MEETING AGENDA MEETING OF THE BOARD OF COMMISSIONERS

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1 104 E. Fairview Ave #239 Meridian, ID MEETING AGENDA MEETING OF THE BOARD OF COMMISSIONERS Wednesday, November 08, 2017, 7:30am Meridian City Hall, Conference Room A 33 East Broadway Avenue - Meridian, Idaho 1. Call Meeting to Order [Basalone]: 2. Roll-call Attendance [Basalone]: Dan Basalone Chairman Dave Winder Vice-Chairman Nathan Mueller Secretary/Treasurer Keith Bird Member Tammy de Weerd Member Rob McCarvel Member Rick Ritter Member Diane Bevan Member Steve Vlassek - Member Todd Lakey Counsel Ashley Squyres Administrator 3. Confirm Agenda [Basalone]: 4. Approve Consent Agenda [Basalone]: These items will be approved by a single vote unless a Board member requests to remove an item for specific discussion and/or action. a. Approve Minutes of the October 25, 2017 Regular Meeting b. Approve October 2017 Administrator s Report c. Approve September 2017 Financials and Notice of Bills Paid ACTION AND PRESENTATION ITEMS 5. Consideration of Approval of a Joint Resolution of the Mayor and the City Council of the City of Meridian and the Board of Commissioners of the Meridian Development Corporation signifying transfer by MDC and acceptance of ownership by the City of the Idaho avenue decks, planters, and bicycle rack and Corresponding Resolution [Squyres/Lakey] 6. Consideration of Approval of a Memorandum of Agreement between MDC and the City of Meridian for the financial contribution towards the Zamzow Mill art project and Corresponding Resolution [Squyres/Lakey] 7. Consideration of Approval of the ACHD Cost Share Permit for the Historic Lighting on Main Street from Pine Avenue to Carlton Avenue and Corresponding Resolution [Squyres/Lakey] Agenda for the Meridian Development Corporation Board Meeting November 08, 2017 Page 1 of 2 All materials presented at public meetings shall become the property of the MDC. Anyone desiring accommodation for disabilities related to documents and /or hearings, please contact the Meridian City Clerk s Office at at least 48 hours prior to the public meeting.

2 8. Consideration of Approval of a Time Extension for the Cole Valley Christian School Façade Improvement Subrecipient Agreement and Corresponding Resolution [Squyres/Lakey] 9. Consideration of Approval of allowing MDC and its Contractors to Enter into a Waiver of Liability Agreement with the Union Pacific Railroad (Squyres/Lakey) DISCUSSION ITEMS 10. Update on 703 North Main Street [Squyres/Lakey] 11. Ten Mile Urban Renewal District Update [Squyres/Lakey] 12. Upcoming Committee Meetings [Squyres] 13. Counsel s Report [Lakey]: Counsel Lakey will review legal topics that need to be brought to the attention of the Board. 14. Administrator s Report [Squyres]: Administrator Squyres will review topics that need to be brought to the attention of the Board. 15. Chairman s Report 16. Public Comment 17. Adjourn the Meeting [Basalone]: Executive Session per Idaho State Code : The Board may go into executive session pursuant to Idaho Code Section with the specific applicable code subsection cited as part of the motion to go into executive session. Regular meetings of the Meridian Development Corporation Board of Commissioners are scheduled for the second Wednesday of each month at 7:30 am and the fourth Wednesday at 4:00 pm in the North Conference Room at the Meridian City Hall. Agenda for the Meridian Development Corporation Board Meeting November 08, 2017 Page 2 of 2 All materials presented at public meetings shall become the property of the MDC. Anyone desiring accommodation for disabilities related to documents and /or hearings, please contact the Meridian City Clerk s Office at at least 48 hours prior to the public meeting.

3 104 E. Fairview Ave #239 Meridian, ID MEETING MINUTES MEETING OF THE BOARD OF COMMISSIONERS Wednesday, October 25, 2017, 4:00pm Meridian City Hall, City Council Conference Room 33 East Broadway Avenue - Meridian, Idaho 1. Call Meeting to Order [Basalone]: At 4:02pm, Chairman Basalone called the meeting to order. 2. Roll-call Attendance [Basalone]: X Dan Basalone Chairman X Keith Bird Member X Dave Winder Vice-Chairman O Tammy de Weerd Member X Nathan Mueller Secretary/Treasurer X Rob McCarvel Member X Rick Ritter Member X Diane Bevan Member O Steve Vlassek - Member X X Todd Lakey Counsel Ashley Squyres Administrator 3. Confirm Agenda [Basalone]: A motion was made by Commissioner Winder to confirm the agenda with the removal of Item #7. The motion was seconded by Commissioner Bevan. ALL AYES. 4. Approve Consent Agenda [Basalone]: These items will be approved by a single vote unless a Board member requests to remove an item for specific discussion and/or action. a. Approve Minutes of the October 11, 2017 Regular Meeting A motion was made by Commissioner Winder and seconded by Commissioner McCarvel to approve the consent agenda. ALL AYES. ACTION AND PRESENTATION ITEMS 5. City Council Candidate Forum: a. Treg Bernt b. Dom Gelsomino c. Luke Cavener d. Josh Cummings e. Jordan Moorhouse Agenda for the Meridian Development Corporation Board Meeting October 25, 2017 Page 1 of 3 All materials presented at public meetings shall become the property of the MDC. Anyone desiring accommodation for disabilities related to documents and /or hearings, please contact the Meridian City Clerk s Office at at least 48 hours prior to the public meeting.

4 f. David McKinney Each of the city council candidates introduced themselves, spoke about their backgrounds, answered questions, and explained how they would work with MDC should they be elected. 6. Update on Main and Broadway [Josh Evarts] Executive Session per Idaho State Code : The Board may go into executive session pursuant to Idaho Code Section (1)(c): To discuss acquisition of an interest in real property which is not owned by a public agency. Squyres provided an update to the Board since the Development Agreement modification was approved in September and introduced Josh Evarts. Josh provided a summary of events that have occurred since September which included Meridian Cycles pulling out of the project; the construction costs; evaluating the project phases and parking; maximizing the footprint on the block; trying to anticipate the unintended consequences; and introduced Caleb from the Pacific Companies and the idea of a partnership. A motion was made by Commissioner Bird and seconded by Commissioner Ritter to go into Executive Session pursuant to Idaho State Code Section (1)(c): to discuss acquisition of an interest in real property which is not owned by a public agency. The Board entered Executive Session A motion was made by Commissioner Bird and seconded by Commissioner McCarvel to come out of Executive Session. No decisions were made while in Executive Session. 7. Consideration of Approval of the Scope of Work for the production of the Downtown Meridian video and Corresponding Resolution [Mueller/Squyres] This item was removed. DISCUSSION ITEMS 8. Ten Mile Urban Renewal District Update [Squyres/Lakey] Squryes updated the board on the forthcoming meeting with Brighton Corporation to discuss the needed modifications to the Owner Participation Agreement. Commissioner Bird discussed the new apartments that were approved as a part of the project. 9. Property Committee Update [Winder] Squryes reviewed the property committee meeting notes with the board. 10. Downtown Parking, Transportation, and Streetscape Committee Update [Bird] Commissioner Bird reviewed the downtown parking, transportation, and streetscape committee notes with the board. 11. Upcoming Committee Meetings [Squyres] Squyres reviewed the upcoming committee meetings with the board. 12. Counsel s Report [Lakey]: Counsel Lakey will review legal topics that need to be brought to the attention of the Board. Agenda for the Meridian Development Corporation Board Meeting October 25, 2017 Page 2 of 3 All materials presented at public meetings shall become the property of the MDC. Anyone desiring accommodation for disabilities related to documents and /or hearings, please contact the Meridian City Clerk s Office at at least 48 hours prior to the public meeting.

