordinances and the City retains full and
complete discretion to review, modify and approve or not approve such final site plan through its normal
planning, zoning and permitting process.
(b) Developer will promptly notify City in writing of any proposed Material Changes to the
Concept Site Plan at least 60 days prior to the implementation of any such Material Change, including a
description of the Material Change and reasons therefore, including any supporting documentation
requested by the City. The City will respond in writing within 45 days after receipt of the notice and all
requested supporting documentation. Developer may implement a proposed Material Change to the
Concept Site Plan only with the advance written consent of the City or if such notice is not responded to
pursuant to the timelines above.
(c) Developer may make changes which are not Material Changes to the Concept Site Plan or
any aspect thereof as site conditions or other issues of feasibility may dictate or as may be necessary or
desirable in the sole determination of Developer to enhance the economic viability of the Development
Project, with approval from the City Manager or the City Manager's designee provided that such approval
will not act as a waiver, alteration, or replacement of any required zoning, planning, permitting and
inspection requirements.
4.2 Project Milestones and Schedule. The Developer agrees to meet the Project Milestones
not later than the times set forth in Exhibit For the Developer will be in material breach of this Agreement.
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4.3 Development Project Construction.
(a) Developer will construct the Development Project in a good and workmanlike manner in
accordance with the terms of the Development Plan and this Agreement and as set forth in the Construction
Plans. Notwithstanding anything to the contrary herein, all work on the Development Project will comply
with existing City codes, rules and regulations. If Developer or a Related Party serves as general contractor
or a sub-contractor for the Development Project, Developer or such Related Party will not charge more for
such services than a third-party contractor would customarily charge for such services, as determined by
such documentation that is requested by and acceptable to the City in the City's discretion. All work on
the Development Project will be inspected by City staff during construction as if this Agreement did not
exist.
(b) Developer may enter into one or more construction contracts to compete the Work for the
Development Project. Prior to the commencement of construction of the Development Project, Developer
will obtain, or will require that any such contractor obtain, the insurance required in Section 6. 8 hereof and
will deliver evidence of such insurance to City.
(c) Promptly after Substantial Completion of the Work with respect to the Development
Project in accordance with the provisions of this Agreement, Developer will furnish to City a Certificate of
Substantial Completion in the form attached hereto as Exhibit D. The City will, within thirty (30) days
following delivery of each Certificate of Substantial Completion, carry out such inspections as it deems
necessary to (i) verify reasonable satisfaction with, and the accuracy of, the certifications contained in each
Certificate of Substantial Completion, and (ii) verify, in the City's reasonable discretion, that the
Development Project have been constructed to meet or exceed City quality standards and comply with all
applicable City code and permitting requirements, such verification not to be unreasonably withheld. Each
Certificate of Substantial Completion will be accepted or rejected by the City in its discretion, but
acceptance will not be unreasonably withheld. If a Certificate of Substantial Completion is rejected by the
City, the City will furnish 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.
4.4 Internal Infrastructure Improvements Construction.
(a) Developer will construct, at its cost, the Internal Infrastructure Improvements in a good
and workmanlike manner in accordance with the Plans and Specifications approved by City and in
compliance with the Project Milestones. Developer will complete the Internal Infrastructure Improvements
prior to commencement of any vertical construction unless Developer complies with a safety plan approved
by the Fire Marshall, which will be attached hereto as Exhibit J. If Developer or a Related Party serves as
general contractor or sub-contractor for the Internal Infrastructure Improvements, Developer or such
Related Party will not charge more for such services than a third-party contractor would customarily charge
for such services, as determined by such documentation that is requested by and acceptable to the City in
the City's discretion.
(b) Developer is responsible for securing any rights-of-way and/or easement rights from
private parties necessary to improve or build the Internal Infrastructure Improvements and City will
reasonably cooperate with Developer with respect to any such acquisition. All costs associated with the
acquisition of rights-of-way and/or easements from third-parties unrelated to Developer will be considered
an Eligible Cost. City will reasonably cooperate with Developer in obtaining all necessary permits for
construction of the Internal Infrastructure Improvements in accordance with the City's standard permitting
process.
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(c) Developer may enter into one or more construction contracts to complete the Work for the
Internal Infrastructure Improvements. Prior to the commencement of construction of the Internal
Infrastructure Improvements, Developer will obtain or will require that any such contractor obtain, the
insurance required by Section 6.8 hereof and will deliver evidence of such insurance to City.
(d) Promptly after Substantial Completion of the Work with respect to the Internal
Infrastructure Improvements, or a phase thereof, in accordance with the provisions of this Agreement,
Developer will furnish to City a Certificate of Substantial Completion in the form attached hereto as
Exhibit D. The City will, within thirty (30) days following delivery of each Certificate of Substantial
Completion, carry out such inspections as it deems necessary to (i) verify reasonable satisfaction with, and
the accuracy of, the certifications contained in each Certificate of Substantial Completion, and (ii) verify,
in the City's reasonable discretion, that the Internal Infrastructure Improvements have been constructed to
meet or exceed City quality standards and comply with all applicable City code and permitting
requirements. Each Certificate of Substantial Completion will be deemed accepted by City unless, prior to
the end of such 30-day period after delivery to City of each Certificate of Substantial Completion, City
furnishes Developer with specific written objections to the status of the Work, describing such objections
and the written objections to the status of the Work, describing such objections and the measures required
to correct such objections in reasonable detail.
(e) After Substantial Completion of the Internal Infrastructure Improvements and verification
by the City, in the City's reasonable discretion, that the Internal Infrastructure Improvements have been
constructed to meet or exceed City quality standards and comply with all applicable City code and
permitting requirements, Developer will dedicate to the City, and the City will accept, title to the Internal
Infrastructure Improvements. Following such dedication, City will be responsible, at its sole cost and
expense, for all operating and capital costs for the dedicated Internal Infrastructure Improvements from that
date forward, and will maintain the dedicated Internal Infrastructure Improvements in a manner consistent
with similar public improvements in the City. Notwithstanding the foregoing, Developer may, at its sole
discretion and expense, enhance the maintenance of operation of the Internal Infrastructure Improvements
for the betterment of the Development Project with prior consent of the City.
4.5 Construction Permits and Approvals. Before commencement of construction or
development of any buildings, structures or other work or improvements, the Developer shall secure or
cause to be secured any and all permits and approvals which may be required by the City and any other
governmental agency having jurisdiction as to such construction, development or work. Such permits and
approvals may be obtained by Developer in phases corresponding to particular stages of construction.
4.6 No Waiver. Nothing in this Agreement shall constitute a waiver of the City's right to
consider and approve or deny governmental approvals pursuant to the City's regulatory authority as
provided by city building code and applicable State law. The Developer acknowledges that satisfaction of
certain conditions contained in this Agreement require the reasonable exercise of the City 's discretionary
zoning authority by the City's planning commission and governing body in accordance with the City's
zoning ordinance, the City building code and applicable State law.
4.7 Land Use Restriction. The Developer agrees that the Property will be utilized for
residential purposes only and all other types of land uses are prohibited in the Development Project or on
the Property unless approved in writing by the City prior to the execution of a letter of intent, lease or prior
to the sale of land.
4.8 Sale of Constructed Homes. The Developer acknowledges that the City is willing to
permit the Developer Project to participate in the rural housing incentive program in order to increase the
supply of certain types of available homes within the City. Therefore, all residential units constructed as
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part of the Developer Project will meet the requirements set forth on Exhibit G (the "Required Housing
Standards"), or the Developer will be in material default of this Agreement.
ARTICLEV
FINANCING OBLIGATIONS
5.1 Financing of Internal Infrastructure Improvements.
(a) The City, in its sole discretion and at any time, may elect to fund a portion of the Eligible
Costs of the Internal Infrastructure Improvements through funds other than RHID Funds. The City will be
entitled to reimbursement of all Eligible Costs paid by the City on a pro-rata basis from each distribution
ofRHID Funds.
(b) The County, in its sole discretion and at any time, may elect to fund a portion of the Eligible
Costs of the Internal Infrastructure Improvements. The County will be entitled to reimbursement of all
Eligible Costs paid by the County on a pro-rata basis from each distribution ofRHID Funds in accordance
with the terms of the agreement between the City and the County attached as Exhibit K.
(c) Unless funded by the City or the County, all costs of the Internal Infrastructure
Improvements will be paid in cash, or financed, by Developer. The City will use RHID Funds to reimburse
the Developer on a pro-rata basis from each distribution ofRHID Funds for all or a portion of the Eligible
Costs paid by the Developer, subject to the terms of this Agreement. Reimbursements for expenses paid or
financed by the Developer will be made solely to the Developer. So long as the total amount of Eligible
Costs requested for reimbursement by the Developer does not exceed the actual amount expended by the
Developer for such use or 110% of the total set forth on Exhibit C, the Developer may seek reimbursement
of any particular line item on Exhibit C not exceeding 120% of the amount stated therein.
(d) For clarity, and by way of example only, pro-rata distributions ofRHID Funds between the
City, the County, and the Developer will be calculated using the following methodology:
City
County
Developer
Total
Eligible Expenses Paid
$ 500,000
1,000,000
6,500,000
$8,000,000
Allocated pro-rata portion
o(RHID Funds
6.25%
12.50%
81.25%
100.00%
The allocation of RHID Funds will be recalculated when necessitated by a change in submitted Eligible
Expenses by a party or a reduction in allowable Developer Eligible Expenses pursuant to this Agreement.
