Common use of Dedication Clause in Contracts

Dedication. A. Subject to all of the other provisions of this Agreement and the Exhibits hereto attached, the Developer shall, without charge to the City, upon completion of all of the above-described improvements, unconditionally give, grant, convey and fully dedicate the same to the City, its successors an assigns, forever, free and clear of all encumbrances whatever, together with, all structures, mains, conduits, pipes, lines, equipment and appurtenances which may in any way be part of or pertain to such improvements and together with any and all necessary easements for access thereto. After such dedication, the City shall be responsible for all maintenance and improvements to said facilities and shall have the right to connect or integrate other sewer or water facilities with those facilities provided hereunder as the City decides, with no payment or award to, or consent required of, the Developer. The Developer agrees to file with the City an Irrevocable Letter of Credit from a lending institution approved by the City issued in favor of the City, prior to the commencement of construction, in an amount equal to the costs of all improvements plus ten percent for each phase in a form reasonably approved by the City Engineer and City Attorney. No construction shall commence until such a Letter of Credit is on file with the City. The Letter of Credit shall be in an amount sufficient to pay any costs incurred by the City for completion of all improvements in each applicable phase (see Section I) to include all survey monuments in accordance with Section III herein. The Letter of Credit shall be released when the requirements of this Developer’s Agreement are fulfilled or within fourteen months after final completion of improvements, whichever comes later. The Developer agrees to provide the City Engineer with the Statement of Costs discussed in Section III, which shall be approved by the City Engineer prior to furnishing the Letter of Credit. Dedication shall not constitute acceptance of any Improvement by the City. All improvements will be accepted by the City by separate resolution at such time as said improvements are in acceptable form and conform to City specifications after the issuance of an appropriate letter of acceptance by the City Engineer. The City agrees to accept or reject any improvements within forty-five (45) days after the same are submitted to the City unless otherwise mutually agreed. The Developer agrees that the Public Improvements will not be accepted by the City until all outstanding charges to be paid by the Developer under the Ordinances have been paid in full and affidavits and lien waivers are received by the City indicating that all contractors (and subcontractors, laborers, materialmen, etc.) providing work, services or materials in connection with the Public Improvements have been paid in full for such work, services and materials. B. If at any time: 1. The Developer is in default of any aspect of this Agreement following its right to cure as set forth below, or 2. The Developer does not complete the installation of improvements in a phase within one year after the commencement of the construction of the improvements (except for the final lift of asphalt as provided in Section I), unless extended by agreement or action of the Common Council, or 3. The Developer fails to maintain an adequate Letter of Credit with the City to pay the cost of uncompleted improvements in the subdivision phase, or 4. The Letter of Credit on file with the City is dated to expire within sixty (60) days and in the reasonable judgment of the City Engineer, the improvements will not be accepted by the City within such sixty (60) day period and the same has not been extended, renewed or replaced upon the City’s request. The Developer shall be deemed to be in default and the City shall have the authority to draw upon the Letter of Credit only after the City shall first have provided to Developer notice of such default and Developer shall fail to cure such default within thirty (30) days after receipt of such notice. The lending institution providing the Letter of Credit shall pay to the City any draw upon demand, and upon its failure to do so, in whole or in part, the City shall be empowered in addition to its other remedies, without notice or hearing, to impose special assessments in the amount of said completion, or satisfaction cost, upon each and every lot in the applicable subdivision phase payable in the next succeeding tax roll. C. The amount of the Letter of Credit will be reduced by resolution of the Common Council in an amount reasonably proportionate to the cost of the improvements that are paid for by the Developer, provided that the remaining Letter of Credit is sufficient to secure payment for any remaining improvements required for a phase. The Developer agrees to provide the City Engineer with Statement of Costs of all improvements for all costs associated with the completion of the phase, which costs shall be approved by the City Engineer prior to the City agreeing to reduce the Letter of Credit. The City acknowledges that the Developer will not pay bills for any Improvement work without the approval of such work by the City. The City agrees to use its best efforts to inspect such work on a timely basis.