5 No report. 13. Administrator s Report [Squyres]: Administrator Squyres will review topics that need to be brought to the attention of the Board. Squyres provided an update on the Nine Mile Floodplain appeal. 14. Chairman s Report Chairman Basalone discussed the Treasure Valley Children s Theatre building campaign. 15. Public Comment Marty Shindler, property owner in downtown, expressed concerns associated with the delays with the Main and Broadway project. He feels that because the Children s Theatre was displaced, they are now moving out of the downtown core and should have received compensation. 16. Adjourn the Meeting [Basalone]: At 6:08pm, a motion was made by Commissioner Bird and seconded by Commissioner McCarvel to adjourn the meeting. ALL AYES. Dan Basalone, Chairman Agenda for the Meridian Development Corporation Board Meeting October 25, 2017 Page 3 of 3 All materials presented at public meetings shall become the property of the MDC. Anyone desiring accommodation for disabilities related to documents and /or hearings, please contact the Meridian City Clerk s Office at at least 48 hours prior to the public meeting.

6 104 E. Fairview Ave #239 Meridian, ID To: Board Members, Meridian Development Corporation From: Ashley Squyres, Administrator Date: November 01, 2017 RE: October 2017 Administrator Activities This is intended to be a brief summary of the October 2017 Administrator activities conducted by AF Public Solutions, LLC. Included within the project summaries is work completed during the month. Notable Items from September 2017: Executive Committee Meetings: Coordination of and attendance at Executive Committee meetings with discussions of on-going issues and priorities along with setting of the agendas for the Board meetings. Board Meetings: Planning for, coordination of and attendance at two [2] regular board meetings. Property: Coordination of, and attendance at the monthly coordination meeting. Ongoing updates and coordination with Josh Evarts re: the 703 and 713 North Main Street Development. On-going conversations with Forsgren and Associates re: Nine Mile Floodplain and the FEMA appeal. Coordination with ProBuild s real estate consultant, Mike Kruse, and UPRR to discuss the UPRR property. Research as to the ownership status of the Frontier Tire building. On-going coordination of and attendance at a meeting with UPRR on-site in October. On-going conversations with Shannon, tenant in the Murri s Electronics building, Ryan, owner of the Frontier Bar property, Breck Hansen of the Meridian Food Bank, and with Jen Cook, owner of that Cute Little Boutique regarding the Façade Improvement Program. Coordination with the City of Meridian, the property owner, and the developer of the 2.5-Street project as to the next steps for the project. Downtown Parking, Transportation, and Streetscape: Coordination of, and attendance at, the monthly coordination meeting. On-going coordination with ACHD and the City on the estimated Pine Avenue costs. Authoring the cost-share agreement with ACHD for the Pine Avenue project. On-going coordination with Chris Pope, Meridian CDBG Administrator and Caleb Hood pertaining to the CDBG sidewalk improvement project.

7 Coordination with Civil Survey Consultants on the design of the sidewalk improvements and met with the City, ACHD, Civil Survey, and Cole Valley School. Meetings with the City of Meridian and the MDBA to discuss the future of the Idaho Avenue place-making project. Public Relations: On-going communications with DaviesMoore on the downtown video and working with the committee for feedback. On-going communications with Strategies 360 as to initiatives. On-going management of the MDC and MDBA Facebook pages. Update of the MDC website as necessary and coordination with Tribute Media as to modifications needed to the site. Ten Mile URD: On-going communications and coordination with Brighton Corporation. Downtown Meridian Business Association: Attendance at one [1] board meeting and two [2] leadership committee meetings addressing website and marketing efforts. Other Meetings/Communications: Attendance at one [1] Meridian Children s Museum board meeting. Communications with vendors on FY18 contract updates. Attendance at one [1] Chamber Economic Development Committee meeting. Attendance at one [1] meeting with Cassie Fontaine from Idaho Independent Bank. Attendance at one [1] meeting with Meridian Food Bank.

8 MERIDIAN DEVELOPMENT CORPORATION FINANCIAL STATEMENTS AND SUPPLEMENTARY INFORMATION SEPTEMBER 30, 2017

9 MERIDIAN DEVELOPMENT CORPORATION TABLE OF CONTENTS TWELVE MONTHS ENDED SEPTEMBER 30, 2017 ACCOUNTANTS COMPILATION REPORT 1 FINANCIAL STATEMENTS 3 BALANCE SHEET GOVERNMENTAL FUNDS 3 STATEMENT OF REVENUES, EXPENDITURES, AND CHANGES IN FUND BALANCE BUDGET AND ACTUAL 4 SUPPLEMENTARY INFORMATION 5 SCHEDULE I - REVENUES AND EXPENDITURES BUDGET TO ACTUAL 6 SCHEDULE II - MONTHLY AND YTD INCOME AND EXPENDITURES 8 SCHEDULE III - VENDOR PAYMENTS 9 FISCAL YEAR 2017 BUDGET SUMMARY OF SIGNIFICANT ASSUMPTIONS 10

10 CliftonLarsonAllen LLP CLAconnect.com ACCOUNTANTS COMPILATION REPORT Board of Directors Meridian Development Corporation Boise, Idaho Management is responsible for the accompanying financial statements of Meridian Development Corporation, which comprise the balance sheet - governmental funds as of September 30, 2017, and the related statement of revenues, expenditures, and changes in fund balance actual for the period from October 1, 2016 through September 30, 2017, for the general fund and ten mile district fund in accordance with accounting principles generally accepted in the United States of America. Management is also responsible for the accompanying financial forecasted budget, which comprises the statement of revenues, expenditures, and changes in fund balance - budget for the year ending for the general fund and ten mile district fund, and the related summary of significant assumptions in accordance with guidelines for the presentation of financial forecast established by the American Institute of Certified Public Accountants. We have performed compilation engagements in accordance with Statements of Standards for Accounting and Review Services promulgated by the Accounting and Review Services Committee of the American Institute of Certified Public Accountants. We did not audit, examine, or review the historical financial statements or the financial forecasted budget nor were we required to perform any procedures to verify the accuracy or completeness of the information provided by management. Accordingly, we do not express an opinion, a conclusion, nor provide any form of assurance on these historical financial statements and this financial forecasted budget. The forecasted budget results may not be achieved as there will usually be differences between the forecasted budget and actual results, because events and circumstances frequently do not occur as expected, and these differences may be material. We assume no responsibility to update this report for events and circumstances occurring after the date of this report. Management has elected to omit the government-wide financial statements, the statement of revenues, expenditures and changes in fund balances - governmental funds, the management discussion and analysis, and substantially all of the disclosures required by accounting principles generally accepted in the United States of America. If the omitted statements and disclosures were included in the historical financial statements, they might influence the user's conclusions about the district s financial position, results of operations, and cash flows. Accordingly, these historical financial statements are not designed for those who are not informed about such matters. (1)

11 Board of Directors Meridian Development Corporation Supplementary Information The supplementary information and the supplementary financial forecasted budget information are presented for additional analysis and are not a required part of the basic financial statements. This information is the representation of management. The information was subject to our compilation engagement; however we have not audited, examined, or reviewed the supplementary information and, accordingly, do not express an opinion, a conclusion, nor provide any form of assurance on the supplementary historical information and the supplementary budget information. We are not independent with respect to Meridian Development Corporation. CliftonLarsonAllen LLP Boise, Idaho October 30, 2017 (2)

