Exhibit E Community ParcelExhibit E
DEDICATION OF COMMUNITY CENTER PARCEL
In order to create an aesthetically pleasing Center, the Developer has generously
indicated that it would donate the areas identified as the Community Center Parcel on Exhibit A
to a nonprofit organization designated by the city and approved by the Developer for use as a
Community Center type facility.
North 93 Neighbors in cooperation with the city will submit to the Developer proposals
for an applicable nonprofit entity which would own the Community Center Parcel and construct
the improvements on the Community Center Parcel and maintain and operate the Community
Center Parcel and the improvements on the Community Center Parcel in a first class manner.
Developer shall have the right to approve or disapprove such nonprofit entity with North 93
Neighbors and the city acknowledging that it is of the utmost importance that such entity
construct the improvements and operate and maintain such parcel in perpetuity in a first class
standard and in a manner consistent with the Center.
Further, North 93 Neighbors, the city and/or the applicable nonprofit entity shall submit
(i) proposals for the specific use of the proposed Community Center, and (ii) plans and
specifications for the construction and design of all improvements and landscaping on the
Community Center Parcel and the Developer in cooperation with the City and North 93
Neighbors shall have approval rights on all such plans and specifications and designs and such
specific use. If:
(a) the city or the applicable non-profit entity has not submitted the use
proposal and plans and specifications, or
(b) the Developer in cooperation with North 93 Neighbors and the city
has not approved such plans and specifications for such specific use
(with such approval not to be unreasonably withheld), or
(c) the Developer and the applicable non-profit entity in cooperation with
the city and North 93 Neighbors have not agreed on the terms of the
conveyance.
Within five years after the final platting of the first phase of the Center, the Developer would
have no obligation to donate the land to the city or the applicable nonprofit entity and such
failure shall not in any manner impact any approved zoning. Conveyance of the Community
Center Parcel would occur only after all plans and specifications have been approved and the
specific use has been approved and all permits and licenses necessary for the construction of the
improvements have been approved and the applicable non-profit entity is prepared to
immediately commence construction.
Documents conveying this Community Center Parcel would contain provisions providing
for future protection of the Community Center Parcel including provisions stating that: (i) the
improvements approved by the Developer shall be constructed by the applicable non-profit entity
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within two years after the conveyance of such land, (ii) Developer will have approval rights over
any and all improvements, structures, landscape and items placed on such property after the
initial construction is completed and (iii) the property shall be used only for the specific use
approved by the Developer (which excludes public infrastructure items such as police stations,
fire stations or other similar uses) pursuant to the plans and specifications and designs approved
by the Developer. Such documents would also provide that:
(i) if the property is used in violation of the use restrictions, at the option
of the Developer, the property (a) shall revert to the Developer and/or (b)
the Developer shall be entitled to all remedies under applicable law
resulting from the violation of the use restrictions and
(ii) if the improvements approved by the Developer are not completely
constructed within two years after the conveyance of such land, the
property shall revert to the Developer, and
(iii) if the improvements are not maintained and operated in a first class
manner, the Developer shall have the option of (x) performing such
maintenance or operation obligations with the owner being obligated to
reimburse the Developer for any and all such maintenance obligations or
(y) having the Community Center Parcel revert back to the Developer or
(z) requiring the city to perform such maintenance obligations.
The deed will also contain such other terms and conditions which are reasonably agreed to by the
Developer and the city. In addition, the documents conveying the Community Center Parcel
shall also provide that neither the Community Center Parcel nor any improvements will be sold,
pledged, transferred or conveyed without the prior written consent of the Developer and any such
transfer shall not occur unless the Developer approves the transferee. In addition, the Developer
shall also have, at its option, right to have the Community Center Parcel revert back to it if the
city or the non-profit entity desires to transfer such property.
The above is a general overview of proposed terms. The conveyance documents will
include such other items and terms and restrictions as are mutually agreed upon by the Developer
and the applicable non-profit entity in cooperation with the city and North 93 Neighbors.
The location and exact specifications of the Community Center Parcel as shown on
Exhibit would be subject to change by the Developer if necessary as part of the
development process as long as the parcel remains substantially the same in size and usability.
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