I-1 - Development Agreement Park 8 - Baltic

Property Tax Revenues to be collected in the following fiscal year equal to or less than the most recently submitted Developer’s Estimate. In any given fiscal year, if the City Council determines to not obligate the then-considered Appropriated Amount, then the City will be under no obligation to fund the Payments scheduled to become due in the following fiscal year, and the Developer will have no rights whatsoever to compel the City to make such Payments, to seek damages relative thereto, or to compel the funding of such Payments in future fiscal years. A determination by the City Council to not obligate funds for any particular fiscal year’s Payments shall not render this Agreement null and void, and the Developer shall make the next succeeding submission of the Developer’s Estimate as called for in Section A.5 above, provided however that no Payment shall be made after June 1, 2039. 3. Payment Amounts. The aggregate Payments to be made in a fiscal year shall not exceed an amount equal to the corresponding Appropriated Amount (for example, for the Payments due on December 1, 2028 and on June 1, 2029, the aggregate maximum amount of such Payments would be determined by the Appropriated Amount determined for certification by December 1, 2027). Furthermore, the amount of each such Payment shall not exceed the Annual Percentage of Incremental Property Tax Revenues (excluding allocations of “back-fill” or “make- up” payments from the State of Iowa for property tax credits or roll-back) actually received by the City from the Johnson County Treasurer and attributable to the taxable incremental valuation of the Property in the six (6) months immediately preceding such Payment due date. 4. Certification of Payment Obligation. In any given fiscal year, if the City Council determines to obligate the then-considered Appropriated Amount, as set forth in Section B.2 above, then the City Clerk will certify by December 1 of such year to the Johnson County Auditor an amount equal to the most recently obligated Appropriated Amount. C. Administrative Provisions 1. Amendment and Assignment. The parties hereto may not cause this Agreement to be amended, assigned, assumed, sold or otherwise transferred without the prior written consent of the other party. However, the City hereby gives its permission that the Developer’s rights to receive the Payments hereunder may be assigned by the Developer to a private lender, as security on a credit facility taken with respect to the Project, without further action on the part of the City. 2. Successors. This Agreement shall inure to the benefit of and be binding upon the successors and assigns of the parties. 3. Term. The term (the “Term”) of this Agreement shall commence on the Commencement Date and end on June 1, 2039 or on such earlier date upon which the aggregate sum of Payments made to the Developer equals the Maximum Payment Total. 4. Choice of Law. This Agreement shall be deemed to be a contract made under the laws of the State of Iowa and for all purposes shall be governed by and construed in accordance with the laws of the State of Iowa. -5-