12 MERIDIAN DEVELOPMENT CORPORATION BALANCE SHEET GOVERNMENTAL FUNDS SEPTEMBER 30, 2017 (SEE ACCOUNTANTS COMPILATION REPORT) ASSETS Cash and Cash Equivalents, Unrestricted $ 1,485,469 Other Receivable 27,275 Property Tax Receivable 1,515,780 Prepaid Expenses 2,874 Total Assets $ 3,031,398 LIABILITIES AND FUND BALANCE LIABILITIES Accounts Payable $ 69,209 DEFERRED INFLOWS Advanced Revenues - Property Taxes 1,515,780 Total Liabilities and Deferred Inflows 1,584,989 FUND BALANCE Nonspendable 30,149 Restricted 1,416,260 Total Fund Balance 1,446,409 Total Liabilities, Deferred Inflows, and Fund Balance $ 3,031,398 (3)

13 MERIDIAN DEVELOPMENT CORPORATION STATEMENT OF REVENUES, EXPENDITURES, AND CHANGES IN FUND BALANCE BUDGET AND ACTUAL TWELVE MONTH PERIOD ENDED SEPTEMBER 30, 2017 (SEE ACCOUNTANTS COMPILATION REPORT) Annual Year to Date Budget Actual Variance REVENUE General Property Tax Revenue $ 883,000 $ 1,075,786 $ (192,786) Interest Earnings 2,000 6,114 (4,114) Grant Revenues 42,500 32,666 9,834 Other Revenue 1,274 8,076 (6,802) Revolving Line of Credit 100, ,000 Total Revenue 1,028,774 1,122,642 (93,868) EXPENDITURES Office and Operating Expense 50,509 63,327 (12,818) Professional Services, Surveys, and Studies 217, ,706 32,794 Public Education and Marketing 35,000 19,671 15,329 Debt Service: Principal 94, ,527 (8,559) Interest 29,862 20,598 9,264 Revolving Line of Credit 100, ,000 Capital Outlay 1,309, ,481 1,109,099 Total Expenditures 1,837, ,310 1,245,109 EXCESS OF REVENUE OVER (UNDER) EXPENDITURES (808,645) 530,332 (1,338,977) Fund Balance - Beginning 879, ,077 (36,792) FUND BALANCE - ENDING $ 70,640 $ 1,446,409 $ (1,375,769) (4)

14 SUPPLEMENTARY INFORMATION (5)

15 MERIDIAN DEVELOPMENT CORPORATION SCHEDULE I - REVENUES AND EXPENDITURES BUDGET TO ACTUAL ONE MONTH AND TWELVE MONTH PERIODS ENDED SEPTEMBER 30, 2017 (SEE ACCOUNTANTS COMPILATION REPORT) Total Original Percent Total Total Original Current Month Current Year Budget Original Budget Prior Year Budget Actual Actual Variance Remaining Actual OPERATING REVENUE 703 N. Main Street Lease $ 12 $ - $ 1 $ 11 92% $ N. Main Street Lease % - Property Tax Revenue 883, ,075,786 (192,786) -22% 887,546 Interest Earnings 2, ,114 (4,114) -206% 3,135 Copier Cost-sharing with TVCC 1,250-1,726 (476) -38% 2,251 Revolving Line of Credit 100, , % - Grant Revenue 42,500 20,928 32,666 9,834 23% - Compass/VRT Revenue - 6,349 6,349 (6,349) 0% 2,635 Beginning Fund Balance 879, , % - TOTAL REVENUES AND AVAILABLE CASH 1,908,059 28,616 1,122, ,417 41% 895,567 CONTRACTUAL OBLIGATIONS Professional Services Administrator Services - General Fund 90,000 15,000 90,000-0% 90,000 Administrator Services - Ten Mile 10, , % - Public Relations/Marketing - General Fund 35,000 1,260 19,671 15,329 44% 6,338 Legal Services - General Fund 50,000 6,625 42,965 7,035 14% 23,964 Legal Services - Ten Mile 10, ,300 93% 12,474 Legislative Services - General Fund 17,500-15,000 2,500 14% 17,500 Audit Services - General Fund 15,000-14,000 1,000 7% 13,600 Accounting Services - General Fund 23,000 6,785 22, % 25,694 Accounting Services - Ten Mile 2, , % - Total Professional Services 252,500 29, ,377 48,123 19% 189,570 Operational Expenses ICRMP - Insurance Premiums/Claims 1, , % 1,773 Partnerships - Valley Regional Transit 3,215-3,295 (80) -2% 3,215 Partnerships - City of Meridian, Concerts on Broadway 10,000-10,000-0% 10,000 Irrigation Taxes (5) -3% 146 Legal Notices/Publications 1,700-2,883 (1,183) -70% 1,481 Grounds Maintenance N Main (597) 0% 462 Grounds Maintenance - Compass/VRT 4, ,476 (5,476) -137% 3,666 Grounds Maintenance N Main (625) 0% 829 Debt Service - Revolving Line of Credit 100, , % - Debt Service - Principal Payments - WT 94,968 8, ,527 (8,559) -9% 99,145 Debt Service - Interest Payments - WT 29,862 1,452 20,598 9,264 31% 25,687 Debt Service - Copier Lease 2,148-1, % 2,106 Total Operational Expenses 247,815 10, ,895 92,920 37% 148,510 On Going Expenses Software Maintenance/License 1, ,159 (1,899) -151% 2,382 Utilities N. Main % 1,066 Building Maintenance 703 & 713 N Main 5,000-2,880 2,120 42% 10,924 Parking Lot Maintenance 703 & 713 N Main 1,350-9,490 (8,140) -603% 1,413 WIFI N Main 2, ,129 (65) -3% 1,605 Electronics Expense - General Fund 4, ,211 (711) -16% 3,350 Printing N. Main 1,250-1,655 (405) -32% 2,054 Office Expense - General (117) -39% 285 Meeting Expense % 160 Leadership Conference ,709 (1,809) -201% 688 Travel Expenses 1,000-1, % 1,160 Postage & Mailings % 62 Bank Fees (256) -85% 500 Mason Parking 1,350-2,448 (1,098) -81% 1,406 Total On Going Expenses 19,874 1,554 30,923 (11,049) -56% 27,055 REVENUE LESS CONTRACTUAL OBLIGATIONS 1,387,870 (13,234) 732, ,423 47% 530,432 (6)

