COLUMBUS COATED FABRICS ECONOMIC DEVELOPMENT AGREEMENT 

This economic development agreement (this “Agreement”) made this day of 
March 2008, by and between the City of Columbus, Ohio (the “City”), an Ohio municipal 
corporation, and Wagenbrenner Development, Inc. (“Developer”), an Ohio Corporation with its 
principal place of business located at 575 West First Avenue #100, Columbus, Ohio 43215 
(collectively, the “Parties”). 

W I T N E S S E T H: 

WHEREAS, in order to protect public health, safety and the environment, to 
remove blight, to create market-rate, affordable and workforce housing, and to improve the 
economic welfare of the people of the City, the City desires to provide for the redevelopment and 
revitalization of the former Columbus Coated Fabrics site and adjacent property (the “CCF 
Property”) situated within the corporate limits of the City, being generally the property outlined 
on the map that is included herewith and incorporated herein as Exhibit “A”, excluding, 
however, all legal streets and public rights-of-way within the CCF Property except those portions 
of such streets and public rights-of-way which may be vacated from time to time; and 

WHEREAS, the City Council is the governing body and legislative authority of 
the City; and 

WHEREAS, on July 24, 2006, the City Council, by Ordinance No1136-06, passed 
the Weinland Park Neighborhood Plan made a part hereof as Exhibit “B”, which calls for the 
development of the CCF Property for residential use and other related purposes, including 
greenspace; and 

WHEREAS, on October 16, 2006 the City and Campus Partners for Community 
Urban Redevelopment (“Campus Partners”) entered into a certain Agreement Concerning 

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Decorative Surfaces International, Inc. Site, as amended on March , 2008, which called for the 
purchase and redevelopment of a 17.4 acre portion of the CCF Property subject to the negotiation 
of a suitable economic development agreement; and 

WHEREAS, on March 27, 2007, the City and Campus Partners entered into an 
Agreement of Understanding through which they jointly filed that certain Clean Ohio 
Revitalization Fund Application submitted to the Ohio Department of Development on April 2, 
2007 (“Grant Application”) with the State of Ohio for a $3,000,000 Clean Ohio Revitalization 
Fund Grant on April 2, 2007; and 

WHEREAS, on November 30, 2007 the State of Ohio and the City entered into a 
Grant Agreement by which it accepted the $3,000,000 Clean Ohio Revitalization Fund Grant 
(the “Grant”), which Grant Agreement is made a part hereof as Exhibit “C” ; and 

WHEREAS, subject to the execution of an acceptable agreement, Developer is 
willing to complete the work described in the Grant Application and the Grant Agreement; and 

WHEREAS, on December 27, 2007, Developer, by and through its affiliated 
entity, Weinland Park Development, LLC, an Ohio limited liability company, purchased a 4.1 
acre parcel of the CCF Property; and 

WHEREAS, Developer has evidenced its willingness and ability to cause the 
redevelopment of major portions, or all, of the CCF Property in the manner desired by the City; 
and 

WHEREAS, on March , 2008 Campus Partners, with the consent and release of 
the City assigned all of its rights, duties and obligations under, respectively, the Agreement 
Concerning Decorative Surfaces International, Inc. Site dated October 16, 2006, as amended on 
March , 2008 and the Agreement of Understanding dated March 27, 2007, to Developer; and 

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WHEREAS, the City and Developer both recognize that in order to secure 
substantial investments by Developer (an estimated $52 million for construction of new 
housing), it will be necessary for the City to participate in building and maintaining a series of 
approved and pre-defined improvements to surrounding public areas and public rights-of-way; 
and 

WHEREAS, the City and Developer desire to make this Agreement both in order 
to evidence the terms and conditions pursuant to which Developer will cause the redevelopment 
of major portions, or all, of the CCF Property, and in order to evidence the mutual agreements 
and undertakings between the City and Developer; 

NOW, THEREFORE, in consideration of the premises and the mutual covenants 
and agreements contained in this Agreement, it is mutually agreed between the City and 
Developer as follows: 