Dedication. A. Subject to all of the other provisions of this Agreement and the Exhibits hereto attached, the Developer shall, without charge to the City, upon completion of all of the above-above- described improvements, unconditionally give, grant, convey and fully dedicate the same to the City, its successors an assigns, forever, free and clear of all encumbrances whatever, together with, all structures, mains, conduits, pipes, lines, equipment and appurtenances which may in any way be part of or pertain to such improvements and together with any and all necessary easements for access thereto. After such dedicationdedication and acceptance by the City, the City shall be responsible for all maintenance and improvements to said facilities and shall have the right to connect or integrate other sewer or water facilities with those facilities provided hereunder as the City decides, with no payment or award to, or consent required of, the Developer. The Developer agrees to file with the City an Irrevocable Letter of Credit from a lending institution approved by the City issued in favor of the City, prior to the commencement of construction, in an amount equal to the costs of all improvements plus ten percent for each phase in a form reasonably approved by the City Engineer and City Attorney. No construction shall commence until such a Letter of Credit is on file with the City. The Letter of Credit shall be in an amount sufficient to pay any costs incurred by the City for completion of all improvements in each applicable phase (see Section I) to include all survey monuments in accordance with Section III herein. The Letter of Credit shall be released when the requirements of this Developer’s 's Agreement are fulfilled or within fourteen months after final completion of improvements, whichever comes later. The Developer agrees to provide the City Engineer with the Statement of Costs discussed in Section III, which shall be approved by the City Engineer prior to furnishing the Letter of Credit. Dedication shall not constitute acceptance of any Improvement by the City. All improvements will be accepted by the City by separate resolution at such time as said improvements are in acceptable form and conform to City specifications after the issuance of an appropriate letter of acceptance by the City Engineer. The City agrees to accept or reject any improvements within forty-five (45) days after the same are submitted to the City unless otherwise mutually agreed. The Developer agrees that the Public Improvements will not be accepted by the City until all outstanding charges to be paid by the Developer under the Ordinances have been paid in full and affidavits and lien waivers are received by the City indicating that all contractors (and subcontractors, laborers, materialmen, etc.) providing work, services or materials in connection with the Public Improvements have been paid in full for such work, services and materials. B. If at any time: 1. The Developer is in default of any aspect of this Agreement following its right to cure as set forth below, or 2. The Developer does not complete the installation of improvements in a phase within one year after the commencement of the construction of the improvements (except for the final lift of asphalt as provided in Section I), unless extended by agreement or action of the Common Council, or 3. The Developer fails to maintain an adequate Letter of Credit with the City to pay the cost of uncompleted improvements in the subdivision phase, or 4. The Letter of Credit on file with the City is dated to expire within sixty (60) days and in the reasonable judgment of the City Engineer, the improvements will not be accepted by the City within such sixty (60) day period and the same has not been extended, renewed or replaced upon the City’s 's request. The Developer shall be deemed to be in default and the City shall have the authority to draw upon the Letter of Credit only after the City shall first have provided to Developer notice of such default and Developer shall fail to cure such default within thirty (30) days after receipt of such notice. The lending institution providing the Letter of Credit shall pay to the City any draw upon demand, and upon its failure to do so, in whole or in part, the City shall be empowered in addition to its other remedies, without notice or hearing, to impose special assessments in the amount of said completion, or satisfaction cost, upon each and every lot in the applicable subdivision phase payable in the next succeeding tax roll. C. The amount of the Letter of Credit will be reduced by resolution of the Common Council in an amount reasonably proportionate to the cost of the improvements that are paid for by the Developer, provided that the remaining Letter of Credit is sufficient to secure payment for any remaining improvements required for a phase. The Developer agrees to provide the City Engineer with Statement of Costs of all improvements for all costs associated with the completion of the phase, which costs shall be approved by the City Engineer prior to the City agreeing to reduce the Letter of Credit. The City acknowledges that the Developer will not pay bills for any Improvement work without the approval of such work by the City. The City agrees to use its best efforts to inspect such work on a timely basis.