Recalculations of the RHID Funds allocation will apply on a prospective basis only.
5.2 Request for Reimbursement. The Developer will certify all costs and expenditures to be
made in connection with the Eligible Costs in accordance with the following:
(a) The Developer will submit to the City a Request for Reimbursement in the form attached
hereto as Exhibit E setting forth the amount for which reimbursement is sought and an itemized listing of
the related Internal Infrastructure Improvements.
(b) Each Request for Reimbursement will be accompanied by such bills, contracts, invoices,
or other evidence reasonably satisfactory to the City to document that payment has been made by the
Developer for such Eligible Costs.
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(c) The Developer, at its cost, will engage a licensed appraiser to perform an appraisal of the
Property and submit the final report to the City reflecting the market value of the Property. Eligible Costs
for property acquisition will be limited to the lesser of (i) the stated market value in the final appraisal report
and (ii) the actual purchase price for the Property reflected by documentation reasonably satisfactory to the
City.
5.3 Reimbursement. The City will have 30 calendar days after receipt of any Request for
Reimbursement to review and respond by written notice to the Developer. If the submitted documentation
demonstrates that: (1) the Request for Reimbursement shows payment of the Eligible Costs; (2) the expense
was incurred; (3) the Developer is not in default under this Agreement; ( 4) the costs were not financed with
direct funds from third parties other than financing institutions (i.e. American Rescue Plan funding); and
(5) the City has not discovered any fraud on the part of the Developer, then the City will approve the Request
for Reimbursement and promptly reimburse the Developer for the Eligible Costs pursuant to the terms of
this Agreement if sufficient pro-rata RHID Funds are available, and quarterly as funds become available in
the event that pro-rata RHID Funds in the City's possession are at that time insufficient. In the event the
City does not respond within such 30-day period, the Request for Reimbursement will be deemed approved.
If the City reasonably disapproves of the Request for Reimbursement, the Parties will meet to resolve any
such differences. If a resolution is not found regarding specific cost(s), the denied cost will not be Eligible
Costs unless and until a final order from a court of competent jurisdiction is received by the City requiring
the cost to be accepted as an Eligible Cost or other written agreement of the Parties. Reimbursements will
cease upon the earlier of (a) such time as the Eligible Costs have been fully reimbursed to Developer, or
(b) 25 years after the date of the establishment of the District. The City will have no liability and/or
responsibility to Developer for any payment greater than the amounts received from the Saline County
Treasurer pursuant to the provisions ofK.S.A. 12-5250(b)(2)(A) as a result of the creation of the District.
5.4 Payment of City Expenses. If the Funding Agreement has not already been entered into
between the Developer and the City, then upon execution of this Agreement the Developer and City will
enter into a Funding Agreement substantially in the form attached as Exhibit I, requiring the Developer to
reimburse the City for City Expenses. All City Expenses paid by the Developer will be Eligible Costs.
ARTICLE VI
GENERAL PROVISIONS
6.1 City's Right to Terminate. In addition to all other rights of termination as provided
herein, City may terminate this Agreement at any time if:
(a) Developer defaults in or breaches any material provision of this Agreement and fails to
cure such default or breach within thirty (30) days after receipt of written notice from City of such default
or breach; or
(b) Developer fails to close on the purchase of the Property within 60 days after the creation
of the District.
6.2 Developer's Right to Terminate. In addition to all other rights of termination as provided
herein, Developer may terminate this Agreement at any time if City defaults in or breaches any material
provision of this Agreement (including any City default under Article Vhereof) and fails to cure such default
or breach within 30 days after receipt of written notice from Developer of such default or breach.
600596.20000\DEVELOPMENT AGREEMENT v.6
11
6.3 Successors and Assigns.
(a) This agreement will be binding on and inure to the benefit of the Parties and their respective
heirs, administrators, executors, personal representatives, agents, successors and assigns.
(b) Until Substantial Completion of the Development Project has occurred, the obligations of
Developer under this Agreement may not be assigned in whole or in part without the prior written approval
of City, which approval will not be unreasonably withheld, conditioned, or delayed upon a reasonable
demonstration by Developer of the proposed assignee's experience and financial capability to undertake
and complete all portions of the Work with respect to the Development Project and the Internal
Infrastructure Improvements, all in accordance with this Agreement. Notwithstanding the foregoing,
Developer is permitted to subcontract the construction of any portion of the Development Project or Internal
Infrastructure Improvements without the consent of City but Developer will remain liable under this
Agreement.
( c) The City hereby approves, and no prior consent will be required in connection with:
(1) the right of Developer to encumber or collaterally assign its interest in the Property
or any portion thereof or any interest in the Agreement to secure loans, advances or extensions of
credit to finance or from time to time refinance all or any part of the Eligible Costs, or the right of
the holder of any such encumbrance or transferee of any such collateral assignment;
(2) the right of Developer to assign Developer's rights, duties and obligations under
the Agreement to a Related Party; or
(3) the right of Developer to sell or lease individual portions of the Property in the
ordinary course of the development of the Development Project;
provided that in each such event Developer named herein will remain liable hereunder for the Substantial
Completion of the Development Project, and will be released from such liability hereunder only upon
Substantial Completion of the Development Project.
6.4 Remedies.
(a) If the Developer reasonably believes that it will fail to meet a Project Milestone set forth
on Exhibit F, the Developer will give notice to the City summarizing the expected delay and the cause of
the expected delay (the "Delay Notice"). Within 60 days following delivery of a Delay Notice to the City,
the Developer will appear before the Governing Body to discuss the Delay Notice and Project Milestones.
If the Developer fails to meet the Project Milestones set forth on Exhibit F, the Governing Body may reduce
the total Eligible Costs to be reimbursed to Developer as set forth on Exhibit F. Notwithstanding the
foregoing, if Developer fails to meet a Project Milestone and such failure continues for 6 months after the
date set forth on Exhibit F, the City may pursue any remedy available pursuant to Section 6.4(b) or 6.4(d)
without the necessity of the applicable notice and cure periods.
(b) Except as otherwise provided in this Agreement and subject to Developer's and City's
respective rights of termination, in the event of any breach of any term or condition of this Agreement by
either Party, or any successor, the breaching Party (or successor) will, upon written notice from the other
Party specifying such claimed breach, proceed immediately to cure or remedy such breach, and will, in any
event, within 30 days after receipt of notice, cure or remedy such default. If the breach is not cured or
remedied, the aggrieved Party may hold the breaching Party in default of this Agreement and there upon
may institute such proceedings as may be necessary or desirable in its opinion to cure and remedy such
600596.20000\DEVELOPMENT AGREEMENT v.6
12
default or breach, including, but not limited to proceedings to compel specific performance by the defaulting
or breaching Party, withholding funds received pursuant to KS.A. 12-5250(b)(2)(A) and/or repeal of the
ordinance establishing the District. For purposes of this Section 6.4, no Party may be deemed in default of
this Agreement unless and until it has received notice of any claimed breach and has been given an
opportunity to cure the same.
(c) Notwithstanding any other provision of this Agreement, in no event will the Developer or
the City, its Governing Body members, officers, employees, agents or independent contractors ever be
liable for any punitive, special, incidental, or consequential damages in connection with this Agreement.
For purposes of this Section 6.4, consequential damages include, but are not limited to, lost profits, lost tax
revenue, or other similar losses which are not direct out-of-pocket costs incurred by the non-defaulting
Party. Any monetary damages owed by the City will be limited to and will only be payable from the
Developer's pro-rata portion of RHID Funds actually received by the City as a result of the creation of the
District.
(d) Notwithstanding any other provision of this Agreement, if Developer defaults in or
breaches any material provision of this Agreement and fails to cure such default or breach within thirty (30)
days after receipt of written notice from City of such default or breach, the City may deem Developer's
Eligible Expenses to be $0 and continue to collect and distribute RHID Funds on a pro-rata basis between
the City and the County until each of the City and the County is fully reimbursed for its Eligible Expenses,
after which the City may terminate this Agreement and repeal the Ordinance establishing the District.
6.5 Force Majeure. Neither City nor Developer nor any successor in interests will be
considered in breach or default of their respective obligations under this Agreement, and times for
performance of obligations hereunder will be extended in the event of any delay caused by force majeure,
including, without limitation, damage or destruction by fire or casualty; strike; lockout; civil disorder; act
of terror; war; shortage of delay in shipment of material or fuel ; acts of God; unusually adverse weather or
soil conditions; unforeseen site conditions that render the site economically or physically undevelopable
(as a result of additional cost or delay); pandemics, or any other cause or contingency similarly; or other
causes beyond the Parties' reasonable control, including but not limited to, any litigation, court order or
judgment resulting from any litigation affecting the validity of this Agreement; provided that such event of
force majeure will not be deemed to exist as to any matter initiated or unreasonably sustained by Developer,
and further provided that Developer notifies city in writing within thirty (30) days of the commencement
of such claimed event of force majeure.
