2008/04/30 Council Agenda Packet

collection system shall occur within eight (8) months after completion and removal of the phase 1 surcharge soils. .. 229 M11 23. Mill Property Fill. The first sentence of Section 19.7.7 of the Agreement is hereby amended to read as follows: The City, as part of its License to Use City Property with KLB Construction, Inc. dated October 7, 2005, which was later amended by an Amendment dated on or about April 9, 2008 (the "Amended KLB License"), shall place engineered fill material on the Mill Site consistent with the terms of the Amended KLB License attached to the Third Amendment to this Agreement (the "Mill Site Development Area") to a level that is 2 feet above the 100 year floodplain elevation established by FEMA although the profile of the Main Road extension through to Pacific Avenue shall be constructed at the 100 year floodplain elevation. The covenant of the City as set forth herein shall survive Closing and shall inure to the benefit of OM and its successor and assigns in interest. 24. OMHs use of Net Sale Proceeds. OMH shall contribute to OM INC any net sales proceeds from the sale of the Simpson Pad and Mill Property to an unaffiliated third party to fund certain infrastructure and improvements to the Landfill Site ("Landfill Improvements") by OM INC, all of which Landfill Improvements shall become the property of the City upon their completion, acceptance by the City and dedication (in the same manner as the Main Road). "Net Sales Proceeds" as used herein shall mean net sales proceeds realized from the resale after deduction for all sales and closing costs in connection with such resale including but not limited to title and escrow premiums, real estate excise and other transfer taxes, prorated closing costs, real estate commissions or brokerage fees and any other closing costs payable by OMH, and further minus all carrying costs, predevelopment and acquisition costs relating to the Simpson Pad and Mill Property plus the costs of the Main Road and Wet and Gas Utilities required under the Agreement. The Landfill Improvements may include the new, expanded landfill gas management system, roads and sidewalks, utilities (other than those dedicated to service providers), parking lots within the Landfill Property, including (non-residential) subterranean garage areas, and identified landscape/open space areas. OME INC shall grant any necessary easements to the City for the location/maintenance of the Landfill Improvements. The parking lots and (non-residential) subterranean garage areas on the Landfill Pad would be owned by the City following their completion and acceptance by the City and open to the public for parking; _