Dedication. A. Subject to all of the other provisions of this Agreement and the Exhibits hereto attached, the Developer shall, without charge to the City, upon completion of all of the above-described improvementsimprovements for each phase, unconditionally give, grant, convey and fully dedicate the same to the City, its successors an assigns, forever, free and clear of all encumbrances whatever, together with, all structures, mains, conduits, pipes, lines, equipment and appurtenances which may in any way be part of or pertain to such improvements and together with any and all necessary easements for access thereto. After such dedication, the City shall be responsible for all maintenance and improvements to said facilities and shall have the right to connect or integrate other sewer or water facilities with those facilities provided hereunder as the City decides, with no payment or award to, or consent required of, the Developer. The Developer agrees to file with the City an Irrevocable Letter of Credit from a lending institution approved by the City issued in favor of the City, prior to the commencement of construction, in an amount equal to the costs of all improvements plus ten percent for each phase in a form reasonably approved by the City Engineer and City Attorney. No construction shall commence until such a Letter of Credit is on file with the City. The Letter of Credit shall be in an amount sufficient to pay any costs incurred by the City for completion of all improvements in each applicable phase (see Section I) to include all survey monuments in accordance with Section III herein. The Letter of Credit shall be released when the requirements of this Developer’s Agreement are fulfilled or within fourteen months after final completion of improvements, whichever comes later. The Developer agrees to provide the City Engineer with the Statement of Costs discussed in Section III, which shall be approved by the City Engineer prior to furnishing the Letter of Credit. Dedication shall not constitute acceptance of any Improvement by the City. All improvements will be accepted by the City by separate resolution at such time as said improvements are in acceptable form and conform to City specifications after the issuance of an appropriate letter of acceptance by the City Engineer. The City agrees to accept or reject any improvements within forty-five (45) days after the same are submitted to the City unless otherwise mutually agreed. The Developer agrees that the Public Improvements will not be accepted by the City until all outstanding charges to be paid by the Developer under the Ordinances have been paid in full and affidavits and lien waivers are received by the City indicating that all contractors (and subcontractors, laborers, materialmen, etc.) providing work, services or materials in connection with the Public Improvements have haven’t been paid in full for such work, services and materials. B. If at any time: 1. The Developer is in default City further agrees to accept the assignment of any aspect of this Agreement following its right to cure as set forth below, or 2. The Developer does not complete the installation of improvements in a phase within one year after the commencement of the construction of the improvements (except for the final lift of asphalt as provided in Section I), unless extended by agreement or action of the Common Council, or 3. The Developer fails to maintain an adequate Letter of Credit with the City to pay the cost of uncompleted improvements ▇▇▇▇▇▇▇▇▇’s interest in the subdivision phaseStormwater Facilities Easement Agreement dated December 7, or 4. The Letter of Credit on file with 2017 between the City is Developer as Grantee and ▇▇▇▇▇▇ Farms, Inc. as Grantor dated to expire within sixty (60) days December 7, 2017 when the stormwater facilities referenced in that agreement have been completed and in the reasonable judgment of the City Engineer, the improvements will not be accepted by the City within such sixty (60) day period and the same has not been extended, renewed or replaced upon the City’s request. The Developer shall be deemed to be in default and the City shall have the authority to draw upon the Letter of Credit only after the City shall first have provided to Developer notice of such default and Developer shall fail to cure such default within thirty (30) days after receipt of such notice. The lending institution providing the Letter of Credit shall pay to the City any draw upon demand, and upon its failure to do so, in whole or in part, the City shall be empowered in addition to its other remedies, without notice or hearing, to impose special assessments in the amount of said completion, or satisfaction cost, upon each and every lot in the applicable subdivision phase payable in the next succeeding tax roll. C. The amount of the Letter of Credit will be reduced by resolution of the Common Council in an amount reasonably proportionate to the cost of the improvements that are paid for by the Developer, provided that the remaining Letter of Credit is sufficient to secure payment for any remaining improvements required for a phase. The Developer agrees to provide the City Engineer with Statement of Costs of all improvements for all costs associated with the completion of the phase, which costs shall be approved by the City Engineer prior to the City agreeing to reduce the Letter of Credit. The City acknowledges that the Developer will not pay bills for any Improvement work without the approval of such work by the City. The City agrees to use its best efforts to inspect such work on a timely basisEngineer.