16 MERIDIAN DEVELOPMENT CORPORATION SCHEDULE I - REVENUES AND EXPENDITURES BUDGET TO ACTUAL (CONTINUED) ONE MONTH AND TWELVE MONTH PERIODS ENDED SEPTEMBER 30, 2017 (SEE ACCOUNTANTS COMPILATION REPORT) Total Original Percent Total Total Original Current Month Current Year Budget Original Budget Prior Year Budget Actual Actual Variance Remaining Actual DISCRETIONARY EXPENSES Operational Expenses Advertising/Promotional/Publications $ 1,000 $ - $ - $ 1, % $ - Training 5, , % 162 Dues & Subscriptions 1,650-1, % 1,390 Total Operational Expenses 7,650-1,634 6,016 79% 1,552 CAPITAL EXPENDITURES Partnership w/ City Parks - Downtown Tree Replacement 25,000 25,000 25,000-0% 25,000 Partnership w/ City Arts Commission - Utility Box Art 5, , % 5,127 Partnership w/ West Ada School District - Walking Tour Transportation 5,000-5,000-0% - Destination Downtown Banners 5,000-5,640 (640) -13% 2,322 Special Projects 225,785 20,928 35, ,134 84% 106,963 Main Street Lighting Phase II (Survey & Design) 35,000 5,465 26,408 8,592 25% - Pine Avenue 460, , % - Alleyway between 703 and 713 North Main Street 2, , % - Nine-Mile Floodplain 20,000 21,803 77,888 (57,888) -289% - Entrance Signs at Downtown Meridian 180, , % - Downtown Kiosks 9,245-6,125 3,120 34% 6,587 Directional Signage Plan Implementation 50, , % 4,585 Partnership w/ City - Youth Farmer's Market 5,000-5,000-0% 5,000 Window Replacement for 713 North Main Street 11, , % - Tenant/Façade Improvements for 703 North Main Street 25, , % - East 2.5 Street Improvements - Construction 140, , % - Signage on Meridian and Cherry Lane 20, , % - Old Town Street Sign Project 4, , % - Unwired City Promotion 2, , % - Creation of Downtown Video 10,000 7,150 9, % - Bike Map Printing 5,000-3,119 1,881 38% - Bike Repair Shop 4, , % 3,995 Façade Improvement Program 60,000 1,000 1,000 59,000 98% 29,766 Idaho Avenue Lighter Quicker Cheaper Project % 11,717 Main Street Island Banners and Flower Baskets % 15,000 SCP - Multi Purpose Center Polling Costs % 16,200 Total Capital Expenditures 1,309,580 81, ,481 1,109,099 85% 232,262 FUND BALANCE RESERVE 70, , % - TOTAL EXPENDITURES 1,908, , ,310 1,315,749 69% 598,949 NET EFFECT FUND BALANCE $ - $ (94,580) $ 530,332 $ (530,332) 0% $ 296,618 (7)

17 MERIDIAN DEVELOPMENT CORPORATION SCHEDULE II - MONTHLY AND YTD INCOME AND EXPENDITURES MONTH ENDED SEPTEMBER 30, 2017 (SEE ACCOUNTANTS COMPILATION REPORT) Oct 2016 Nov 2016 Dec 2016 Jan 2017 Feb 2017 Mar 2017 Apr 2017 May 2017 Jun 2017 July 2017 Aug 2017 Sep 2017 Total OPERATING REVENUE General Property Tax Revenue $ - $ 2,829 $ 3,424 $ - $ 678,902 $ 9,128 $ 13,955 $ 6,277 $ 21,199 $ - $ 339,128 $ 944 $ 1,075,786 Copier Cost-sharing with TVCC ,727 Compass/VRT Revenue ,349 6,349 Interest Earnings , , ,114 Grant Revenue ,388 9,350 20,928 32,666 Total Operating Revenue 148 3,651 3, ,458 9,599 15,772 6,887 21,339 2, ,635 28,616 1,122,642 EXPENDITURES Office Expense Ground Maintenance ,691 2,440 1, ,698 Parking Lot Maintenance ,940 1, ,490 Partnerships - Broadway , ,000 Software Maintenance/License ,159 Electronics Expense , ,211 Legislative Services 2,500 2,500 2,500 2,500 2,500 2, ,000 Audit & Accounting Services - 4,200 2,338 15,200 1,179 1, , ,785 36,041 Administrator Services - 7,500 7,500 7,500 7,500 7,500 7,500 7,500 7,500 7,500 7,500 15,000 90,000 Contracted Legal Services - 7,106-8,685 2,632 3,669 2,090 3,444 5,664 1,736 2,014 6,625 43,665 Wifi N Main ,129 Postage and Mailings Meeting Expense Leadership Conference ,709 Travel Expenses Legal Notices/Publications (89) , ,883 Public Education/Marketing - 1,667 1, ,667-10,000 2, ,260 19,671 ICRMP-Insurance Prem/Claims ,771 Printing ,655 Dues and Subscriptions ,634 Bank Fees, Charges Principal Payments 8,430 8,457 8,484 8,512 8,539 8,646 8,671 8,696 8,722 8,747 8,773 8, ,527 Interest Expense 1,973 1,946 1,918 1,891 1,863 1,656 1,631 1,605 1,580 1,554 1,529 1,452 20,598 Debt Service - Copier Lease (169) - 1,968 Valley Regional Transit - 3, ,295 Training Utilities Repairs and Maintenance , ,880 Mason Parking Lot , ,448 Irrigation and Taxes Bike Map Printing - 3, ,119 Youth Farmer's Market , ,000 Façade Improvement ,000 1,000 Directional Signage Utility Box Art Entrance Signs East 2.5 Street Improvements Special Projects 2, ,388 9,850 20,928 35,651 Destination Downtown Banner , ,640 Pine Ave Downtown Tree Maintenance 25,000 25,000 Main Street Lighting Phase , ,613 8,205 5, ,465 26,408 Nine Mile Plain ,125 7,900 4,910 14,378 5,746 7,860 2,026 11,140 21,803 77,888 Walking Tour Transportation 5, ,000 Creation of downtown video 2,500 7,150 9,650 Downtown Kiosks 6, ,125 Total Expenditures 22,319 41,787 25,310 62,920 45,436 50,221 43,624 46,148 53,182 30,165 48, , ,310 Net Revenues Over Expenditures $ (22,171) $ (38,136) $ (21,397) $ (62,765) $ 634,022 $ (40,622) $ (27,852) $ (39,261) $ (31,843) $ (27,696) $ 302,633 $ (94,580) $ 530,332 (8)

18 MERIDIAN DEVELOPMENT CORPORATION SCHEDULE III VENDOR PAYMENTS MONTH ENDED SEPTEMBER 30, 2017 (SEE ACCOUNTANTS COMPILATION REPORT) Effective Doc # Vendor Name Date Amount Description 4635 AF Public Solution 9/11/2017 $ 7, Admin services & reimbursements 4636 Allstream 9/11/ Wifi-703 N Main 4637 Borton-Lakey Law 9/11/2017 3, Legal Services 7/26-8/ Cable One 9/11/ Interent N Main 4639 Civil Survey Consulting 9/11/2017 3, CDBG Sidewalks CliftonLarsonAllen 9/11/2017 1, Accounting services 7/24-8/ Forsgren Associates 9/11/ , Nine Mile Creek floodplain study 4642 ICRMP 9/11/2017 1, Annual member contribution 10/1/17 to 9/30/ Keller Associates 9/11/2017 1, Historic lighting phase 3 Keller Associates 9/11/2017 1, Historic lighting phase Provision Landscape 9/11/ Landscape Maintenance N Main Provision Landscape 9/11/ Landscape Maintenance - Compass/VRT Provision Landscape 9/11/ Sprinkler system repair - Compass/VRT 4645 The Network Operations 9/11/ Unwired city monthly support 4646 Tribute Media Inc 9/11/ Monthly silver support and hosting 4647 Cable One 9/25/ Internet N Main 4648 CliftonLarsonAllen 9/25/2017 2, Accounting Services 8/21-9/13 & Abila Hosting Fees 4649 Keller Associates 9/25/2017 1, Historic Lighting Phase 3 Keller Associates 9/25/ MDC - UPRR site 4650 Washington Trust Bank 9/25/ , Loan payment - October $ 55, (9)

