Common use of Undertakings of Developer Clause in Contracts

Undertakings of Developer. Subject to matters of mutual inducement above stated, Developer agrees as follows: a. The Developer has stated his intention to exclude the portion of the building known as “The Pharmacy” from the partial demolition (Refer, Attachment A: Diagram Showing the location of “The Pharmacy”) portion of the Project. b. Prior to issuance of a general partial Demolition Permit for the Project, documentation similar to Historic American Buildings Survey (HABS) documentation shall be completed by the Developer and submitted to and approved by the HPO (Refer, Attachment B: HABS Documentation Example). c. Prior to issuance of a general partial Demolition Permit for the Project, the Developer shall submit engineering drawings to the City indicating the measures proposed to be undertaken in order to stabilize and protect the Pharmacy during the deconstruction. d. For informational purposes only, prior to issuance of a general partial Demolition Permit for the Project, the Developer shall submit a construction sequencing plan to describe order of deconstruction to include phases of remediation, deconstruction and demolition. It is understood that the sequencing of deconstruction may change as deconstruction proceeds and existing conditions become more clear. e. The time between completion of partial demolition and beginning of construction shall not exceed 180 days. f. Prior to issuance of a general partial Demolition Permit for the Project, the Developer shall provide to the City written evidence demonstrating the proposed construction project has the necessary financing to fully complete construction of the Project, including reasonable contingency funds. Examples of such evidence may include but are not limited to copies of commitments from commercial lenders, public entities, and investors providing required grants, loans, letters of credit, bridge financing, etc., as may be needed to complete the Project. g. Construction plans submitted by the Developer to the City for a Building Permit shall substantially comply with the materials and design renderings presented by the Developer to the City Council’s Land Use and Planning Committee on July 27, 2016 (Refer, Attachment C: July 27 Renderings). i. The construction plans for the new building shall include detail drawings of how salvaged historic character-defining items identified pursuant to Section 3a. herein are incorporated into the final design. ii. The construction plans shall include the Mews depicted in Attachment D: Conceptual Mews Floor Plan. Developer shall maintain close contact with the HPO to assure final design of the Mews is consistent with Attachment C and D. iii. Developer shall continue to make a good faith effort to collaborate with the historic preservation community. iv. Nothing in this Agreement shall be construed to prevent further refinement of the building design in Attachment C as long as such refinements are driven by building code requirements or will incorporate more historically relevant detailing or use of historic materials salvaged during deconstruction. h. Under the general supervision of a qualified deconstruction contractor or a qualified local business specializing in deconstruction and reuse of building materials, the structure shall be deconstructed in a manner utilizing “best practices” established by Missoula Redevelopment Agency (Refer, Attachment E: Deconstruction Best Practices). Developer shall use its best efforts to recover as much reusable building materials as is feasible, taking into consideration the Deconstruction Best Practices, the age and condition of the materials, the safety of workers engaged in the deconstruction efforts, environmental abatement needs, and other conditions of the structure and worksite. i. The Developer will ensure that a local deconstruction specialist is consulted on the deconstruction process, for purposes of identifying opportunities for recovering and reusing materials within the structure. j. Prior to onset of deconstruction, the Developer and its deconstruction contractor shall meet with the HPO to identify historic features and items within the building that are important to retain for potential reuse in the new building or preservation purposes. These historic features and items will be documented in a list or table format prepared by the parties and approved by the HPO. i. Historic features and items not reused in the new building as part of the Mews or the building’s interior and exterior design shall be offered (without cost) to the Historical Museum at Fort Missoula for curation and display in exhibits. Historic features and items not curated by the museum will be offered to other curatorial or educational institutions such as Montana Historical Society and the Montana Heritage Commission, or local businesses specializing in reuse of building materials and the general public/public entities selected at the Developer’s discretion. ii. Consistent with Section 2.h. above, the Developer shall use its best efforts to recover as many historic features and items identified by the HPO as is feasible, taking into consideration the Deconstruction Best Practices, the age and condition of the materials, the safety of