Dedication. A. Subject to all of the other provisions of this Agreement and the Exhibits hereto attached, the Developer shall, without charge to the City, upon completion of all of the above-described improvements, unconditionally give, grant, convey and fully dedicate the same to the City, its successors an assigns, forever, free and clear of all encumbrances whatever, together with, all structures, mains, conduits, pipes, lines, equipment and appurtenances which may in any way be part of or pertain to such improvements and together with any and all necessary easements for access thereto. After such dedication, the City shall be responsible for all maintenance and improvements to said facilities and shall have the right to connect or integrate other sewer or water facilities with those facilities provided hereunder as the City decides, with no payment or award to, or consent required of, the Developer. The Developer agrees to file with the City an Irrevocable Letter of Credit from a lending institution approved by the City issued in favor of the City, prior to the commencement of construction, in an amount equal to the costs of all improvements plus ten percent for each phase in a form reasonably approved by the City Engineer and City Attorney. No construction shall commence until such a Letter of Credit is on file with the City. The Letter of Credit shall be in an amount sufficient to pay any costs incurred by the City for completion of all improvements in each applicable phase (see Section I) to include all survey monuments in accordance with Section III herein. The Letter of Credit shall be released when the requirements of this Developer’s Agreement are fulfilled or within fourteen months month after final completion of improvements, whichever comes later. The Developer agrees to provide the City Engineer with the Statement of Costs discussed in Section III, which shall be approved by the City Engineer prior to furnishing the Letter of Credit. Dedication shall not constitute acceptance of any Improvement by the City. All improvements will be accepted by the City by separate resolution at such time as said improvements are in acceptable form and conform to City specifications after the issuance of an appropriate letter of acceptance by the City Engineer. The City agrees to accept or reject any improvements within forty-forty- five (45) days after the same are submitted to the City unless otherwise mutually agreed. The Developer agrees that the Public Improvements will not be accepted by the City until all outstanding charges to be paid by the Developer under the Ordinances have been paid in full and affidavits and lien waivers are received by the City indicating that all contractors (and subcontractors, laborers, materialmen, etc.) providing work, services or materials in connection with the Public Improvements have been paid in full for such work, services and materials. B. If at any time: 1. The Developer is in default of any aspect of this Agreement following its right to cure as set forth belowAgreement, or 2. The Developer does not complete the installation of improvements in a phase within one year after the commencement of the construction of the improvements (except for the final lift of asphalt as provided in Section I), unless extended by agreement or action of the Common Council, or 3. The Developer fails to maintain an adequate Letter of Credit with the City to pay the cost of uncompleted improvements in the subdivision phaseSubdivision, or 4. The Letter of Credit on file with the City is dated to expire within sixty (60) days and in the reasonable judgment of the City Engineer, the improvements will not be accepted by the City within such sixty (60) day period and the same has not been extended, renewed or replaced upon the City’s request. The Developer shall be deemed to be in default and the City shall have the authority to draw upon the Letter of Credit only after provided the City shall first have provided to give Developer notice of such default and Developer shall fail to cure such default within thirty (30) days after receipt of such notice. The lending institution providing the Letter of Credit shall pay to the City any draw upon demand, and upon its failure to do so, in whole or in part, the City shall be empowered in addition to its other remedies, without notice or hearing, to impose special assessments in the amount of said completion, or satisfaction cost, upon each and every lot in the applicable subdivision phase Subdivision payable in the next succeeding tax roll. C. The amount of the Letter of Credit will be reduced by resolution of the Common Council in an amount reasonably proportionate to the cost of the improvements that are paid for by the Developer, provided that the remaining Letter of Credit is sufficient to secure payment for any remaining improvements required for a phaserequired. The Developer agrees to provide the City Engineer with Statement of Costs of all improvements for all costs associated with the completion of the phase, which costs shall be approved by the City Engineer prior to the City agreeing to reduce the Letter of Credit. The City acknowledges that the Developer will not pay bills for any Improvement work without the approval of such work by the City. The City agrees to use its best efforts to inspect such work on a timely basis.