19 MERIDIAN DEVELOPMENT CORPORATION FISCAL YEAR 2017 BUDGET SUMMARY OF SIGNIFICNAT ASSUMPTIONS (SEE ACCOUNTANTS COMPILATION REPORT) The Meridian Development Corporation (MDC) is a separate and distinct legal entity of the City of Meridian (City) created by state statute. The Directors for MDC are appointed by the Mayor and approved by the City Council. MDC provides urban renewal services for the citizens of the City. The Meridian Development Corporation prepares its budget on the modified accrual basis. Revenues Property Taxes Property taxes are levied by Ada County. The levy is based on assessed valuations determined by the County Assessor. The levy is normally set by December 15 by certification to the County Commissioners to put the tax lien on the individual properties as of January 1 of the following year. The County Treasurer collects the determined taxes during the ensuing calendar year. The taxes are payable by January or, if in equal installments, at the taxpayer s election, in January and July. The County Treasurer remits the taxes collected monthly to the District. The budget for property tax revenue is based on the prior year actual assessment. Interest Earnings Interest earned on the District's available funds has been estimated based on an average interest rate of approximately 0.10%. Grants Budgeted grant revenue is based on specific grants that the District has identified for application. Expenditures Administrative and Operating The budget for administrative and operating expenditures is based on the costs incurred in the prior year, with specific increases and decreases applied based on discussions with the various underlying vendors. Debt Service The budget for principal and interest payments in fiscal year 2017 are provided based on the previous year debt amortization schedule. Capital Outlay The budget for capital outlay expenditures is based on specific projects identified within the District. These estimated costs are based on the costs associated with similar projects that have been completed in prior years or based on known costs for projects expected to be completed in the current fiscal budget. (10)

20 CITY OF MERIDIAN BY THE CITY COUNCIL: MERIDIAN DEVELOPMENT CORPORATION BY THE BOARD OF COMMISSIONERS: RESOLUTION NO. 17- BIRD, BORTON, CAVENER, MILAM, PALMER, LITTLE ROBERTS RESOLUTION NO. 17- BASALONE, BEVAN, BIRD, DE WEERD, McCARVEL, MUELLER, RITTER, VLASSEK, WINDER A JOINT RESOLUTION OF THE MAYOR AND THE CITY COUNCIL OF THE CITY OF MERIDIAN AND THE BOARD OF COMMISSIONERS OF THE MERIDIAN DEVELOPMENT CORPORATION SIGNIFYING TRANSFER BY MDC AND ACCEPTANCE OF OWNERSHIP BY CITY OF IDAHO AVENUE DECKS, PLANTERS, AND BICYCLE RACK, AND PROVIDING AN EFFECTIVE DATE. WHEREAS, City and MDC are mutually interested in enhancing the Meridian community s quality of life and stimulating economic development in the urban renewal area; WHEREAS, to these ends both parties invested in the purchase and construction of decks, planters, and a bicycle rack ( Amenities ), set along the curbs of Idaho Avenue, to extend pedestrian and seating areas and beautify downtown Meridian, as proposed by the Meridian Downtown Business Association ( MDBA ); WHEREAS, pursuant to a Cooperative Agreement executed by MDBA and MDC on February 24, 2016, ( February 24, 2016 Cooperative Agreement ), MDBA agreed to care for the vegetation in the planters until released of such obligation by MDC, and accepted other rights and responsibilities regarding the planters, which agreement and all attendant rights and responsibilities will be extinguished upon City s acceptance of ownership of the Amenities; WHEREAS, by this resolution, the Board of Commissioners of the Meridian Development Corporation seeks to transfer ownership and maintenance responsibilities for the Amenities to City; WHEREAS, by this resolution, the City Council of the City of Meridian seeks to accept, on behalf of the City, ownership of the Amenities; NOW, THEREFORE, for good and valuable consideration, the receipt and sufficiency of which is hereby acknowledged and agreed, and in consideration of the mutual promises and covenants herein contained, the Parties agree as follows: NOW THEREFORE, BE IT RESOLVED BY THE MAYOR AND CITY COUNCIL OF THE CITY OF MERIDIAN CITY, IDAHO: Section 1. That by this instrument, MDC hereby transfers ownership of the Amenities to the City of Meridian. RESOLUTION TRANSFERRING OWNERSHIP OF DECKS AND PLANTERS FROM MDC TO CITY PAGE 1

21 Section 2. That by this instrument the City of Meridian hereby accepts ownership of the Amenities from MDC. Section 3. That it is understood by the parties that upon adoption and approval of this resolution, City s ownership rights and responsibilities shall be exclusive, and shall include the authority to make all decisions regarding maintenance, location, replacement, and/or retention of the Amenities, in City s sole discretion; Section 4. That, within thirty (30) days of the adoption and approval of this resolution, MDC shall deliver to MDBA written notice of the termination of the February 24, 2016 Cooperative Agreement between MDC and MDBA, the release of MDBA s obligation to care for the vegetation in the planters, and of the transfer of ownership of the Amenities to City. Section 5. That this Resolution shall be in full force and effect immediately upon its adoption and approval by the respective boards of MDC and City. ADOPTED by the Board of Commissioners of the Meridian Development Corporation on the day of, APPROVED by the Chairman of the Board of Commissioners of the Meridian Development Corporation on this day of, APPROVED: ATTEST: Dan Basalone, Chairman Meridian Development Corporation By: Nathan Mueller, Secretary/Treasurer Meridian Development Corporation ADOPTED by the City Council of the City of Meridian, Idaho, this day of, APPROVED by the Mayor of the City of Meridian, Idaho, this day of, APPROVED: ATTEST: Tammy de Weerd, Mayor By: C.Jay Coles, City Clerk RESOLUTION TRANSFERRING OWNERSHIP OF DECKS AND PLANTERS FROM MDC TO CITY PAGE 2

22 MEMORANDUM OF AGREEMENT FOR CONTRIBUTION TO PUBLIC ART PROJECT: MERIDIAN MILL MURAL This MEMORANDUM OF AGREEMENT FOR CONTRIBUTION TO PUBLIC ART PROJECT: ZAMZOW S MURAL ( Agreement ) is made this day of November, 2017 ( Effective Date ), by and between the City of Meridian, a municipal corporation organized under the laws of the State of Idaho ( City ), and Meridian Development Corporation, an urban renewal agency organized under the laws of the State of Idaho ( MDC ). WHEREAS, City and MDC desire that public art will be a component of the Meridian community and to that end, wish to install a mural on the south side of the Meridian Mill ( Project ), located at 611 N. Main Street, in downtown Meridian, with permission from the property owner, the Zamzow family, dba JCJ Holdings, LLC ( the Zamzows ), as a benefit to the public; NOW, THEREFORE, for good and valuable consideration, the receipt and sufficiency of which is hereby acknowledged and agreed, and in consideration of the mutual promises and covenants herein contained, the Parties agree as follows: I. CITY S RESPONSIBILITIES. A. Project installation. Between November 15, 2017 and September 30, 2018, City agrees to invest MDC s contribution in services, materials, and equipment related to design and installation of the Project. The selection of staff and/or vendors for Project shall be made by City and the Zamzows. B. Selection of art. City shall include MDC in the process of selecting or artwork for the Project. With regard to decisions related to selection of artist(s), artwork, or specific installation specifications, City shall duly consider MDC input and shall make a reasonable effort to come to consensus. City and the Zamzows shall be responsible for the final decision regarding selection of artists, artwork design, and/or specific installation locations. C. Acknowledgment of contribution. If City acknowledges contributors to the Project, City shall acknowledge MDC. D. Invoice MDC. By December 31, 2017, City shall remit to MDC one (1) invoice for MDC s contribution to the Project, in a total amount not to exceed sixteen thousand dollars ($16,000.00). II. MDC S RESPONSIBILITIES. A. Reimbursement. Within thirty (30) days of receipt of City s invoice, MDC shall provide payment to City in the amount of such invoice, in a total amount not to exceed sixteen thousand dollars ($16,000.00). MEMORANDUM OF AGREEMENT FOR MDC S CONTRIBUTION TO THE MERIDIAN MILL MURAL PROJECT PAGE 1 OF 3