workers engaged in the deconstruction efforts, environmental abatement needs, and other conditions of the structure and worksite. k. Construction and building materials not identified as important historic features and items to be saved (per the list established in stipulation 2.j.) shall be offered to local businesses specializing in reuse of building materials and/or the general public/public entities, selected at the Developer’s discretion, for reuse. Please refer to Attachment E for deconstruction best practices and procedures. l. The Developer shall provide the HPO with weekly updates on the progress of the deconstruction and salvage efforts. Additionally, the Developer and its contractors shall permit regular inspections of the deconstruction of the building and construction of the façade in order to assure the terms of this agreement are met and to keep City Council informed of the process. m. The Developer understands that the partial Demolition HP Permit shall be in addition to any other required permits, and the City shall not issue a building, demolition or other permit authorizing work on site until the partial Demolition HP Permit has been issued, with the exception of any permit necessary to undertake interior, non-structural environmental abatement work, which may begin prior to the issuance of a partial Demolition HP Permit as long as it does not jeopardize the viability of the building. The Developer shall obtain all required approvals, consents, and permits as well as undergo all official inspections required by the Demolition Permit and Building Permit. n. The Developer shall indemnify and hold the City of Missoula harmless from any and all legal liability, claims or actions resulting from any incident or occurrence arising out of, or related to, the project including, but not limited to, personal injury, and hazardous materials contamination of the air, soil or groundwater. Hazardous materials shall include asbestos, petroleum products, and any other material or chemical that has been found to be hazardous to humans, animals or plants by the State of Montana or United States Environmental Protection Agency. o. The Developer shall post a surety bond with the City named as beneficiary of no less than 10% of the overall $30,000,000 project budget, which is $3,000,000, as a guarantee that construction of the new building will commence upon completion of the deconstruction. All bonding documents shall be approved by the City Attorney. At the Developer’s discretion, the surety bond may be replaced by a letter of credit or a cash bond payable to City in the event of non- performance. Upon issuance of a Building Permit by the City, and commencement of construction by the Developer, the instrument, surety bond, letter of credit or cash bond, shall be released. p. The Developer shall require all contractors to carry builder’s risk insurance and provide performance bonds pertaining to the Developer’s obligation to retain the Pharmacy Building as such obligation is set forth in Sections 1.e.v. and 2. a. The builder’s risk insurance shall be of sufficient amount to provide coverage against damage or loss to the Pharmacy Building during deconstruction of the rest of the structure and construction of the new structure. Performance bonds shall be in sufficient amount to cover the costs of structural support and exterior restoration of the Pharmacy Building. The Developer may elect to purchase and maintain such builder’s risk insurance and performance bonds and relieve individual contractors from such obligations.

Undertakings of Developer. Subject to matters of mutual inducement above stated, Developer agrees as follows: a. The Developer has stated his intention to exclude the portion of the building known as “The Pharmacy” from the partial demolition (Refer, Attachment A: Diagram Showing the location of “The Pharmacy”) portion of the Project. b. Prior to issuance of a general partial Demolition Permit for the Project, documentation similar to Historic American Buildings Survey (HABS) documentation shall be completed by the Developer and submitted to and approved by the HPO (Refer, Attachment B: HABS Documentation Example). c. Prior to issuance of a general partial Demolition Permit for the Project, the Developer shall submit engineering drawings to the City indicating the measures proposed to be undertaken in order to stabilize and protect the Pharmacy during the deconstruction. d. For informational purposes only, prior to issuance of a general partial Demolition Permit for the Project, the Developer shall submit a construction sequencing plan to describe order of deconstruction to include phases of remediation, deconstruction and demolition. It is understood that the sequencing of deconstruction may change as deconstruction proceeds and existing conditions become more clear. e. The time between completion of partial demolition and beginning of construction shall not exceed 180 days. f. Prior to issuance of a general partial Demolition Permit for the Project, the Developer shall provide to the City written evidence demonstrating the proposed construction project has the necessary financing to fully complete construction of the Project, including reasonable contingency funds. Examples of such evidence may include