Dedication. A. Subject to all of the other provisions of this Agreement AGREEMENT and the Exhibits hereto attached, the Developer DEVELOPER shall, without charge to the CityCITY, upon completion of all of the above-described public improvements, unconditionally give, grant, convey and fully dedicate the same to the CityCITY, its successors an and assigns, forever, free and clear of all encumbrances whatever, together with, all structures, mains, conduits, pipes, lines, equipment and appurtenances which may in any way be part of or pertain to such improvements and together with any and all necessary easements for access thereto. After such dedication, the City CITY shall be responsible for all maintenance and improvements to said facilities and shall have the right to connect or integrate other sewer or water facilities with those facilities provided hereunder as the City CITY decides, with no payment or award to, or consent required of, the DeveloperDEVELOPER. The Developer DEVELOPER agrees to file with the City CITY an Irrevocable Letter of Credit from a lending institution approved by the City CITY issued in favor of the CityCITY, prior to the commencement of construction, in an amount equal to the costs of all public improvements set forth herein plus ten percent for each phase in a form reasonably approved by the City Engineer and City Attorney. No construction shall commence until such a Letter of Credit is on file with the CityCITY. The Letter of Credit shall be in an amount sufficient to pay any costs incurred by the City CITY for completion of all public improvements in each applicable phase (see Section IV) to include all survey monuments in accordance with Section III herein. The Letter of Credit shall be released when the requirements of this Developer’s Agreement set forth herein are fulfilled or within fourteen months after final completion of improvements, whichever comes later. The Developer DEVELOPER agrees to provide the City Engineer with the Statement of Costs discussed in Section IIIVII, which shall be approved by the City Engineer prior to furnishing the Letter of Credit. Dedication shall not constitute acceptance of any Improvement by the CityCITY. All improvements will be promptly accepted by the City CITY by separate resolution at such time as said improvements are in acceptable form and conform to City CITY specifications after the issuance of an appropriate letter of acceptance by the City CITY Engineer. The City CITY agrees to accept or reject any improvements within forty-five (45) days after the same are submitted to the City CITY unless otherwise mutually agreed. The Developer DEVELOPER agrees that the Public Improvements public improvements will not be accepted by the City CITY until all outstanding charges to be paid by the Developer DEVELOPER under the Ordinances have been paid in full and affidavits and lien waivers are received by the City CITY indicating that all contractors (and subcontractors, laborers, materialmen, etc.) providing work, services or materials in connection with the Public Improvements public improvements have been paid in full for such work, services and materials. B. If at any time: 1. The Developer DEVELOPER is in default of any aspect material term of this Agreement AGREEMENT following its right to cure as set forth belowin Section XIII.A hereof, or 2. The Developer DEVELOPER does not complete the installation of improvements in a phase within one year after the commencement of the construction of the improvements (except for the final lift of asphalt as provided in Section IV), unless extended by agreement AGREEMENT or action of the Common Council, or 3. The Developer DEVELOPER fails to maintain an adequate Letter of Credit with the City CITY to pay the cost of uncompleted improvements in the subdivision phasePROPERTY, or 4. The Letter of Credit on file with the City CITY is dated to expire within sixty (60) days and in the reasonable judgment of the City Engineer, the improvements will not be accepted by the City CITY within such sixty (60) day period and the same has not been extended, renewed or replaced upon the City’s request. The Developer shall be deemed to be in default and the City shall have the authority to draw upon the Letter of Credit only after the City shall first have provided to Developer notice of such default and Developer shall fail to cure such default within thirty (30) days after receipt of such notice. The lending institution providing the Letter of Credit shall pay to the City CITY any draw upon demand, and upon its failure to do so, in whole or in part, the City CITY shall be empowered in addition to its other remedies, without notice or hearing, to impose special assessments in the amount of said completion, or satisfaction cost, upon each and every lot in the applicable subdivision phase PROPERTY payable in the next succeeding tax roll. C. The amount of the Letter of Credit will be reduced by resolution of the Common Council in an amount reasonably proportionate to the cost of the public improvements that are paid for by the DeveloperDEVELOPER, provided that the remaining Letter of Credit is sufficient to secure payment for any remaining improvements required for a phaserequired. The Developer DEVELOPER agrees to provide the City Engineer with Statement of Costs of all improvements for all costs associated with the completion of the phase, which costs shall be approved by the City Engineer prior to the City CITY agreeing to reduce the Letter of Credit. The City Statement of Costs shall be deemed approved if the CITY, within thirty (30) days following delivery of said Statement of Costs, does not reject the same, or any portion thereof. The CITY acknowledges that the Developer DEVELOPER will not pay bills for any Improvement improvement work without the approval of such work by the CityCITY. The City CITY agrees to use its best efforts to inspect such work on a timely basis.