23 B. Appropriation. Notwithstanding anything in this Agreement to the contrary, MDC s obligations under this Agreement to provide payment to City as described herein shall be subject to and dependent upon appropriations being made by the MDC governing board for such purpose. The officer or administrator charged with the responsibility of preparing MDC s Fiscal Year 2018 budget shall include in the proposed budget the amount noted herein, which will be duly considered by the Board along with the other proposed expenditures for Fiscal Year III. GENERAL TERMS. A. Term. This Agreement begins immediately upon execution and shall remain in effect through September 30, B. Notice. Notice required to be provided by either of the parties under this Agreement shall be in writing and be deemed communicated when mailed by United States Mail, addressed as follows: City: City of Meridian MDC: Meridian Development Corporation City Attorney s Office Ashley Squyres, Administrator 33 E. Broadway Avenue 104 East Fairview Avenue #239 Meridian ID Meridian ID Either party may change its address for the purpose of this paragraph by giving formal notice of such change to the other in the manner herein provided. C. Entire agreement; modification. This Agreement embodies the entire agreement and understanding between the parties pertaining to the subject matter of this Agreement, and supersedes all prior agreements, understandings, negotiations, representations, and discussions, whether verbal or written, of the parties pertaining to that subject matter. The Agreement may not be changed, amended, or superseded unless by means of writing executed by both Parties hereto. D. Termination. Either party may terminate this Agreement in whole, or in part, due to convenience, nonappropriation, or when either or both parties agree that the continuation of the Project is not in the parties best interest, by providing thirty (30) days written notice. If MDC is the terminating party, City shall be entitled to receive reimbursement for payments made toward completion of Project as of the date of termination. E. Severability. If any part of this Agreement is held to be invalid or unenforceable, such holding will not affect the validity or enforceability of any other part of this Agreement so long as the remainder of the Agreement is reasonably capable of completion. The invalidity or unenforceability of any particular provision of this Agreement shall not affect the other provisions, and this Agreement shall be construed in all respects as if any invalid or unenforceable provision were omitted. F. Applicable Law. The Agreement shall be governed by the laws of the State of Idaho and MEMORANDUM OF AGREEMENT FOR MDC S CONTRIBUTION TO THE MERIDIAN MILL MURAL PROJECT PAGE 2 OF 3

24 jurisdiction for any disputes arising hereunder shall be in the Fourth Judicial District, Ada County, State of Idaho. IN WITNESS WHEREOF, the parties hereto have executed this Agreement on the Effective Date first written above. MERIDIAN DEVELOPMENT CORPORATION APPROVED: ATTEST: Dan Basalone, Chairman CITY OF MERIDIAN APPROVED: By: Nathan Mueller, Secretary/Treasurer Meridian Development Corporation ATTEST: Tammy de Weerd, Mayor By: C.Jay Coles, City Clerk MEMORANDUM OF AGREEMENT FOR MDC S CONTRIBUTION TO THE MERIDIAN MILL MURAL PROJECT PAGE 3 OF 3

25 ADA COUNTY HIGHWAY DISTRICT COST SHARE PERMIT 3775 Adams Street Garden City Idaho Phone (208) Facsimile (208) ACHD Contact Person: Name: Cody Homan 3775 Adams Street Garden City Idaho Phone: (208) Date of Permit:, 2017 ACHD Project No.: Permit No.: 022 Capitalized terms that are not defined in this Permit shall have the meanings given to them in the ACHD Cost Share Ordinance No I. PARTNERING AGENCY INFORMATION This permit is granted to: Meridian Development Corporation 104 E. Fairview Ave. #239 Meridian, Idaho Partnering Agency Contact Person: Ashley Squyres Administrator 104 E. Fairview Ave. #239 Meridian, Idaho Phone: (208) II. ROAD PROJECT AND APPROVED NON-TRANSPORTATION COMPONENTS Name/Location of ACHD Road Project: Pine Avenue, Meridian Road to Locust Grove Road, ACHD Project # Approved Non-Transportation Components: Pursuant to this Permit, ACHD authorizes, and, as a condition of issuing this Permit, requires, the following Non-Transportation Components: Design, Construction, and Perpetual Maintenance of Historic Lighting, as depicted on Exhibit A. ACHD authorizes and requires the design, construction, and perpetual maintenance of historic street lights (the Historic Lighting ) within the right-of-way of Main Street between stations

26 10+00 and In accordance with Ordinance 215, the foregoing Historic Lighting is referred to herein as the Non-Transportation Components. III. ACQUISITION OF RIGHT-OF-WAY Conditions of acquisition/contribution of real property by Partnering Agency and/or reimbursement to ACHD by Partnering Agency for acquisition of real property: ACHD has already acquired right-of-way adequate for the Non-Transportation Components. Therefore, the acquisition of the real property is not required of Partnering Agency, and is not part of the Non-Transportation Components. IV. DESIGN OF NON-TRANSPORTATION COMPONENTS Party responsible for obtaining plans/design for Non-Transportation Components: Partnering Agency shall be responsible for obtaining approval of the plans/designs of the Non- Transportation Components, which shall consist of designs for the Historic Lighting described in Section II. If Partnering Agency is responsible for providing plans/designs, deadline for submitting plans/designs to ACHD for approval: Partnering Agency shall submit the plans/designs of the Non-Transportation Components and receive approval from ACHD as to the plans/designs prior to installation. Additional conditions: All designs/plans submitted by Partnering Agency will comply with (i) established engineering standards, including the Idaho Standards for Public Works Construction (ISPWC); (ii) the American Association of State Highway and Transportation Officials ( AASHTO ); (iii) the Cost-Share Ordinance No. 215; (iv) all adopted ACHD rules, regulations, and policies; and (v) all state and federal laws. No designs shall be considered final until they are approved in writing by ACHD. Any modifications to the deadlines set forth above must be approved in writing by ACHD. By approving such designs/plans, ACHD assumes no responsibility for any deficiencies or inadequacies in the design or construction of the Non-Transportation Components. Allocation of design costs for Non-Transportation Components (including, if applicable, any credits provided to Partnering Agency and application of any federal funding) and time for reimbursement, if applicable: Partnering Agency shall not be responsible for the design costs for the Non-Transportation Components incurred by ACHD. Partnering Agency shall receive no credits in connection with the design costs for the Non-Transportation Components. 2

27 V. CONSTRUCTION OF NON-TRANSPORTATION COMPONENTS Description of construction work approved by ACHD to be completed by Partnering Agency (if applicable): (In addition to description, refer to designs and plans attached to this Permit as Exhibits, if applicable. If designs and plans are not complete at the time of issuance of this Permit, they must be approved in writing by ACHD and shall be incorporated into this Permit.) Upon submission of the plans/designs of the Non-Transportation Components by Partnering Agency and approval by ACHD, ACHD shall proceed with construction. Additional conditions: (1) Partnering Agency will not allow any liens to attach to any right-of-way, improvements, or other property of ACHD as a result of any labor performed or materials supplied in connection with the construction of the Non-Transportation Components. (2) Partnering Agency shall be responsible for obtaining all permits required by ACHD in connection with any construction of the Non- Transportation Components. (3) Partnering Agency s construction shall not negatively impact ACHD s construction of the Transportation Components or ACHD s Road Project schedule in any way. (4) Any amendment to the designs and plans must be approved in writing by ACHD. (5) All construction of the Non-Transportation Components shall be in accordance with the designs/plans approved by ACHD. (6) All construction by Partnering Agency will comply with (i) established engineering standards, including the Idaho Standards for Public Works Construction (ISPWC); (ii) the American Association of State Highway and Transportation Officials ( AASHTO ); (iii) the Cost-Share Ordinance No. 215; (iv) all adopted ACHD rules, regulations, and policies; and (v) all state and federal laws. If Partnering Agency is responsible for all or a part of the construction of the Non- Transportation Components: a. Date for submitting Partnering Agency s contractors and engineers to ACHD for approval: Not applicable due to the nature of the construction. b. Date for submitting Partnering Agency s contractors and engineers estimates to ACHD for approval: Not applicable due to the nature of the construction. c. Date for submitting Partnering Agency s contractors and engineers contracts to ACHD for approval: Not applicable due to the nature of the construction. Any modifications to the deadlines set forth above must be approved in writing by ACHD. Allocation of construction costs for Non-Transportation Components, reconstruction costs of Transportation Components necessitated by the incorporation of Non-Transportation Components into the Road Project, ACHD construction, maintenance, administration, and overrun costs (including, if applicable, any credits provided to Partnering Agency and application of any federal funding), and time for reimbursement, if applicable: Partnering Agency shall be solely responsible for all construction costs of the Non- Transportation Components. Partnering Agency shall receive no credits in connection with the 3