6.6 Notices. Any notice, demand or other communication required by this Agreement to be
given by either Party hereto to the other will be in writing and will be sufficiently given or delivered if
dispatched by certified United State first class mail, postage prepaid, or delivered personally,
a. In the case of Developer, to:
South View Estates, LLC
P.O. Box 542
1334A North Ohio
Salina, Kansas 67401
600596.20000\DEVELOPMENT AGREEMENT v.6
13
b. In the case of City, to:
City of Salina, Kansas
Attention: City Manager
300 W. Ash Street
Salina, Kansas 67401
Email: m ike.schrage@salina.org
Phone:(785)309-5700
With a copy to:
Clark, Mize & Linville, Chtd.
Attn: Greg A. Bengtson, Esq.
129 S. 8th Street
Salina, Kansas 67 402
Email: gabengtson@cml-Jaw.com
Phone: (785) 823-6325
Or to such other address with respect to either Party as that Party may, from time to time, designate in
writing and forward to the other as provided in this Section 6. 6.
6. 7 Conflicts of Interest.
(a) No member of the Governing Body or any branch of City's government who has any power
of review or approval of any of Developer's undertakings, or of City's contracting for goods or services for
South View Estates Development, will participate in any decisions relating thereto which affect that
member's personal interests or the interests of any corporation or partnership in which that member is
directly or indirectly interested. Any person having such interests will immediately, upon knowledge of
such possible conflict, disclose, in writing, to the Governing Body the nature of such interest and seek a
determination by the Governing Body with respect to such interest and, in the meantime, will not participate
in any actions or discussions relating to the activities herein proscribed.
(b) The Developer warrants that it has not paid or given and will not pay or give any officer,
employee or agent of the City any money or other consideration for obtaining this Agreement. The
Developer further represents that, to its best knowledge and belief, no officer, employee or agent of the City
who exercises or has exercised any functions or responsibilities with respect to the project during his or her
tenure, or who is in a position to participate in a decision making process or gain insider information with
regard to the project, has or will have any interest, direct or indirect, in any contract or subcontract, or the
proceeds thereof, for work to be performed in connection with the project, or in any activity, or benefit
therefrom, which is part of the project at any time during or after such person's tenure.
6.8 Insurance; Damage or Destruction.
(a) Developer will cause there to be insurance coverage as hereinafter set forth at all times
during the process of constructing the Work and, from time to time at the request of City, will furnish City
with proof of payment of premiums on:
(1) Builder's Risk insurance, written on Completed Value Basis, in an amount equal
to one hundred percent (100%) of the insurable value of the Work at the date of completion, and
with coverage available in non-reporting form on the so called "all risk" form of policy. The
interest, if any, of City will be protected in accordance with a clause in form and content satisfactory
to City; and,
(2) Commercial general liability insurance (including operations, operations of
subcontractors, completed operations and contractual liability insurance) together with an owner's
contractor's policy, with limits against bodily injury and property damage of not less than Three
Million Dollars ($3,000,000.00) per occurrence (to accomplish the above required limits, an
umbrella excess liability policy may be used); and
600596.20000\DEVELOPMENT AGREEMENT v.6
14
(3) Workers Compensation insurance, with statutorily required coverage, including
employer's liability of not less than One Million Dollars ($1,000,000).
(b) The policies of insurance required pursuant to clauses (1) and (2) above will be in form
and content reasonably satisfactory to City and will be placed with financially sound and reputable insurers
licensed to transact business in the State of Kansas with general policy holder's rating of not less than A-
and a financial rating of A-as rated in the most current available "Best's" insurance reports. The Developer
will give not less than 30 days advance written notice to the City in the event of cancellation of such policy
or change affecting the coverage thereunder. All policies of insurance required pursuant to this section will
name City as an additional insured and/or loss payee. Developer will deliver to City evidence of all
insurance to be maintained hereunder, prior to the City signing the Agreement.
6.9 Inspection. Developer will allow City and its employees, agents and representatives to
inspect, upon request, all architectural, engineering, demolition, construction and other contracts and
documents pertaining to the construction of the Work as City determines is reasonable and necessary to
verify Developer's compliance with the terms of this Agreement.
6.10 Choice of Law. This Agreement will be deemed to have been fully executed, made by the
Parties in, and governed by the laws of State of Kansas for all purposes and intents.
6.11 Entire Agreement; Amendment. The Parties agree that this Agreement, the
Development Plan, and the Funding Agreement, collectively constitute 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 may be amended only in writing and effective when signed by
the authorized agents of the Parties.
6.12 Counterparts. This Agreement is executed in multiple counterparts, each of which
constitute one and the same instruments.
6.13 Severability. If any term or provision of this Agreement is held to be unenforceable by a
court of competent jurisdiction, the remainder will continue in full force and effect, to the extent the
remainder can be given effect without the invalid provision.
6.14 Representatives Not Personally Liable. No elected or appointed official, agent,
employee or representative of City will be personally liable to 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.
6.15 Legal Actions. If a third party brings an action against City, or any officials, agents,
employees or representatives thereof contesting the validity or legality of any of the terms of this
Agreement, or the ordinance approving this Agreement, Developer may, at Developer's option but only
with City's consent, assume the defense of such claim or action (including without limitation, to settle or
compromise any claim or action for which Developer has assumed the defense) with counsel of Developer's
choosing. The Parties expressly agree that so long as no conflicts of interest exist between them, the same
attorney or attorneys may simultaneously represent City and Developer in any such proceeding; provided,
Developer and its counsel will consult with City throughout the course of any such action and Developer
will pay all reasonable and necessary costs incurred by City in connection with such action. If such defense
is assumed by Developer, all costs of any such action incurred by City will be promptly paid by Developer.
If City refuses to permit Developer to assume the defense of any action, then costs incurred by City will be
paid by City.
600596.20000\DEVELOPMENT AGREEMENT v.6
15
6.16 Release and Indemnification. Notwithstanding the expiration, termination or breach of
this Agreement by either Party, the indemnifications and covenants contained in this Section 6.16 will,
except as otherwise expressly set forth herein, survive such expiration, termination or breach of this
Agreement by Parties hereto.
(a) Notwithstanding anything herein to the contrary, City and its Governing Body members,
officers, agents, servants, employees and independent contractors will not be liable to Developer for
damages or otherwise in the event that any ordinance, order or resolution adopted in connection with this
Agreement 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 exhausted) judgment of any court of competent jurisdiction, and by reason
thereof either City is prevented from performing any of the covenants and agreements herein or Developer
is prevented from enjoying the rights and privileges hereof.
(b) Developer releases from, agrees to indemnify and hold harmless City, its Governing Body
members, officers, agents, servants and employees against, and covenants and agrees that City and its
Governing Body members, officers, agents, servants, employees and independent contractors will not be
liable for, any loss or damage to property or any injury to or death of any person occurring at or about or
resulting from any defect in the acquisition of the Property or construction of the Work including any and
all claims arising from the acquisition of the Property, including, but not limited to, location of hazardous
wastes, hazardous materials or other environmental contaminants on the Property, including all costs of
defense, including attorney's fees, except for those matters rising out of the willful and/or wanton
negligence of City and its governing body members, officers, agents, servants, and employees.
(c) City and its Governing Body members, officers, agents, servants and employees will not
be liable for any damage or injury to the persons or property of Developer or its officers, agents, servants
or employees or any other person who may be about the Property or the Work except for matters arising
out of the willful and/or wanton negligence of City and its Governing Body members, officers, agents,
servants and employees.
( d) All covenants, stipulations, promises, agreements and obligations of City contained herein
will be deemed to be the covenants, stipulations, promises, agreements and obligations of City and not of
any of its Governing Body members, officers, agents, servants or employees in their individual capacities.
(e) No official, employee or representative of City will be personally liable to Developer in
the event of a default or breach by any Party to this Agreement.
(f) Developer releases from and covenants and agrees the City, its Governing Body members,
officers, employees, agents and independent contractors will not be liable for, and agrees to indemnify and
hold City, its Governing Body, members, officers, employees, agents and independent contractors harmless
from and against any and all suits, interest, claims and cost of attorney fees incurred by any of them,
resulting from, arising out of, or in any way connected with: (1) the Development Project or its approval,
(2) the construction of the Work, (3) the negligence or willful misconduct of Developer, its employees,
agents or independent contractors in connection with the management, development, and construction of
the Work, ( 4) the compliance by Developer with all applicable state, federal and local environmental laws,
regulations, ordinances and orders, (5) underground storage tanks located on or about the Property, (6)
friable asbestos or asbestos-containing materials at, on, or in the Property, (7) the operation of all or any
part of the Property, or the condition of the Property, including, without limitation, any environmental cost
or liability, or (8) negotiations, inspections, acquisitions, preparations, construction, leasing, operations,
and other activities of Developer or its agents in connection with or leading to the Development Project or
the Property; except that the foregoing release and indemnification will not apply in the case of such liability
arising directly out of the willful and/or wanton negligence of City or its authorized Governing Body
600596.20000\DEVELOPMENT AGREEMENT v.6
16
members, officers, employees and agents or which arises out of matters undertaken by City following
termination of this Agreement.
6.17 Tax Implications. The Developer acknowledges and represents that (1) neither the City
nor any of its officials, employees, consultants, attorneys or other agents has provided to the Developer any
advice regarding the federal or State income tax implications or consequences of this Agreement and the
transactions contemplated hereby, and (2) the Developer is relying solely upon its own tax advisors in this
regard.