Dedication. A. Subject to all of the other provisions of this Agreement and the Exhibits hereto attached, the Developer shall, without charge to the City, upon completion of all of the above-described improvements, unconditionally give, grant, convey and fully dedicate the same to the City, its successors an assigns, forever, free and clear of all encumbrances whatever, together with, all structures, mains, conduits, pipes, lines, equipment and appurtenances which may in any way be part of or pertain to such improvements and together with any and all necessary easements for access thereto. After such dedication, the City shall be responsible for all maintenance and improvements to said facilities and shall have the right to connect or integrate other sewer or water facilities with those facilities provided hereunder as the City decides, with no payment or award to, or consent required of, the Developer. The Developer agrees to file with the City an Irrevocable Letter of Credit from a lending institution approved by the City issued in favor of the City, prior to the commencement of construction, in an amount equal to the costs of all improvements plus ten percent for each phase in a form reasonably approved by the City Engineer and City Attorney. No construction shall commence until such a Letter of Credit is on file with the City. The Letter of Credit shall be in an amount sufficient to pay any costs incurred by the City for completion of all improvements in each applicable phase (see Section I) to include all survey monuments in accordance with Section III herein. The Letter of Credit shall be released when the requirements of this Developer’s Agreement are fulfilled or within fourteen months month after final completion of improvements, whichever comes later. The Developer agrees to provide the City Engineer with the Statement of Costs discussed in Section III, which shall be approved by the City Engineer prior to furnishing the Letter of Credit. Dedication shall not constitute acceptance of any Improvement by the City. All improvements will be accepted by the City by separate resolution at such time as said improvements are in acceptable form and conform to City specifications after the issuance of an appropriate letter of acceptance by the City Engineer. The City agrees to accept or reject any improvements within forty-five (45) days after the same are submitted to the City unless otherwise mutually agreed. The Developer agrees that the Public Improvements will not be accepted by the City until all outstanding charges to be paid by the Developer under the Ordinances have been paid in full and affidavits and lien waivers are received by the City indicating that all contractors (and subcontractors, laborers, materialmen, etc.) providing work, services or materials in connection with the Public Improvements have haven’t been paid in full for such work, services and materials. The City further agrees to accept the assignment of ▇▇▇▇▇▇▇▇▇’s interest in the Stormwater Facilities Easement Agreement dated December 7, 2017 between the Developer as Grantee and ▇▇▇▇▇▇ Farms, Inc. as Grantor dated December 7, 2017 when the stormwater facilities referenced in that agreement have been completed and approved by the City Engineer. B. If at any time: 1. The Developer is in default of any aspect of this Agreement following its right to cure as set forth belowAgreement, or 2. The Developer does not complete the installation of improvements in a phase within one year after the commencement of the construction of the improvements (except for the final lift of asphalt as provided in Section I), unless extended by agreement or action of the Common Council, or 3. The Developer fails to maintain an adequate Letter of Credit with the City to pay the cost of uncompleted improvements in the subdivision phaseSubdivision, or 4. The Letter of Credit on file with the City is dated to expire within sixty (60) days and in the reasonable judgment of the City Engineer, the improvements will not be accepted by the City within such sixty (60) day period and the same has not been extended, renewed or replaced upon the City’s request. The Developer shall be deemed to be in default and the City shall have the authority to draw upon the Letter of Credit only after provided the City shall first have provided to give Developer notice of such default and Developer shall fail to cure such default within thirty (30) days after receipt of such notice. The lending institution providing the Letter of Credit shall pay to the City any draw upon demand, and upon its failure to do so, in whole or in part, the City shall be empowered in addition to its other remedies, without notice or hearing, to impose special assessments in the amount of said completion, or satisfaction cost, upon each and every lot in the applicable subdivision phase Subdivision payable in the next succeeding tax roll. C. The amount of the Letter of Credit will be reduced by resolution of the Common Council in an amount reasonably proportionate to the cost of the improvements that are paid for by the Developer, provided that the remaining Letter of Credit is sufficient to secure payment for any remaining improvements required for a phaserequired. The Developer agrees to provide the City Engineer with Statement of Costs of all improvements for all costs associated with the completion of the phase, which costs shall be approved by the City Engineer prior to the City agreeing to reduce the Letter of Credit. The City acknowledges that the Developer will not pay bills for any Improvement work without the approval of such work by the City. The City agrees to use its best efforts to inspect such work on a timely basis.