28 construction of the Non-Transportation Components. Partnering Agency shall reimburse ACHD for the actual cost of all materials used, the cost of the relocation of any utilities necessitated by the Non-Transportation Components, and any other costs associated with the construction and installation of the Non-Transportation Components. Payment by Partnering Agency shall be made to ACHD within 30 days following submission of an invoice by ACHD to Partnering Agency identifying such charges. Relocation of utilities to be completed by Partnering Agency (if any): Partnering Agency shall be solely responsible for the cost of relocating any utilities required in connection with the placement, incorporation, or construction of the Non-Transportation Components. Storm water provisions (if applicable): Upon a determination by ACHD that Partnering Agency s Non-Transportation Components will have an adverse effect on storm water quantity or quality, Partnering Agency shall be solely responsible for either mitigating or funding the mitigation of any such adverse effects in a means determined by or acceptable to ACHD. Schedule for completion of Road Project: At this time, ACHD s schedule for completion of the Transportation Components of the Road Project completion is unknown, but estimated to be September VI. MAINTENANCE OF NON-TRANSPORTATION COMPONENTS Maintenance requirements of Non-Transportation Components by Partnering Agency: Partnering Agency shall be, and is hereby, granted a non-exclusive, revocable license to maintain, repair, and replace the Non-Transportation Components, subject to the provisions of this Permit and during the term of this Permit. Partnering Agency shall cause the Non-Transportation Components to be operated and maintained in good functioning order during the term of this Permit, in accordance with applicable law, the approved designs/plans, and industry standards. Any replacement and/or installation by Partnering Agency of additional improvements shall be accomplished in accordance with designs, plans, and specifications approved in advance and in writing by ACHD, in its discretion, and as required to satisfy applicable laws, its policies, and good engineering practices. Additional conditions: 1. This Permit does not extend to Partnering Agency the right to use any part of the ACHD Road Project area to the exclusion of ACHD for any use within its jurisdiction, authority, and discretion or of others to the extent authorized by law.

29 2. In accessing any part of the Road Project that has been accepted as an open public highway (as the term highway is defined in Idaho Code Section (5)), Partnering Agency s authorized use is subject to the rights of the public to use the highway. 3. The rights granted hereunder are subject to and subordinate to the rights of holders of easements of records and the statutory rights of utilities to use the right-of-way. 4. This Permit does not preclude or impede the ability of ACHD to enter into or grant easements or license agreements allowing third parties to access the Road Project area, or the ability of ACHD to redesign, reconstruct, relocate, maintain, and improve the Road Project and right-of-way as it determines necessary, in its sole discretion. 5. In consideration of the license granted by this Permit, Partnering Agency expressly covenants and agrees that the license granted herein is temporary and merely a permissive use of the ACHD right-ofway pursuant to the terms of this Permit. Partnering Agency assumes the risk that the license granted herein may be terminated before Partnering Agency has realized the economic benefit of the cost of installing, constructing, repairing, or maintaining the Non-Transportation Components, and by signing and accepting this Permit, Partnering Agency hereby waives and estops itself from asserting any claim, including damages or reimbursement, that the license is in any way irrevocable because Partnering Agency has expended funds on the Non-Transportation Components and the Permit has not been in effect for a period sufficient for Partnering Agency to realize the economic benefit from such expenditures. 6. In the event Partnering Agency fails to replace, repair, maintain, and care for the Permanent Landscaping and/or Historic Lighting, ACHD shall have the following remedies in addition to any other recovery in law or in equity, provided that ACHD first gives Partnering Agency 30 days notice and Partnering Agency fails to remedy such failure: (i) ACHD may revoke this Permit; (ii) ACHD may replace, maintain, and/or care for the relevant Non-Transportation Components, and Partnering Agency shall reimburse ACHD fully for all associated costs; (iii) ACHD may remove, alter, redesign, or reconstruct the relevant Non-Transportation Components or any part of the ACHD Road Project (including without limitation the right-of-way), or in the case of landscaping, replace the Non- Transportation Components with hardscape, and Partnering Agency shall reimburse ACHD fully for all associated costs; and (iv) ACHD may refuse to issue any further Cost Share Permits or any other permits for future ACHD Road Projects until Partnering Agency complies with the conditions of the Permit. In addition, in the event of an emergency caused by Partnering Agency s failure to perform required maintenance, ACHD may immediately perform any and all emergency repairs or take other measures in connection with an emergency, and Partnering Agency shall reimburse ACHD fully for all associated costs. Term of Permit: VII. TERM Perpetual, until terminated or revoked pursuant to the provisions of this Permit. Upon termination or revocation of this Permit, upon the request of ACHD, Partnering Agency will either, as directed by ACHD, (i) promptly remove the Non-Transportation Components and restore the underlying area to at least the condition present as of the date of this Permit, repairing 5

30 and restoring all portions of ACHD s right-of-way and personal property, if any, that are damaged during such removal activities; or (ii) reimburse ACHD for its cost of redesigning, replacing, and/or reconstructing the right-of-way underlying the Non-Transportation Components. Any portion of the Non-Transportation Components that remain in ACHD rightof-way 90 days after the termination or revocation of this Permit shall be deemed abandoned, and ACHD shall have the right to remove them or redesign, replace, and reconstruct the right-ofway underlying them and charge all costs to Partnering Agency. Additional provisions: VIII. ADDITIONAL PROVISIONS APPLICABLE TO PROJECT This Permit provides the terms upon which the incorporation of the Non-Transportation Components into the Road Project are approved. IX. GENERAL CONDITIONS OF PERMIT 6 1. This Permit is issued conditioned upon Partnering Agency s compliance with ACHD s Cost Share Ordinance No. 215 and all certifications made by Partnering Agency pursuant to this Permit. 2. This Permit is subject to the provisions of state and federal law and ACHD s Cost Share Ordinance No. 215, in effect as of the date of issuance of this Permit (the Applicable Law ). In the event of any conflict between this Permit and Applicable Law, Applicable Law shall govern. In the event that any part of the obligations of Partnering Agency or of ACHD in connection with the Road Project are determined to be illegal or unenforceable by a court of competent jurisdiction, the remaining obligations of Partnering Agency set forth in this Permit shall still be applicable. Future amendments and restatements of the Cost Share Ordinance shall not be applicable to this Permit. 3. If any portion of the ACHD Road Project (including without limitation any portion of the rightof-way) is damaged as a result of Partnering Agency s action or inaction with regard to the construction, operation, and/or maintenance of the Non-Transportation Components or the failure or neglect to construct, operate, and/or maintain the Non-Transportation Components, then Partnering Agency shall, at its sole cost and expense, correct such deficiency and restore the area to the same condition it was in prior thereto, and if Partnering Agency or its successors or assigns shall fail or neglect to commence such correction and restoration within 24 hours of notification thereof, ACHD may proceed to do so, in which event Partnering Agency shall reimburse ACHD for the costs and expenses thereof, including, without limitation, reasonable compensation for the use of staff and equipment of ACHD. 4. Partnering Agency shall be liable to ACHD for any and all damages, fines, fees, obligations to third parties, costs, expenses, attorney fees, or any other liabilities whatsoever resulting from Partnering Agency s failure to comply with any provision of this Permit and/or Cost Share Ordinance No Without limiting the foregoing in any manner, in the event Partnering Agency fails to comply with any provision of this Permit, then following any applicable notice