6.18 Cash Basis and Budget Laws. The Parties acknowledge and agree that the ability of the
City to enter into and perform certain financial obligations pursuant to this Agreement are subject to the
K.S.A. 10-1101 et seq. and K.S.A. 79-2935 et seq.
6.19 No Partnership. Nothing contained herein will be construed as creating a partnership
between the Parties.
6.20 Term. The term of this Agreement will commence on the Effective Date and, unless
terminated earlier as provided in this Agreement, expire on the latest of: (i) the date all Eligible Costs have
been reimbursed with RHID Funds, subject to the requirements and limitations set forth in this Agreement;
or (ii) 25 years after the date of the RHID Ordinance.
6.21 Authorized Parties. Whenever under the provisions of this Agreement and other related
documents, instruments or any supplemental agreement, a request, demand, approval, notice or consent of
the Parties are required, or the Parties are required to agree or to take some action at the request of the other
Party, such approval or such consent or such request shall be given for the City, unless otherwise provided
herein, by the Governing Body and for the Developer by any officer of Developer so authorized; and any
person shall be authorized to act on any such agreement, request, demand, approval, notice or consent or
other action and neither Party shall have any complaint against the other as a result of any such action taken.
[BALANCE OF THIS PAGE LEFT BLANK INTENTIONALLY]
600596.20000\DEVELOPMENT AGREEMENT v.6
17
(SEAL)
STATE OF KANSAS
(SEAL)
CITY OF SALINA, KANSAS
ACKNOWLEDGMENT
ASHLEY RUSSELL
My Appointment Expires
August 30, 2022
Typed or Prin~ Name of Notary Pubic
600596.20000\DEVELOPMENT AGREEMENT
(City Signature Page to Development Agreement)
<.
By:
Name:
Title:
ACKNOWLEDGMENT
ST A TE OF KANSAS )
) SS:
COUNTY OF SALINE )
This instrument was acknowledged before me on 10 I d:g I , 2021, by Tod Roberg, a duly
authorized Member of South View Estates, LLC, a Kansas limited liability company, on behalf of said
limited liability company.
(SEAL)
~ LOUISE A CREAMER
= ' = Notary Public -Stale of Kansas
My Appl. Expires Cj /Jo J d--3
My Appointment Expires:
600596.20000\DEVELOPMENT AGREEMENT
Lrx use. A . OreOJre.C
Typed or Printed Name of Notary Public
(Developer Signature Page to Development Agreement)
Exhibit A
ExhibitB
Exhibit C
ExhibitD
ExhibitE
ExhibitF
ExhibitG
ExhibitH
Exhibit I
Exhibit J
ExhibitK
Property Description
Property Map
SCHEDULE OF EXHIBITS
Eligible Costs for South View Estates Development
Certification of Substantial Completion Form
Request for Reimbursement Form
Project Milestones
Required Housing Standards
Development Plan
Funding Agreement
Fire Marshall Approved Safety Plan
Agreement between City and County
600596.20000\DEVELOPMENT AGREEMENT v.6
EXHIBIT A
PROPERTY DESCRIPTION
SOUTH VIEW ESTATES
RURAL HOUSING INCENTIVE DISTRICT
Lots 1 through 26, Block 2, Lots 1-10, Block 3, Lots 1 through 26, Block 4, and Lots 1
through 13, Block 5, in the Ryan Addition to the City of Salina, Saline, County, Kansas.
600596.20000\DEVELOPMENT AGREEMENT v.6
A-1
EXHIBITB
PROPERTY MAP
SOUTH VIEW ESTATES
RURAL HOUSING INCENTIVE DISTRICT
1.__---:llrl=.::;o• =S::;;;.l _---. ~
:I 0
ytJcarpr
Ryan Addition
I I I f 11 I I l[Ill 11 c-·-·_~-i_
1 inch = 400 feet
600596.20000\DEVELOPMENT AGREEMENT v.6
B-1
EXHIBIT C
ELIGIBLE COSTS FOR
SOUTH VIEW ESTATES
RURAL HOUSING INCENTIVE DISTRICT
Land Acquisition 1
Site Work2
Category
Monument Sign/Entry/Fence
Engineering Design
Architecture Design
Development/Legal/ Accounting/Brokerage/Project
Management/Permits
Kane Law Office, LLC -Legal (RHID)
Other Legal
Project Accounting
Brokerage Fees3
Insurance
Heartland Housing Partners -Project Mgmt.
City of Salina -Permit Fees
City of Salina -RHID Fees
Construction Finance
Lender Pre-Vertical Construction
Infrastructure Interest
Lender -Long Term Infrastructure Interest
Contingency (non-bank interest not included)
Total
1 Subject to verification as set forth in Section 5.2 of the Agreement
Estimated Amount
$ 851,000
2,400,000
20,000
60,000
20,000
10,000
5,000
2,400
244,400
36,000
175,000
0
25,000
275,000
2,204,247
512,640
$6,840,687
2 Including parking, sidewalks, earth work, sanitary sewer, storm water, electric, natural gas, streets,
landscape and fencing
3 20% of brokerage fees actually paid by the Developer may be deemed related to the sale of the improved
lots exclusive of vertical construction improvements and eligible for reimbursement
600596.20000\DEVELOPMENT AGREEMENT v.6
C-1
EXHIBITD
CERTIFICATION OF SUBSTANTIAL COMPLETION FORM
The undersigned, on behalf of South View Estates, LLC (the "Developer"), pursuant to Section 4.4 of the
Development Agreement dated as of August 30, 2021 (the "Development Agreement") by and between the
City of Salina, Kansas, and the Developer, hereby certifies as follows. All capitalized terms used herein
have the meaning attributable to such terms in the Development Agreement.
1. The Internal Infrastructure Improvements are sufficiently complete in accordance with the
Construction Plans, excepting all punch list items, such that the Developer can occupy or utilize
the Work for its intended purpose.
2. Such portion of the Work has been completed in a good and workmanlike manner.
3. There are no mechanic's or materialmen's liens or other statutory liens on file encumbering title to
the Property; all bills for labor and materials furnished for such portion of the Work which could
form the basis of a mechanic's, materialmen's or other statutory lien against the Property have been
paid in full, and within the past four months no such labor or materials have been furnished which
have not been paid for.
4. All applicable building codes have been complied with in connection with the Work.
Dated: ________ , 20
SOUTH VIEW EST ATES, LLC
Authorized Member
ACCEPTED:
CITY OF SALINA, KANSAS
By:
City Manager
Date:
600596.20000\DEVELOPMENT AGREEMENT v.6
D-1
EXHIBITE
REQUEST FOR REIMBURSEMENT
City of Salina, Kansas
Attention: City Manager
You are hereby requested by the undersigned, an authorized representative of South View
Estates, LLC (the "Developer") to disburse funds held by the City in the special revenue fund created
pursuant the authority in KS.A. 12-5250(b)(2)(A) for the South View Estates Development project (the
"Fund") and set forth in the Development Agreement between the City of Salina, Kansas and the Developer
for the South View Estates Rural Housing Incentive District dated August 30, 2021 (the "Agreement") to
reimburse expenditures made by the Developer for Eligible Costs (as defined in the Agreement) as
described on and in the amounts set forth in the Schedules attached to this invoice and incorporated herein
by this reference (the "Schedules").
I hereby certify that the amounts requested in the attached Schedules have been paid by the
Developer in payment of costs that are Eligible Costs, as defined in the Agreement.
I further certify that no part of the amounts set forth in the Schedules have been the basis for any
previous withdrawal of any moneys from the Fund.
I further certify that no part of the amounts set forth in the Schedules have been paid by direct funds
from third parties other than financing institutions (i.e. American Rescue Plan funding).
I further certify that the Developer is not in default of any provisions of the Agreement, including
but not limited to the compliance with the Required Housing Standards.
Attached to the Schedules is a description of the nature of the item billed, a reference to which type
of Eligible Cost the expense applies to under the Rural Housing Incentive Act and the Agreement, and a
copy of the contract, invoice or other billing for the Eligible Costs for which Developer seeks
reimbursement, along with copies of checks, evidence of wire transfers or other evidence of payment by
the Developer of such Eligible Costs and hereby certify that such copies are true and accurate copies of the
original documents. Developer acknowledges that any reimbursements will be made in accordance with
the Agreement.
SOUTH VIEW ESTATES, LLC
Authorized Member
600596.20000\DEVELOPMENT AGREEMENT v.6
E-1
1.
2.
3.
4.
5.
6.
Invoice Reimbursement Schedule
Pursuant Section 5.2 of the Agreement, I hereby request reimbursement of the amounts specified
below and I certify that the description of the purchase or nature of each payment is reasonable, accurate
and complete and that Developer has previously paid such Eligible Costs:
Payee Name Date of Payment Purpose or Nature of Payment Amount
$
$
$
$
$
$
Total Expenses$ ________ _
Developer Signature
Note: Copies of bills, contracts, checks and other evidence reflecting the amounts shown above (as
described in Section 5.2 of the Agreement) should be attached to this Schedule.