but are not limited to copies of commitments from commercial lenders, public entities, and investors providing required grants, loans, letters of credit, bridge financing, etc., as may be needed to complete the Project. g. Construction plans submitted by the Developer to the City for a Building Permit shall substantially comply with the materials and design renderings presented by the Developer to the City Council’s Land Use and Planning Committee on July 27, 2016 (Refer, Attachment C: July 27 Renderings). i. The construction plans for the new building shall include detail drawings of how salvaged historic character-defining items identified pursuant to Section 3a. herein are incorporated into the final design. ii. The construction plans shall include the Mews depicted in Attachment D: Conceptual Mews Floor Plan. Developer shall maintain close contact with the HPO to assure final design of the Mews is consistent with Attachment C and D. iii. Developer shall continue to make a good faith effort to collaborate with the historic preservation community. iv. Nothing in this Agreement shall be construed to prevent further refinement of the building design in Attachment C as long as such refinements are driven by building code requirements or will incorporate more historically relevant detailing or use of historic materials salvaged during deconstruction. h. Under the general supervision of a qualified deconstruction contractor or a qualified local business specializing in deconstruction and reuse of building materials, the structure shall be deconstructed in a manner utilizing “best practices” established by Missoula Redevelopment Agency (Refer, Attachment E: Deconstruction Best Practices). Developer shall use its best efforts to recover as much reusable building materials as is feasible, taking into consideration the Deconstruction Best Practices, the age and condition of the materials, the safety of workers engaged in the deconstruction efforts, environmental abatement needs, and other conditions of the structure and worksite. i. The Developer will ensure that a local deconstruction specialist is consulted on the deconstruction process, for purposes of identifying opportunities for recovering and reusing materials within the structure. j. Prior to onset of deconstruction, the Developer and its deconstruction contractor shall meet with the HPO to identify historic features and items within the building that are important to retain for potential reuse in the new building or preservation purposes. These historic features and items will be documented in a list or table format prepared by the parties and approved by the HPO. i. Historic features and items not reused in the new building as part of the Mews or the building’s interior and exterior design shall be offered (without cost) to the Historical Museum at Fort Missoula for curation and display in exhibits. Historic features and items not curated by the museum will be offered to other curatorial or educational institutions such as Montana Historical Society and the Montana Heritage Commission, or local businesses specializing in reuse of building materials and the general public/public entities selected at the Developer’s discretion. ii. Consistent with Section 2.h. above, the Developer shall use its best efforts to recover as many historic features and items identified by the HPO as is feasible, taking into consideration the Deconstruction Best Practices, the age and condition of the materials, the safety of workers engaged in the deconstruction efforts, environmental abatement needs, and other conditions of the structure and worksite. k. Construction and building materials not identified as important historic features and items to be saved (per the list established in stipulation 2.j.) shall be offered to local businesses specializing in reuse of building materials and/or the general public/public entities, selected at the Developer’s discretion, for reuse. Please refer to Attachment E for deconstruction best practices and procedures. l. The Developer shall provide the HPO with weekly updates on the progress of the deconstruction and salvage efforts. Additionally, the Developer and its contractors shall permit regular inspections of the deconstruction of the building and construction of the façade in order to assure the terms of this agreement are met and to keep City Council informed of the process. m. The Developer understands that the partial Demolition HP Permit shall be in addition to any other required permits, and the City shall not issue a building, demolition or other permit authorizing work on site until the partial Demolition HP Permit has been issued, with the exception of any permit necessary to undertake interior, non-structural environmental abatement work, which may begin prior to the issuance of a partial Demolition HP Permit as long as it does not jeopardize the viability of the building. The Developer shall obtain all required approvals, consents, and permits as well as undergo all official inspections required by the Demolition Permit and Building Permit. n. The Developer shall indemnify and hold the City of Missoula harmless from any and all legal liability, claims or actions resulting from any incident or occurrence arising out of, or related