Dedication. A. Subject to all of the other provisions of this Agreement and the Exhibits hereto attached, the Developer shall, without charge to the City, upon completion of all of the above-above- described improvements, unconditionally give, grant, convey and fully dedicate the same to the City, its successors an assigns, forever, free and clear of all encumbrances whatever, together with, all structures, mains, conduits, pipes, lines, equipment and appurtenances which may in any way be part of or pertain to such improvements and together with any and all necessary easements for access thereto. After such dedicationdedication and acceptance by the City, the City shall be responsible for all maintenance and improvements to said facilities and shall have the right to connect or integrate other sewer or water facilities with those facilities provided hereunder as the City decides, with no payment or award to, or consent required of, the Developer. The Developer agrees to file with the City an Irrevocable Letter of Credit from a lending institution approved by the City issued in favor of the City, prior to the commencement of construction, in an amount equal to the costs of all improvements plus ten percent for each phase in a form reasonably approved by the City Engineer and City Attorney. No construction shall commence until such a Letter of Credit is on file with the City. The Letter of Credit shall be in an amount sufficient to pay any costs incurred by the City for completion of all improvements in each applicable phase (see Section I) to include all survey monuments in accordance with Section III herein. The Letter of Credit shall be released when the requirements of this Developer’s 's Agreement are fulfilled or within fourteen months after final completion of improvements, whichever comes later. The Developer agrees to provide the City Engineer with the Statement of Costs discussed in Section III, which shall be approved by the City Engineer prior to furnishing the Letter of Credit. Dedication shall not constitute acceptance of any Improvement by the City. All improvements will be accepted by the City by separate resolution at such time as said improvements are in acceptable form and conform to City specifications after the issuance of an appropriate letter of acceptance by the City Engineer. The City agrees to accept or reject any improvements within forty-five (45) days after the same are submitted to the City unless otherwise mutually agreed. The Developer agrees that the Public Improvements will not be accepted by the City until all outstanding charges to be paid by the Developer under the Ordinances have been paid in full and affidavits and lien waivers are received by the City indicating that all contractors (and subcontractors, laborers, materialmen, etc.) providing work, services or materials in connection with the Public Improvements have been paid in full for such work, services and materials. B. If at any time: 1. The Developer is in default of any aspect of this Agreement following its right to cure as set forth below, or 2. The Developer does not complete the installation of improvements in a phase within one year after the commencement of the construction of the improvements (except for the final lift of asphalt as provided in Section I)improvements, unless extended by agreement or action of the Common Council, or 3. The Developer fails to maintain an adequate Letter of Credit with the City to pay the cost of uncompleted improvements in the subdivision development phase, or 4. The Letter of Credit on file with the City is dated to expire within sixty (60) days and in the reasonable judgment of the City Engineer, the improvements will not be accepted by the City within such sixty (60) day period and the same has not been extended, renewed or replaced upon the City’s 's request. The Developer shall be deemed to be in default and the City shall have the authority to draw upon the Letter of Credit only after the City shall first have provided to Developer notice of such default and Developer shall fail to cure such default within thirty (30) days after receipt of such notice. The lending institution providing the Letter of Credit shall pay to the City any draw upon demand, and upon its failure to do so, in whole or in part, the City shall be empowered in addition to its other remedies, without notice or hearing, to impose special assessments in the amount of said completion, or satisfaction cost, upon each and every lot in the applicable subdivision development phase payable in the next succeeding tax roll. C. The amount of the Letter of Credit will be reduced by resolution of the Common Council in an amount reasonably proportionate to the cost of the improvements that are paid for by the Developer, provided that the remaining Letter of Credit is sufficient to secure payment for any remaining improvements required for a phase. The Developer agrees to provide the City Engineer with Statement of Costs of all improvements for all costs associated with the completion of the phase, which costs shall be approved by the City Engineer prior to the City agreeing to reduce the Letter of Credit. The City acknowledges that the Developer will not pay bills for any Improvement work without the approval of such work by the City. The City agrees to use its best efforts to inspect such work on a timely basis. D. The Developer shall provide an permanent easement for city to access all utilities installed in the development before the Common Council accepts the Dedication.