600596.20000\DEVELOPMENT AGREEMENT v.6
E-2
EXHIBIT F
PROJECT MILESTONES
Monthly Reduction for
Date · Obli!!ation Failure to Comply
90 days after Commencement of construction
expiration of
nullification period
set forth in
KS.A. 12-5246
18 months after Completion of at least 14 single family homes 2.5%
commencement of and 11 townhome units available for sale and
construction all associated Internal Infrastructure
Improvements
24 months after Completion of at least 30 single family homes 2.5%
commencement of and 44 townhome units available for sale and
construction all associated Internal Infrastructure
Improvements
36 months after Substantial completion of all Internal 2.5%
commencement of Infrastructure Improvements; Completion of
construction at least 42 single family homes and 66
townhome units available for sale
600596.20000\DEVELOPMENT AGREEMENT v.6
F-1
EXHIBIT G
REQUIRED HOUSING STANDARDS
Maximum Initial Sales Price 1
Minimum Finished Square Feet
Minimum Number of Bedrooms
Minimum Level of Finish
Single Family Detached Homes
$225,000
1,100
2
See attached spec sheet G-1
Town Homes
$190,000
1,000
2
See attached spec sheet G-2
1 First sale to an owner-occupant unaffiliated with the Developer or a Related Party
600596.20000\DEVELOPMENT AGREEMENT v.6
G-1
EXHIBIT G-1
SINGLE FAMILY DETACHED HOME MINIMUM SPEC SHEET
Southview Estates, LLC
Southview states, LLC is pre nting the Ryan Addition.
The Ryan Addition will bring brand new affordable single-
family homes and townhome to our community!
The floor plans will feature two and three bedrooms, no
basements with ingl car attached garage with garage door
p ner . The exteriors will include low E double pane vinyl
wind w , heritage shingles seamless gutt r and
downspouts, 8 ' lap siding for th fr nts and 12" lap siding
for the backs and side . All h n1e /townbomes will m et City
of Salina adop ed IRC Effici ncy Codes. The interior will
feature painted M.D.F. doors and trim smooth-finished and
painted heetrock walls, and te tured ceiling . The plumbing
fixtur s will be Moen or equivalent. The kitchens will feature
stainless-steel sinks Formica count rtops, dishwashers,
stoves, and built-in microwaves. ach home/townhome will
have a laundry room. The cabinets will be Koch Express
Line or equivalent. Popular styl light fixtur s will be
selected for each home/townhome. The flooring in the
bedrooms and living room wiJl b carpet. The bathroom
kitchens, dining room and laundry rooms will hav luxury
vinyl plank fl oring. We will offer an optional inground
concrete torm shelter starting at an additional 3 000.00
installed.
600596.20000\DEVELOPMENT AGREEMENT v.6
G-1-1
EXHIBIT G-2
TOWN HOME MINIMUM SPEC SHEET
Ingle Family Home
&Townhome
FOUNDATION AND ROUGH tllAl\llNG
Foundation/Footings
SubOoor
Roof Framing material
Roof decking
Exterior wnll oo ering
Roof covering
Patio
INSUl.ATION AND EfFECIENCY
Exterior wall insulation
Ceiling insulation
WindoWll, doors, and cx.tcrior pcnctrntions
Ryan Addition
Spec Sheet
SouthYicw Estate , LL
P.O. Box 542
Salina KS 67401
12" wide by 36" deep rebar reinforced concrete per City of Salina Building
Code
4" wire reinforced ooncrcto with vapor barrier
Bnginccrcd T1US$e$ ·minimum 5112 pitch
71160SB
LP S:nartSid iding • r Lap on Front Ir L p on back nnd sides or
eouh·alent
Tamko -Heritage Style/ 30-year life expectancy or cqulvnlcnl
4" wire rci.nforccd oonc:rcfc
R·l3 with house-wrap
R-30
Spray foam
IN1'ERIOR WALL AND CEILING FINISH
Material W' Slc:ctrock
Walt and Ceiling finishes Painll:d walls & tcxtun:d ceilings
Vaulted Ceilings (which rooms) NIA
Light fi:icturcs (includes fixtures with LED bulbs) Popular I Modem
Door Chime Hnrd wired electric
CABINETS ~D TRIM
Cabinets Koch Express Line or equivalent
Countcnop material f'onnica
Ba.cksplash material Tile
Doors M.D.F.
Windows Low E Double Pane Vinyl
FLOOR COVERL~GS
Living room Carpet
Dining room Luxury Vinyl Plnnk
Kitchen LUAury Vinyl Plank
Bedrooms Carpet
Bathrooms Lu.'<Ul)' Vinyl Plank
Pamilyroom Carpet
Laundry room LUJ(\jry Vinyl Plank
MECHANICAL SYSTEMS
Appliances Amnna Stove model #AER 660'.l / Amana Dishw her model #A VB I 400 I
Amana Microwave model #AMY 2306 or eauivalcnt
Water supply plumbing typo PBX
Waste drain plumbing PVC
Fireplaces (s) NIA
Heating and Air cooditio.n HEIL80%/ 80,000 BTU Fur11llce. HEIL Air Conditioner 14 S=or
eouivalc:nt
omoNAL .-EATURES
Sron.n Shelter lnground concrete srnrting at nn additional Installed price ofSl,000
600596.20000\DEVELOPMENT AGREEMENT v.6
G-2-1
600596.20000\DEVELOPMENT AGREEMENT v.6
EXHIBITH
DEVELOPMENT PLAN
H-1
DEVELOPMENT PLAN
OF THE CITY OF SALINA, KANSAS
SOUTH VIEW ESTATES
RURAL HOUSING INCENTIVE DISTRICT
AUGUST 30, 2021
600596.20000\DEVELOPMENT PLAN v.l
H-2
INTRODUCTION
The City Commission (the "Governing Body") of the City Salina, Kansas (the "City") has
previously adopted Resolution No. 21-7955 (the "Preliminary Resolution"), which found and determined
that:
1. There is a shortage of quality housing of various price ranges in the City despite the best efforts
of public and private housing developers.
2. The shortage of quality housing can be expected to persist and that additional financial
incentives are necessary in order to encourage the private sector to construct or renovate
housing in the City.
3. The shortage of quality housing is a substantial deterrent to the future economic growth and
development of the City.
4. The future economic wellbeing of the City depends on the Governing Body providing
additional incentives for the construction of/or renovation of quality housing in the City.
Based on these findings and determinations, the Governing Body proposed the establishment of
Rural Housing Incentive Districts within the City pursuant to K.S.A. 12-5241 et seq. (the "Act").
Following the adoption of the Preliminary Resolution, a certified copy was submitted to the
Secretary of Commerce for approval of the establishment of the Rural Housing Incentive District in the
City as required by K.S.A. 12-5244(c). On May 21 , 2021 , the Secretary of Commerce provided written
confirmation approving the establishment of the Rural Housing Incentive District within the City.
DEVELOPMENT PLAN ADOPTION
K.S.A. 12-5245 states that once a city receives approval from the Secretary of Commerce for the
development of a rural housing incentive district, the governing body must adopt a plan for the development
of housing and public facilities within the proposed district.
DEVELOPMENT PLAN
As a result of the shortage of quality housing, the City proposes this development plan
(the "Development Plan") to assist in the development of quality housing within the City.
(1) Legal Description and Map of the District. The legal description of South View Estates
Rural Housing Incentive District (the "District") and a map of the District are attached as Exhibit A to this
Development Plan.
(2) Existing Assessed Valuation of the District. The assessed valuation of all real estate
within the District for 2020 is $708.
(3) Owners of Record. The names and addresses of the owners of record for the real estate
within the District are:
600596.20000\DEVELOPMENT PLAN v. I
Quail Meadow Estates, Inc.
2601 S. Ohio St.
Salina, Kansas 67401
H-3
South View Estates, LLC
PO Box 452
1334A North Ohio
Salina, Kansas 67401
( 4) Description of Housing and Public Facilities Projects. The housing and public facilities
projects that are proposed to be constructed include the following:
Housing Facilities
The housing facilities consist of constructing forty-two ( 42) single family homes (approximately 1, 100
square feet each) with 2 or 3 bedrooms depending on the unit type, 1-2.5 bathrooms, and a one-car garage;
and sixty-six (66) townhome units (thirty-three (33) structures) (approximately 950-1100 square feet each)
with 2 or 3 bedrooms depending on the unit type, 1-2.5 bathrooms, and a one-car garage.
Public Facilities
Public facilities and public improvements will include construction oflnfrastructure Improvements located
within the boundaries of the District, and all related infrastructure, including but not limited to parking,
water, sanitary sewer, storm sewer, gas, and electric improvements. Infrastructure improvements may be
constructed prior to or concurrently with the housing facilities in the project.
A copy of the Site Plan is attached as Exhibit B to this Development Plan.
(5) Developer's Information. The names, addresses and specific interests in the real estate in
the District of the developers responsible for development of the housing and public facilities is:
Owner of Real Property: Quail Meadow Estates, Inc.