31 and opportunity to cure set forth herein, ACHD shall have the right, in addition to all other rights and remedies elsewhere in this Permit, to redesign, replace, and/or reconstruct the Non- Transportation Components and/or the right-of-way underlying the Non-Transportation Components, and in such event, Partnering Agency shall reimburse ACHD for all associated costs. The obligations in this Section shall survive the expiration, revocation, and/or cancellation of this Permit for any reason. 5. Partnering Agency may delegate any of its responsibilities hereunder to any third party so long as it gives prior written notice to ACHD that specifies in detail what responsibilities are being delegated and identifies the third party. Notwithstanding any delegation to a third party, Partnering Agency shall remain and shall be ultimately responsible for the third party s compliance with the terms of this Permit, and no delegation shall absolve Partnering Agency of any duties or obligations of this Permit in any way. In addition, Partnering Agency fully assumes all legal risks of determining whether any such delegation is proper under applicable law and/or regulations, and shall not be absolved of any responsibilities under this Permit if it is unable to complete or maintain any such delegation for any reason. 6. Partnering Agency will protect, defend, indemnify, and hold ACHD and its officers, directors, employees, members, and agents harmless from and against any and all liability, suits, losses, damages, claims, actions, costs, and expenses of any nature, including court costs and attorney fees, arising from or out of any acts or omissions of Partnering Agency, its agents, or contractors related to or in connection with the Non-Transportation Components and the exercise of any privileges or performance of any obligations by Partnering Agency pursuant to the terms of this Permit. Partnering Agency s obligations in this Section shall survive the expiration, revocation, and/or cancellation of this Permit for any reason. 7. In the event the Non-Transportation Components will or may necessitate future maintenance, repair, relocation, or replacement that is not the subject of this Permit, ACHD shall in its discretion issue Partnering Agency an amended or an additional Cost Share Permit to perform such work. 8. ACHD shall at all times have the right to relocate, reconstruct, remove, or redesign any and all improvements that are part of the Road Project. ACHD will use its best efforts to advise Partnering Agency of any anticipated actions within the Road Project that would be likely to cause a relocation, modification, or other adaptation of any of the Non-Transportation Components, and the parties, to the extent reasonably possible, shall agree to a priority schedule regarding the same and shall attempt to cooperate with respect to planning and coordination as related to any such relocation, modification, or other adaptation of any of the Non-Transportation Components. If ACHD ultimately determines that any part of the Road Project must be relocated, reconstructed, removed, or redesigned, then Partnering Agency, at its sole cost and expense, shall be responsible for relocating, reconstructing, removing, or redesigning the Non- Transportation Components, as required by ACHD, which shall be accomplished by Partnering Agency according to designs, plans, and specifications approved by ACHD in writing prior to any such work. Partnering Agency may also elect to remove all or a part of the Non-Transportation Components in lieu of any relocation, modification, or adaptation. Partnering Agency assumes any and all costs of itself and ACHD relating to any future relocation of the Non-Transportation Components. 9. ACHD shall at all times have the right to revoke this and any other Cost Share Permit granted to Partnering Agency to access any Highway or Public Right-of-Way. In addition, ACHD may 7

32 immediately perform any and all emergency repairs or take other measures in connection with an emergency, in which case Partnering Agency shall reimburse ACHD fully for all associated costs. 10. This Permit shall immediately be revocable and/or cancelable by ACHD by providing written notice to Partnering Agency upon the occurrence of any of the following: (i) a determination by ACHD that any of the information submitted by Partnering Agency in the Cost Share Application is false or inaccurate in any manner; (ii) a determination by ACHD that Partnering Agency has failed to comply with any term or provision of this Permit or any other permit granted by ACHD to Partnering Agency; or (iii) a determination by ACHD that Partnering Agency has failed to replace, maintain, and/or care for the Non-Transportation Components as required by the terms of this Permit. Except in an emergency situation, ACHD shall provide Partnering Agency with 30 days notice of the issue and an opportunity to comply prior to exercising such rights. 11. The issuance of this Permit shall in no way obligate ACHD to provide Partnering Agency with additional permits or rights, nor shall ACHD be obligated to utilize provisions or rights set forth in this Permit in connection with additional permits or rights that it may elect to provide to Partnering Agency in the future. 12. All exhibits and any addenda to this Permit are incorporated herein. 13. This Permit is conditioned upon the signature of ACHD and Partnering Agency below. 8

33 SIGNATURES This Cost Share Permit is issued by the Ada County Highway District on the date set forth above: Ada County Highway District: The person signing below represents that he or she has the authority on behalf of ACHD to issue this Permit and bind ACHD to the terms set forth herein. By: Bruce S. Wong Its: Director Meridian Development Corporation: Acceptance/certification by Partnering Agency: The person signing below represents that he or she has the authority on behalf of Partnering Agency to accept and agree to the terms of this Permit and bind Partnering Agency to the terms set forth herein. By: Daniel G. Basalone Its: Chairperson Exhibits Exhibit A Historic Lighting Plans 9

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40 From: Brad Carr Subject: Cole Valley Update on Carlton/2-1/2 Street Project Date: October 26, 2017 at 10:11 AM To: Ashley Ford-Squyres Cc: Kassie Jones Kyna Ritchie Dear Ashley and the MDC, First, I want to reiterate our gratitude for your graciousness and patience as we finish our field project and the remodel and landscaping on the corner of Carlton and 2½ Street. This is to provide an update on our progress, to share our roadblocks, and a projection of completion. I have known that I need to provide an update for a long time, but kept hoping that I would have resolution on our roadblocks to be able to provide more definitive information. Progress: As you can see from the pictures, the outside facade of the house has been painted, with new roof, windows and doors. All of the external doors have been cut in and doors hung. The front porch has been completely redone. The garage and associated pump house have been painted to match, with a very nice mural painted on the garage. This was as far as we could get before permits were needed. Hill Construction, who also remodeled a house to the north on 2½ Street and has a vision for upgrading more houses in this neighborhood, has been incredible and moved very quickly until being stopped by the permitting process. Steve Hill, the owner of Hill Construction is a school grandpa and has a vested interest in completing this project. We are on budget so far in the project for all of the external work that has been done. Roadblocks: We started this project with an architect who we quickly realized did not prioritize this project very high. However, there was enough work invested that it did not make sense to start over with another architect. He continues to promise that he will have all of the needed submittals done very soon, and that is always his answer. That very soon has stretched into months of being so close, but not being able to get him to cross the finish line. It is really an unbelievable and very frustrating situation for us. We are at a loss. Several times we have attempted to just pay for his files as is so that we don t have to start completely over with a new architect, and he promises that