Dedication. A. Subject to all of the other provisions of this Agreement AGREEMENT and the Exhibits hereto attached, the Developer DEVELOPER shall, without charge to the CityCITY, upon completion of all of the above-described public improvements, unconditionally give, grant, convey and fully dedicate the same to the CityCITY, its successors an and assigns, forever, free and clear of all encumbrances whatever, together with, all structures, mains, conduits, pipes, lines, equipment and appurtenances which may in any way be part of or pertain to such improvements and together with any and all necessary easements for access thereto. After such dedication, the City CITY shall be responsible for all maintenance and improvements to said facilities and shall have the right to connect or integrate other sewer or water facilities with those facilities provided hereunder as the City CITY decides, with no payment or award to, or consent required of, the DeveloperDEVELOPER. The Developer DEVELOPER agrees to file with provide a financial guaranty to the City an Irrevocable Letter of Credit from a lending institution approved by the City issued in favor of the City, CITY prior to the commencement of construction, in an amount equal to the costs of all public improvements set forth herein plus ten percent percent, as security for each phase DEVELOPER’S performance (“Security”). The Security may be in the form of an escrow account to which the CITY has access subject to agreed-upon criteria, a letter of credit or the posting of cash or Certificates of Deposit with the CITY. The form of any such Security must be in a form reasonably format approved by the City Engineer and City Attorney. No construction shall commence until such a Letter of Credit Security is on file with and/or accepted by the CityCITY. The Letter of Credit Security shall be in an amount sufficient to pay any costs incurred by the City CITY for completion of all public improvements in each applicable phase (see Section IV) to include all survey monuments in accordance with Section III herein. The Letter of Credit Security shall be released when the requirements of this Developer’s Agreement set forth herein are fulfilled or within fourteen months after final completion of improvements, whichever comes later. The Developer DEVELOPER agrees to provide the City Engineer with the Statement of Costs discussed in Section IIIVII, which shall be approved by the City Engineer prior to furnishing the Letter of CreditSecurity. Dedication shall not constitute acceptance of any Improvement by the CityCITY. All improvements will be promptly accepted by the City CITY by separate resolution at such time as said improvements are in acceptable form and conform to City CITY specifications after the issuance of an appropriate letter of acceptance by the City CITY Engineer. The City CITY agrees to accept or reject any improvements within forty-five (45) days after the same are submitted to the City CITY unless otherwise mutually agreed. The Developer DEVELOPER agrees that the Public Improvements public improvements will not be accepted by the City CITY until all outstanding charges to be paid by the Developer DEVELOPER under the Ordinances have been paid in full and affidavits and lien waivers are received by the City CITY indicating that all contractors (and subcontractors, laborers, materialmen, etc.) providing work, services or materials in connection with the Public Improvements public improvements have been paid in full for such work, services and materials. B. If at any time: 1. The Developer DEVELOPER is in default of any aspect material term of this Agreement AGREEMENT following its right to cure as set forth belowin Section XIII.A hereof, or 2. The Developer DEVELOPER does not complete the installation of improvements in a phase within one year after the commencement of the construction of the improvements (except for the final lift of asphalt as provided in Section IV), unless extended by agreement AGREEMENT or action of the Common Council, or 3. The Developer DEVELOPER fails to maintain an adequate Letter of Credit Security with the City CITY to pay the cost of uncompleted improvements in the subdivision phasePROPERTY, or 4. The Letter Security for the financial guaranty of Credit on file with the City DEVELOPER is dated to expire within sixty (60) days and in the reasonable judgment of the City Engineer, the improvements will not be accepted by the City CITY within such sixty (60) day period and the same has not been extended, renewed or replaced upon the City’s CITY’S request. The Developer CITY may draw from or cash the guaranty instruments to complete the improvements. Further, in the event the Security is not sufficient to pay for completion of the improvements, the CITY shall be deemed to be in default and the City shall have the authority to draw upon the Letter of Credit only after the City shall first have provided to Developer notice of such default and Developer shall fail to cure such default within thirty (30) days after receipt of such notice. The lending institution providing the Letter of Credit shall pay to the City any draw upon demandempowered, and upon its failure to do so, in whole or in part, the City shall be empowered in addition to its other remedies, without notice or hearing, to impose special assessments in the amount of said completion, or satisfaction cost, upon each and every lot in the applicable subdivision phase PROPERTY payable in the next succeeding tax roll. C. The amount of the Letter of Credit required Security for the financial guaranty will be reduced by resolution of the Common Council in an amount reasonably proportionate to the cost of the public improvements that are paid for by the DeveloperDEVELOPER, provided that the remaining Letter of Credit Security is sufficient to secure payment for any remaining improvements required for a phaserequired. The Developer DEVELOPER agrees to provide the City Engineer with Statement of Costs of all improvements for all costs associated with the completion of the phase, which costs shall be approved by the City Engineer prior to the City CITY agreeing to reduce the Letter of CreditSecurity. The City Statement of Costs shall be deemed approved if the CITY, within thirty (30) days following delivery of said Statement of Costs, does not reject the same, or any portion thereof. The CITY acknowledges that the Developer DEVELOPER will not pay bills for any Improvement improvement work without the approval of such work by the CityCITY. The City CITY agrees to use its best efforts to inspect such work on a timely basis.