2601 S. Ohio St.
Developer:
Salina, Kansas 67401
South View Estates, LLC
PO Box 452
1334A North Ohio
Salina, Kansas 67401
South View Estates, LLC
PO Box 452
1334A North Ohio
Salina, Kansas 67401
(6) Contractual Assurances. The Governing Body entered into a Development Agreement,
dated August 30, 2021 (the "Development Agreement"), with South View Estates, LLC, a Kansas limited
liability company engaged in the business of development with its principal office located at 1334A North
Ohio, Salina, Kansas 67401 (the "Developer"). The Development Agreement, as supplemented and
amended, includes the project construction schedule, a description of projects to be constructed, financial
obligations of the developer, and financial and administrative support from the City. The Development
Agreement includes contractual assurances, if any, the Governing Body has received from the Developer
guaranteeing the financial feasibility of specific housing tax incentive projects in the proposed district. A
copy of the Development Agreement is attached as Exhibit Cto this Development Plan.
600596.20000\DEVELOPMENT PLAN v.l
H-4
(7) Comprehensive Analysis of Feasibility. A comprehensive analysis was conducted to
determine whether the public benefits derived from the District will exceed the costs and that the income
from the District, together with other sources of revenue, would be sufficient to pay for the public
improvements to be undertaken in the District. A copy of the analysis is attached as Exhibit D to this
Development Plan. The analysis estimates the property tax revenues that will be generated from the
District, less existing property taxes, to determine the revenue stream available to support reimbursement
to the Developer for all or a portion of the costs of financing the public infrastructure. The estimates indicate
that the revenue realized from the project would be adequate to pay the eligible costs.
[BALANCE OF THIS PAGE INTENTIONALLY LEFT BLANK]
600596.20000\DEVELOPMENT PLAN v.1
H-5
EXHIBIT A
DEVELOPMENT PLAN
SOUTH VIEW ESTATES
RURAL HOUSING INCENTIVE DISTRICT
LEGAL DESCRIPTION AND MAP OF THE DISTRICT
Lots 1through26, Block 2, Lots 1-10, Block 3, Lots 1 through 26, Block 4, and Lots 1through13, Block
5, in the Ryan Addition to the City of Salina, Saline, County, Kansas.
600596.20000\DEVELOPMENT PLAN v.l
H-A-1
Ryan Addition
r11----'"'=..;;;;• ;.;;;·.;;.;;.;s=t·--.... «
f 0
~----------'~-
1 inch = 400 feet
600596.20000\DEVELOPMENT PLAN v. I
H-A-2
EXHIBITB
DEVELOPMENT PLAN
SOUTH VIEW ESTATES
RURAL HOUSING INCENTIVE DISTRICT
SITE PLAN
600596.20000\DEVELOPMENT PLAN v. l
H-B-1
I -~
EXHIBITC
DEVELOPMENT PLAN
SOUTH VIEW ESTATES
RURAL HOUSING INCENTIVE DISTRICT
DEVELOPMENT AGREEMENT
600596.20000\DEVELOPMENT PLAN v. I
H-C-1
EXHIBITD
DEVELOPMENT PLAN
SOUTH VIEW ESTATES
RURAL HOUSING INCENTIVE DISTRICT
COMPREHENSIVE FINANCIAL FEASIBILITY ANALYSIS
600596.20000\DEVELOPMENT PLAN v.l
H-D-1
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H-D-2
EXHIBIT I
FUNDING AGREEMENT
600596.20000\DEVELOPMENT AGREEMENT v.6
I-1
FUNDING AGREEMENT
(SOUTH VIEW ESTATES RURAL HOUSING INCENTIVE DISTRICT)
This Funding Agreement ("Agreement") is entered into as of August 30, 2021, between the CITY
OF SALINA, KANSAS ("City"), and SOUTH VIEW EST ATES, LLC ("Developer").
RECITALS
WHEREAS, the City is a political subdivision organized and existing under the laws of the State of
Kansas (the "State"); and
WHEREAS, the Developer is a Kansas limited liability company engaged in the business of
development with its principal office located at 1334A North Ohio, Salina, Kansas 67401, and the
Developer and the City anticipate negotiating and entering into a Development Plan and Agreement,
whereby the Developer will develop real property by constructing approximately 42 single family houses,
66 townhome units, and all related internal infrastructure improvements in one or more phases at a proposed
residential development consisting of approximately 24 acres generally located southeast of the intersection
of Ohio Street and Schilling Road (the "Project"); and
WHEREAS, Developer has acquired the real property where the Project (in one or more phases)
will be developed and has requested the City create a rural housing incentive district pursuant to KS.A. 12-
5241 et seq. to finance all or a portion of the public infrastructure to serve the Project (the "Request"); and
WHEREAS, the City has requested that the Developer negotiate and enter into a Development
Agreement for the Project in exchange for the City performing certain services set forth herein; and
WHEREAS, the City does not have a source of funds to finance costs incurred by the City for
legal, financial, planning, inspection, and other services, or for direct out-of-pocket expenses and other
reasonable costs resulting from services rendered to the Developer to review, evaluate, process, and inspect
the Project and the Request (collectively, the "Charges"); and
WHEREAS, the parties desire to enter into this Agreement to provide for the funding of
consultants used by the City to review, evaluate, process and inspect the Project and the Request and to
provide an inducement to the Developer to assume such costs.
AGREEMENT
1. Services to be Performed by the City. The City shall:
A. Consult with the Developer on the Project in a timely manner and prepare or consult with
the Developer on the preparation of and consider the Request in accordance with the provisions of
State law, give all notices in a timely manner, make all legal publications and hold hearings as
required by State law;
B. Provide necessary staff, legal, financial, and planning assistance to prepare and present the
Request to the City Commission and to prepare and present required resolutions and ordinances to
the City Commission, including the use of outside counsel and consultants;
C. If the City Commission approves the Request, to provide the necessary staff, legal,
financial, planning and inspection assistance to prepare and negotiate a definitive agreement
600596.20000\FUNDING AGREEMENT v.l
1-2
between the City and the Developer for the implementation of the Request and the development of
the Project (the "Development Agreement");
D. If a Development Agreement is entered into, provide the necessary staff, legal, financial,
planning and inspection assistance to administer and carry out the terms of such Development
Agreement.
2. Initial Deposit. In order to ensure the prompt and timely payment of the Charges, the Developer
shall establish a fund in the initial amount of Fifteen Thousand Dollars ($15,000.00) (the "Deposit") by
paying such amount to the City contemporaneously with the execution of this Agreement. The City shall
pay, in accordance with this Agreement, initial Charges from the Deposit, including the charges for
preparation of this Agreement, and shall promptly submit an itemized statement therefor to the Developer
to re-establish the Deposit so that there is always at least Ten Thousand Dollar ($10,000.00) cash balance
available against which additional charges and payments may be applied on a current basis. The City shall
submit monthly statements itemizing the Charges paid from the Deposit during the preceding month.
3. Additional Funding.
A. The City shall submit to Developer an itemized statement for actual and reasonable
expenses necessary to perform its obligations hereunder. Such statements shall be submitted on a
monthly basis. The Developer shall pay the City the amounts set forth on such statements
(the "Additional Funds") within thirty (30) days of receipt thereof. If such funds are not so
received, the City may draw upon the Deposit and if, after such draw, there remains an unpaid
balance, such unpaid balance shall be subject to a penalty of one percent (1 % ) per month until paid,
but in no event shall such penalty exceed twelve percent (12%) per annum, and City shall, upon
thirty (30) days' notice and failure to cure, be relieved of any and all obligations hereunder and
under the Development Agreement until paid in full , or may terminate this Agreement pursuant to
Section 5.A. Developer shall supply the Additional Funds in a timely manner so that City activities
and assistance may continue without interruption.
B. The City and the Developer agree that the Developer shall reimburse the City for the actual
and reasonable expenses necessary to perform the City's obligations hereunder including the
services of Greg Bengtson and Gilmore & Bell, P.C. as legal counsel for the City, and such other
special consultants and advisors as the City reasonably deems necessary to perform its obligations
under this Agreement.
4. Disbursement of Funds. The City shall disburse the Deposit and Additional Funds for
reimbursement of costs to the City on or before the thirtieth (30th) day of each month, and for consulting
fees and the payment of all out-of-pocket expenses incurred by the City in connection with the performance
of its obligations under this Agreement as payment for such expenses become due. Upon reasonable notice,
the City shall make its records available for inspection by Developer with respect to such disbursements.
5. Termination.
A. In the event the Developer fails to perform any of its obligations herein, the City may
terminate this Agreement, and any other agreement between the parties, at its sole discretion if the
Developer fails to cure the default within thirty (30) days after written notice to the Developer of
the default. Termination by the City for reasons of an uncured default by Developer shall also
terminate any duties and obligations of the City with respect to the Development Agreement, any
other agreements between the parties, and the processing of the Developer's Request. Upon such
termination, the City shall retain the Deposit and Additional Funds, if any, necessary to reimburse
600596.20000\FUNDING AGREEMENT v. I
I-3
the City for all reasonable expenses incurred under this Agreement to the date of termination and
any monies due and owing to the City pursuant to any other agreements between the parties.
B. The parties hereto acknowledge that the Developer may determine to abandon the Project.
Upon notice of abandonment by the Developer, this Agreement shall terminate and the City may
terminate any other agreements between the parties and shall retain the Deposit and Additional
Funds, if any, necessary to reimburse the City for all expenses incurred under this Agreement to
the date of termination and any monies due and owing to the City pursuant to any other agreements
between the parties. Any amounts remaining from the Deposit and the Additional Funds after all
amounts have either been paid as directed by, or reimbursed to, the City shall be returned to the
Developer.