to, the project including, but not limited to, personal injury, and hazardous materials contamination of the air, soil or groundwater. Hazardous materials shall include asbestos, petroleum products, and any other material or chemical that has been found to be hazardous to humans, animals or plants by the State of Montana or United States Environmental Protection Agency. o. The Developer shall post a surety bond with the City named as beneficiary of no less than 10% of the overall $30,000,000 project budget, which is $3,000,000, as a guarantee that construction of the new building will commence upon completion of the deconstruction. All bonding documents shall be approved by the City Attorney. At the Developer’s discretion, the surety bond may be replaced by a letter of credit or a cash bond payable to City in the event of non- performance. Upon issuance of a Building Permit by the City, and commencement of construction by the Developer, the instrument, surety bond, letter of credit or cash bond, shall be released. p. The Developer shall require all contractors to carry builder’s risk insurance and provide performance bonds pertaining to the Developer’s obligation to retain the Pharmacy Building as such obligation is set forth in Sections 1.e.v. and 2. a. The builder’s risk insurance shall be of sufficient amount to provide coverage against damage or loss to the Pharmacy Building during deconstruction of the rest of the structure and construction of the new structure. Performance bonds shall be in sufficient amount to cover the costs of structural support and exterior restoration of the Pharmacy Building. The Developer may elect to purchase and maintain such builder’s risk insurance and performance bonds and relieve individual contractors from such obligations.

Undertakings of Developer. Subject to matters of mutual inducement above stated, Developer agrees as follows: a. The Developer has stated his intention to exclude the portion of the building known as “The Pharmacy” from the partial demolition (Refer, Attachment A: Diagram Showing the location of “The Pharmacy”) portion of the Project. b. Prior to issuance of a general partial Demolition Permit for the Project, documentation similar to Historic American Buildings Survey (HABS) documentation shall be completed by the Developer and submitted to and approved by the HPO (Refer, Attachment B: HABS Documentation Example). c. Prior to issuance of a general partial Demolition Permit for the Project, the Developer shall submit engineering drawings to the City indicating the measures proposed to be undertaken in order to stabilize and protect the Pharmacy during the deconstruction. d. For informational purposes only, prior to issuance of a general partial Demolition Permit for the Project, the Developer shall submit a construction sequencing plan to describe order of deconstruction to include phases of remediation, deconstruction and demolition. It is understood that the sequencing of deconstruction may change as deconstruction proceeds and existing conditions become more clear. e. The time between completion of partial demolition and beginning of construction shall not exceed 180 days. f. Prior to issuance of a general partial Demolition Permit for the Project, the Developer shall provide to the City written evidence demonstrating the proposed construction project has the necessary financing to fully complete construction of the Project, including reasonable contingency funds. Examples of such evidence may include but are not limited to copies of commitments from commercial lenders, public entities, and investors providing required grants, loans, letters of credit, bridge financing, etc., as may be needed to complete the Project. g. Construction plans submitted by the Developer to the City for a Building Permit shall substantially comply with the materials and design renderings presented by the Developer to the City Council’s Land Use and Planning Committee on July 27, 2016 (Refer, Attachment C: July 27 Renderings). i. The construction plans for the new building shall include detail drawings of how salvaged historic character-defining items identified pursuant to Section 3a. herein are incorporated into the final design. ii. The construction plans shall include the Mews depicted in Attachment D: Conceptual Mews Floor Plan. Developer shall maintain close contact with the HPO to assure final design of the Mews is consistent with Attachment C and D. iii. Developer shall continue to make a good faith effort to collaborate with the historic preservation community. iv. Nothing in this Agreement shall be construed to prevent further refinement of the building design in Attachment C as long as such refinements are driven by building code requirements or will incorporate more historically relevant detailing or use of historic materials salvaged during deconstruction. h. Under the general supervision of a qualified deconstruction contractor or a qualified local business specializing in deconstruction and reuse of building materials, the structure shall be deconstructed in a manner utilizing “best practices” established by Missoula Redevelopment Agency (Refer, Attachment E: Deconstruction Best Practices). Developer shall use its best efforts to recover as much reusable building