C. In the event the Deposit and Additional Funds are insufficient to reimburse the City for the
outstanding expenses of the City payable hereunder, the Developer shall reimburse the City as set
forth in Section 3. Any amounts remaining from the Deposit and the Additional Funds after all
amounts have either been paid as directed by, or reimbursed to, the City shall be returned to the
Developer.
6. Notice. Any notice, approval, request or consent required by or asked to be given under this
Agreement shall be deemed to be given if in writing and mailed by United States mail, postage prepaid, or
delivered by hand, and addressed as follows:
To the City:
City of Salina, Kansas
Attention: City Manager
300 W. Ash Street
Salina, Kansas 67401
With a copy to:
Clark, Mize & Linville, Chtd.
Attn: Greg A. Bengtson, Esq.
129 S. gth Street
Salina, Kansas 67402
To the Developer:
South View Estates, LLC
Attn: Manager
P.O. Box 542
1334A North Ohio
Salina, Kansas 67401
Each party may specify that notice be addressed to any other person or address by giving to the other party
ten (10) days prior written notice thereof.
7. Governing Law. This Agreement shall be governed by and construed according to the laws of the
State of Kansas.
8. Counterparts. This Agreement may be executed in multiple originals or counterparts, each of which
will be an original and when all of the parties to this Agreement have signed at least one (1) copy, such
copies will constitute a fully executed and binding Agreement.
600596.20000\FUNDING AGREEMENT v. l
1-4
hereto have ~aused this Agreement to be executed by their duly authorized
CITY OF SALINA, KANSAS
By:~~
~-···
ACKNOWLEDGMENT
STATE OF KANSAS )
) SS:
COUNTY OF SALINE )
This instrument was acknowledged before me on AfOrfrribw: 5 . 2021, by Melissa Rose Hodges,
Mayor, and JoVonna A. Rutherford, Clerk, of the City of Salin Kansas, a Kansas municipal corporation.
(SEAL)
ASHLEY RUSSELL
My Appointment Expires
August 30, 2022
My Appointment Expires:
~ &:>, QQ;{~
600596.20000\FlJNDlNG AGREEMENT
(Signature Page to Funding Agreement)
SOUTH VIEW ESTATES,
By:
Name:
Title:
ACKNOWLEDGMENT
STATE OF KANSAS )
) SS:
COUNTY OF SALrNE )
This instrument was acknowledged before me on J 0 / d-& , 2021, by Tod Roberg, a duly
authorized Member of South View Estates, LLC, a Kansas limited liability company, on behalf of said
limited liability company.
(SEAL)
fl LOUISE/\. CREAMER ~;;:Q Notari Pi;bi:c • Slate of Kansas
My Appt Expires 5/18/ d:Z,
My Appointment Expires:
5/10/d.3
600596.20000\FUNDING AGREEMENT
Typed or Printed Name of Notary Public
(Signature Page to Funding Agreement)
EXHIBIT J
FIRE MARSHALL APPROVED SAFETY PLAN
600596.20000\DEVELOPMENT AGREEMENT v.6
J-1
"<" ..,../ .c~ 6-Tt!S-fll• f"'C 0.. .,1,,,.,,.. («
-SCMILUNC ~O -·-
Phase 1
14 Single Family Homes
22 Town Homes
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Southview Estates, LLC
July 14,2021
Mr. Mike Schrage, City Manager
City of Salina
300 W Ash St
Salina, KS 67401
Mr. Troy Long, Fire Marshall
Fire Station 1
222 W Elm St.
Salina, KS 67401
RE: Ryan Addition -Emergency Access Plan
Gentleman,
Southview Estates, LLC's Emergency Access Plan for the Ryan Addition construction will
consist of all-weather access roads that will support a 75,000-pound vehicle. West fire hydrants
on Harbor Drive and Nautical Drive along with the all-weather access roads will be consncted
prior to any vertical building construction. Please find enclosed an Emergency Access Road
drawing.
Mr. Tod Roberg, Managing Member
J-3
P.O. Box 542 Southview Estates. LLC Phone#: 785-826-0251
SALINA FIRE DEPARTMENT
222 W. Elm
Salina, Kansas 67401
785 826-7340
Tod Roberg
P.O. Box 542
Salina, KS 67402-0542
RE: Ryan Addition -Emergency Access Plan
Kevin D. Royse
Fire Chief
kevin.royse@salina.org
Thank you for the submitted Emergency Access Plan for Ryan Addition; the plan that you have
provided is acceptable with the following additional requirements:
I.) Provide street signage at Ohio Street for Harbor Drive and Nautical Drive.
2.) Maintain an all-weather access road as shown on the submitted drawing including the
connecting portion of Fountain Drive at all times.
3.) Provide an address at each home once construction has begun, this can be temporary such
as numbers painted on ply board and posted in front of each location.
4.) No vertical construction may begin until the all of the above are provide including the
two fire hydrants are in place and functional.
If you have questions or concerns please feel free to contact me.
Troy Long
Fire Marshal
Salina Fire Department
Our Mission: Respond Quickly • Perform Professionally • Save Lives & Property • Be Caring
& Compassionate to All • Make sure "Everyone Goes Home"
J-4
EXHIBITK
AGREEMENT BETWEEN CITY AND COUNTY
600596.20000\DEVELOPMENT AGREEMENT v.6
K-1
FUNDING CONTRACT
RELATING TO THE
Gilmore & Bell, P.C.
10/08/2021
SOUTH VIEW ESTATES RURAL HOUSING INCENTIVE DISTRICT
THIS FUNDING CONTRACT ("Contract") dated as of August 18, 2021 (the "Effective Date"),
is made and entered into by and between the City of Salina, Kansas, a municipal corporation duly
organized under the laws of the State of Kansas (the "City") and Saline County, Kansas, a political
subdivision duly organized under the laws of the State of Kansas (the "County"). The City and County are
each a "Party" and together constitute the "Parties" hereto.
RECITALS
A. The City and the County each constitute a "municipality" as defined in KS.A. 12-2908, as
amended (the "Act") and are authorized to enter into contracts to perform any governmental service, activity
or undertaking which each contracting municipality is authorized by law to perform.
B. The City has formed the South View Estates Rural Housing Incentive District (the
"District") pursuant to KS.A. 12-5241 et seq., as amended (the "RHID Act").
C. The County is also authorized to form rural housing incentive districts pursuant to the
RHID Act.
D. Subject to the terms and provisions of the RHID Act, tax increment generated by property
within a rural housing incentive district may be utilized to pay or reimburse the costs of certain eligible
expenses ("Eligible Costs").
E. Tax increment generated within the District and paid from the Saline County Treasurer to
the Treasurer of the City pursuant to KS.A. 12-5250(b)(2)(A) ("RHID Funds") will be utilized to pay or
reimburse Eligible Costs pursuant to the terms of a certain Development Agreement (the "Development
Agreement") between the City and South View Estates, LLC, a Kansas limited liability company (the
"Developer"), and the terms of this Contract.
F. The City and the County desire to enter into this Contract to provide for the pro-rata
reimbursement of eligible County expenses from RHID Funds.
NOW, THEREFORE, in consideration of the mutual covenants and agreements contained herein,
the sufficiency of which consideration is hereby acknowledged by each of the parties, the City and the
County, with the due authorization and approval of their respective governing bodies, hereby agree as
follows:
Section 1. Term of Contract. The term of this Contract shall commence as of the Effective
Date and, unless terminated earlier as provided in this Contract, expire on the earlier of: (i) the date all
County Eligible Costs (as defined herein) have been reimbursed with RHID Funds, subject to the
requirements and limitations of this Contract and the Development Agreement; or (ii) 25 years after the
date of the City Ordinance creating the District.
600596.20000\CITY COUNTY FUNDING CONTRACT V.2 K-2
Section 2. Financing of Internal Infrastructure Improvements.
(a) Allocation of RHID Funds.
(1) The City, in its sole discretion and at any time, from any source, may elect to fund
a portion of the Eligible Costs of the electric, gas, water, sewer, storm sewer, and street
improvements necessary for South View Estates Development and located within the boundaries
of the District, including engineering costs, any costs of right-of-way and appurtenances related
thereto, as set forth on the approved plat for South View Estates Development (the "Internal
Infrastructure Improvements") from available funds of the City. The City will be entitled to
reimbursement of all Eligible Costs so paid by the City on a pro-rata basis from each distribution
of RHID Funds.
(2) The County, in its sole discretion and at any time, from any source, may elect to
fund a portion of the Eligible Costs of the Internal Infrastructure Improvements from available
funds of the County. The County will be entitled to reimbursement of all Eligible Costs so paid by
the County (the "County RHID Expenses") regardless of where said funding originates on a pro-
rata basis from each distribution ofRHID Funds in accordance with the terms of this Contract.
(3) Unless funded by the City or the County as described in Section 2(a)(l) or (2)
hereof, all costs of the Internal Infrastructure Improvements will be paid in cash, or financed, by
Developer. The City will use RHID Funds to reimburse the Developer on a pro-rata basis from
each distribution of RHID Funds for all or a portion of the Eligible Costs paid by the Developer,
subject to the terms of the Development Agreement.