materials as is feasible, taking into consideration the Deconstruction Best Practices, the age and condition of the materials, the safety of workers engaged in the deconstruction efforts, environmental abatement needs, and other conditions of the structure and worksite. i. The Developer will ensure that a local deconstruction specialist is consulted on the deconstruction process, for purposes of identifying opportunities for recovering and reusing materials within the structure. j. Prior to onset of deconstruction, the Developer and its deconstruction contractor shall meet with the HPO to identify historic features and items within the building that are important to retain for potential reuse in the new building or preservation purposes. These historic features and items will be documented in a list or table format prepared by the parties and approved by the HPO. i. Historic features and items not reused in the new building as part of the Mews or the building’s interior and exterior design shall be offered (without cost) to the Historical Museum at Fort Missoula for curation and display in exhibits. Historic features and items not curated by the museum will be offered to other curatorial or educational institutions such as Montana Historical Society and the Montana Heritage Commission, or local businesses specializing in reuse of building materials and the general public/public entities selected at the Developer’s discretion. ii. Consistent with Section 2.h. above, the Developer shall use its best efforts to recover as many historic features and items identified by the HPO as is feasible, taking into consideration the Deconstruction Best Practices, the age and condition of the materials, the safety of workers engaged in the deconstruction efforts, environmental abatement needs, and other conditions of the structure and worksite. k. Construction and building materials not identified as important historic features and items to be saved (per the list established in stipulation 2.j.) shall be offered to local businesses specializing in reuse of building materials and/or the general public/public entities, selected at the Developer’s discretion, for reuse. Please refer to Attachment E for deconstruction best practices and procedures. l. The Developer shall provide the HPO with weekly updates on the progress of the deconstruction and salvage efforts. Additionally, the Developer and its contractors shall permit regular inspections of the deconstruction of the building and construction of the façade in order to assure the terms of this agreement are met and to keep City Council informed of the process. m. The Developer understands that the partial Demolition HP Permit shall be in addition to any other required permits, and the City shall not issue a building, demolition or other permit authorizing work on site until the partial Demolition HP Permit has been issued, with the exception of any permit necessary to undertake interior, non-structural environmental abatement work, which may begin prior to the issuance of a partial Demolition HP Permit as long as it does not jeopardize the viability of the building. The Developer shall obtain all required approvals, consents, and permits as well as undergo all official inspections required by the Demolition Permit and Building Permit. n. The Developer shall indemnify and hold the City of Missoula harmless from any and all legal liability, claims or actions resulting from any incident or occurrence arising out of, or related to, the project including, but not limited to, personal injury, and hazardous materials contamination of the air, soil or groundwater. Hazardous materials shall include asbestos, petroleum products, and any other material or chemical that has been found to be hazardous to humans, animals or plants by the State of Montana or United States Environmental Protection Agency. o. The Developer shall post a surety bond with the City named as beneficiary of no less than 10% of the overall $30,000,000 project budget, which is $3,000,000, as a guarantee that construction of the new building will commence upon completion of the deconstruction. All bonding documents shall be approved by the City Attorney. At the Developer’s discretion, the surety bond may be replaced by a letter of credit or a cash bond payable to City in the event of non- non-performance. Upon issuance of a Building Permit by the City, and commencement of construction by the Developer, the instrument, surety bond, letter of credit or cash bond, shall be released. p. The Developer shall require all contractors to carry builder’s risk insurance and provide performance bonds pertaining to the Developer’s obligation to retain the Pharmacy Building as such obligation is set forth in Sections 1.e.v. and 2. a. The builder’s risk insurance shall be of sufficient amount to provide coverage against damage or loss to the Pharmacy Building during deconstruction of the rest of the structure and construction of the new structure. Performance bonds shall be in sufficient amount to cover the costs of structural support and exterior restoration of the Pharmacy Building. The Developer may elect to purchase and maintain such builder’s risk insurance and performance bonds and relieve individual contractors from such obligations.