(4) For clarity, and by way of example only, pro-rata distributions of RHID Funds
between the City, the County, and the Developer will be calculated using the following
methodology:
City
County
Developer
Total
Eligible Costs Paid
$ 500,000
1,000,000
6,500,000
$8,000,000
Allocated pro-rata portion
ofRHID Funds
6.25%
12.50%
81.25%
100.00%
The allocation of RHID Funds will be recalculated when necessitated by a change in submitted
Eligible Costs by a party or a reduction in allowable Developer eligible expenses pursuant to the
Development Agreement. Recalculations of the RHID Funds allocation will apply on a prospective
basis only.
(b) Preliminary Request for Reimbursement. Prior to the expenditure of any County funds,
the County will submit to the City a preliminary unsigned draft Request for Reimbursement ("Preliminary
Request") in the form attached hereto as Exhibit A setting forth the amount for which reimbursement is
sought and an itemized listing of the related Internal Infrastructure Improvements. Each Preliminary
Request will be accompanied by such bills, contracts, invoices, or other evidence reasonably satisfactory to
the City to document that such expenditures will be for Eligible Costs.
( c) City Approval of Preliminary Request for Reimbursement. The City will have 30 calendar
days after receipt of any Preliminary Request to review and respond by written notice to the County. If the
submitted documentation demonstrates that the Preliminary Request includes only Eligible Costs, then the
600596.20000\CITY COUNTY FUNDING CONTRACT V.2
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1.
2.
3.
4.
Invoice Reimbursement Schedule
Pursuant to Section 2 of the Contract, I hereby request reimbursement of the amounts specified
below and I certify that the description of the purchase or nature of each payment is reasonable, accurate
and complete and that County has previously paid such Eligible Costs:
__ Payee Name --~
-----------+·------
t=~~~--i~~~---~~~
6.
Total Expenses$ ________ _
County Signature
Note: Copies of bills, contracts, checks and other
evidence reflecting the amounts shown above (as
described in Section 2 of the Contract) should be
attached to this Schedule.
600596.20000\CITY COUNTY FUNDING CONTRACT
K-A-2
City will approve the Preliminary Request. In the event the City does not respond within such 30-day
period, the Request for Reimbursement will be deemed approved.
(d) County Certification of Payment and Request for Reimbursement. After the County
receives City approval of a Preliminary Request, the County will deliver to the City an executed copy of
the Preliminary Request along with documentation that payment has been made by the County for such
Eligible Costs (together a "Request for Reimbursement") and the City will promptly reimburse the County
for the County RHID Expenses pursuant to the terms of this Contract if sufficient pro-rata RHID Funds are
available, and quarterly as funds become available in the event that pro-rata RHID Funds in the City's
possession are at that time insufficient. Reimbursements will cease upon the earlier of (a) such time as the
County RHID Expenses have been fully reimbursed to the County, or (b) 25 years after the date of the
establishment of the District. The City will have no liability and/or responsibility to the County for any
payment greater than the pro-rata amounts received from the Saline County Treasurer pursuant to the
provisions ofK.S.A. 12-5250(b)(2)(A) as a result of the creation of the District.
Section 3. Purpose of Agreement. The purpose of this Agreement is to provide the County
with the opportunity to participate in the initial funding of the Internal Infrastructure Improvements and to
allow for reimbursement through tax increment created in the District pursuant to the RHID Act.
Section 4. County's Right to Terminate. The County may elect to terminate this Contract
at any time by written notice to the City. All obligations of the City to reimburse the County for County
RHID Expenses will terminate upon receipt of the notice.
Section 5. Construction and Enforcement. This Contract shall be construed and enforced
in accordance with the Jaws of the State. Wherever in this Contract it is provided that either Party shall or
will make any payment or perform or refrain from performing any act or obligation, each such provision
shall, even though not so expressed, be construed as an express covenant to make such payment or to
perform, or not to perform, as the case may be, such act or obligation.
Section 6. Consents and Approvals; Notices. Whenever in this Contract it is provided that
either Party must consent or give its approval for any action, or to refrain from any actions, such Party shall
not unreasonably withhold such consent or approval. Any notice required or permitted to be given pursuant
to this Contract shall be in writing and shall be hand delivered, sent by United States mail, postage prepaid,
or electronic means to the Parties at the following addresses or to such other address as a Party may hereafter
specify in writing:
To the City:
City of Salina, Kansas
Attention: City Manager
300 W. Ash Street
Salina, Kansas 67402
Email: mike.schrage@salina.org
Phone:(785)309-5700
600596.20000\CITY COUNTY FUNDING CONTRACT V.2
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With a copy to:
Clark, Mize & Linville, Chtd.
Attn: Greg A. Bengtson, Esq.
129 S. 81h Street
Salina, Kansas 67402
Email: gabengtson@cml-law.com
Phone: (785) 823-6325
To the County:
Saline County, Kansas
Attention: County Administrator
300 W. Ash Street, Room 217
Salina, Kansas 67 402
Email: phillip.smith-hanes@saline.org
Phone: (785) 309-5810
With a copy to:
Michael A. Montoya, P.A.
Attn: Michael A. Montoya
256 S. Santa Fe Ave.
Salina, Kansas 67401
Email: admin@montoyalaw.kscoxmai l.com
Phone:(785)827-5505
Section 7. Invalidity of Provisions of Contract. If, for any reason, any provision hereof
shall be determined to be invalid or unenforceable, the validity and effect of the other provisions hereof
shall not be affected thereby.
Section 8. Covenants Binding on Successors and Assigns. The covenants, agreements and
conditions herein contained shall be binding upon and inure to the benefit of the parties hereto and their
respective successors and assigns.
Section 9. Section Headings. The section headings are for the convenience ofreference only
and shall not be treated as a part of this Contract or as affecting the true meaning of the provisions hereof.
Section 10. Execution of Counterparts. This Contract may be executed simultaneously in
multiple counterparts, each of which shall be deemed to be an original, but all of which together shall
constitute one and the same instrument.
Section 11. Electronic Transactions. The transactions described in this Contract may be
conducted, and documents related to the Contract may be sent, received, executed, and stored, by electronic
means or transmissions. Copies, telecopies, electronic files and other reproductions of original executed
documents (or documents executed by electronic means or transmissions) shall be deemed to be authentic
and valid counterparts of such documents for all purposes, including the filing of any claim, action or suit
in the appropriate court oflaw.
Section 12. Amendments. This Contract may be amended, changed or modified only by an
agreement in writing executed by both Parties.
[BALANCE OF THIS PAGE INTENTIONALLY LEFT BLANK]
600596.20000\CITY COUNTY FUNDING CONTRACT V.2
K-5
..
IN WITNESS WHEREOF, the City and the County have duly executed this Contract pursuant to
all requisite authorizations as of the date first above written.
CITY OF SALINA, KANSAS
APPROVED AS TO FORM:
600596.20000\CJTY COUNTY FUNDING CONTRACT
(City Signature page to Funding Contract)
ATIEST: -, _i1
9mu.~
APPROVED AS TO FORM:
County Counselor
600596.20000\CITY COUNTY FUNDING CONTRACT
SALINE COUNTY, KANSAS
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(County Signature page to Funding Contrdct)
EXHIBIT A
REQUEST FOR REIMBURSEMENT
City of Salina, Kansas
Attention: City Manager
You are hereby requested by the undersigned, an authorized representative of Saline County,
Kansas (the "County") to disburse funds held by the City in the special revenue fund created pursuant the
authority in KS.A. 12-5250(b)(2)(A) for the South View Estates Development project (the "Fund") and set
forth in the Funding Contract between the City of Salina, Kansas and the County for the South View Estates
Rural Housing Incentive District dated August 30, 2021 (the "Contract") to reimburse expenditures made
by the County for Eligible Costs (as defined in the Contract) as described on and in the amounts set forth
in the Schedules attached to this invoice and incorporated herein by this reference (the "Schedules").
I hereby certify that the amounts requested in the attached Schedules have been paid by the County
in payment of costs that are Eligible Costs, as defined in the Contract.
I further certify that no part of the amounts set forth in the Schedules have been the basis for any
previous withdrawal of any moneys from the Fund.
Attached to the Schedules is a description of the nature of the item billed, a reference to which type
of Eligible Cost the expense applies to under the Rural Housing Incentive Act and the Contract, and a copy
of the contract, invoice or other billing for the Eligible Costs for which the County seeks reimbursement,
along with copies of checks, evidence of wire transfers or other evidence of payment by the County of such
Eligible Costs and hereby certify that such copies are true and accurate copies of the original documents.
The County acknowledges that any reimbursements will be made in accordance with the Contract.
SALINE COUNTY, KANSAS
By:
County Administrator
Accepted and Approved:
City Manager
600596.20000\CJTY COUNTY FUNDING CONTRACT
K-A-1
DEVELOPMENT PLAN
OF THE CITY OF SALINA, KANSAS
SOUTH VIEW ESTATES
RURAL HOUSING INCENTIVE DISTRICT
AUGUST 30, 2021
600596.20000\DEVELOPMENT PLAN v.I