1. Description of the Project. The Project is to consist of two separate and 
distinct elements: One, the completion of acquisition, demolition, environmental remediation and 
construction of infrastructure improvements at the CCF Property pursuant to the Clean Ohio 
Grant Application and Grant Agreement, collectively with the public improvements set forth in 
Section 12 below, the “Public Work”; and Two, the privately-funded construction of market-rate 
and/or affordable housing with adjacent greenspace consistent with the general redevelopment 
concepts contained in the Weinland Park Neighborhood Plan, which was adopted by Columbus 
City Council on July 24, 2006. The redevelopment concepts will be refined and revised by 
Developer in consultation with the Weinland Park neighborhood and the City as the Project 
proceeds. Developer may cause the housing component of the Project to be undertaken or 
constructed in two or more phases. 
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2. Developer’s Purchase Commitment. No later than three (3) months 
after the effective date of this Agreement, Developer, by and through its affiliated entity, 
Weinland Park Development, LLC, an Ohio limited liability company, shall purchase the 
property described on the attached Exhibit “D” pursuant to the terms of that certain Agreement 
Concerning Decorative Surfaces International, Inc. Site dated October 16, 2006, and as amended 
on March , 2008. 
3. Commencement of Project. Developer shall commence the Clean Ohio 
portion of the Project upon the City’s execution of an agreement with Developer for the 
implementation of the Grant that is reasonably acceptable to Developer, which approval shall not 
be unreasonably withheld or delayed. 
4. Developer’s Commitments. Developer shall cause the construction of 
the housing and greenspace component of the Project to commence within three months after the 
necessary completion of the Public Work. Developer agrees to develop the CCF Property and 
Adjacent Property consistent with the redevelopment concepts proposed in the Weinland Park 
Neighborhood Plan, as depicted by the Developer’s conceptual site plan made a part hereto as 
Exhibit “E”. Developer agrees to cause the start of construction on a minimum of 30 residential 
units on the southern portion of the CCF Property and, pending acquisition of the CPO Properties 
on Eleventh Avenue, a minimum of 100 rental units, regardless of market conditions; provided 
that such obligation shall be suspended during any period of time when Developer shall be 
unable to commence and/or continue construction by reason of governmental requirements or 
the unreasonable absence of requested permits or approvals. 
5. Community Reinvestment Area Real Property Tax Exemptions, Tax 
Increment Financings and New Community Authority in Support of Redevelopment. 
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(a) Community Reinvestment Area Real Property Tax Exemptions. The City and 
Developer acknowledge that by City Ordinance No. 1939-2006 passed November 6, 2006, the 
City created the Weinland Park-University Area F Community Reinvestment Area as depicted as 
Exhibit “F” which includes the CCF Property and surrounding properties as described in that 
Ordinance and provides a 100% property tax exemption for up to twelve (12) years for the 
remodeling of specified residential properties and for fifteen (15) years for the construction of 
new owner-occupied dwellings, with eligibility for abatement under that Ordinance terminating 
on December 31, 2011. An ordinance will be submitted by the Development Department to City 
Council to amend that CRA to provide for 100% real property tax exemptions for fifteen (15) 
years for new rental housing located on the CCF Property and Adjacent Property, as defined in 
Exhibit “A”, and to extend that eligibility for exemptions until at least December 31, 2020. 
Developer will cause to be submitted to the Development Department within two (2) months 
after the execution of this Agreement a draft of the ordinance. The Development Department 
will review, make modifications as necessitated by City code, policies or procedures and submit 
to City Council such an ordinance within 30 days after such submission by Developer. 
(b) Tax Increment Financing. Reference is made as to the map of the proposed 
tax increment financing areas attached to this Agreement as Exhibit “G”. An ordinance will be 
submitted by the Development Department to City Council to cause (a) all “improvements” in 
the Project to be subject to the provisions of section 5709.41 of the Ohio Revised Code for thirty 
(30) years in support of the redevelopment of the CCF Property and Adjacent Property, as 
defined in Exhibit “A”. Developer will submit to the Development Department within two (2) 
months after the execution of this Agreement a draft of the ordinance. The Development 
Department will review, make modifications as necessitated by City code, policies or procedures 
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and submit to City Council such an ordinance within 30 days after such submission by 
Developer. As additional properties are acquired by Developer in the zones designated as 
Adjacent Property on Exhibit A then these properties will be added to the 5709.41 TIF Area. 
Proceeds from the R.C. 5709.41 TIF are proposed to pay costs of the redevelopment of the CCF 
Property for residential use contingent on the TIF area being declared or confirmed as blighted in 
accordance with the new blight criteria as set forth in section 1.08 of the Ohio Revised Code, and 

(b) all “improvements” in the portion of the Weinland Park neighborhood (as defined in the 
Weinland Park Comprehensive Plan) and shown as 5709.40 TIF Area on Exhibit “G” are to be 
subject to the provisions of section 5709.40 of the Ohio Revised Code for thirty (30) years in 
support of public improvements as agreed to by the City, with provision in both of these tax 
increment financings for the payment to the Columbus City School District of an amount equal 
to the taxes that would have been payed to the School District if the improvements had not been 
exempted from taxation for purposes of implementing a tax increment financings under those 
sections. 
The Development Department agrees to undertake a study of the area north of 
Eleventh Avenue for purposes of determining the boundaries of a future TIF District which 
would directly benefit from improvements to Eleventh Avenue and Fifth Avenue and the 
conversion of Summit and Fourth to two way streets and upon completion of such study to 
submit an ordinance to City Council to create such TIF District(s) as may be justified and at the 
City’s sole discretion. In the event that the funding for the public improvements in Section 12 of 
this Agreement is delayed or postponed for a period of time that allows for any of the 5709.40 
TIFS contemplated in this Agreement to generate TIF proceeds, then the TIF proceeds would be 

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applied first to the public improvements described in Section 12 of this Agreement to the extent 
other City monies are not available to pay those costs. 

(c) New Community Authority. Developer will cause to be submitted to City 
Council a petition (the “Petition”) and all attachments required by law to approve the creation 
under Chapter 349 of the Ohio Revised Code of a new community authority encompassing the 
CCF Property and Adjacent Property (after Developer makes additional acquisitions in these 
areas) as defined in Exhibit “A”, for the purpose of reimbursing or financing the Project 
development and infrastructure based on its “community development charge” and the tax 
increment financings referred to above. Developer will cause a draft of that Petition and all 
attachments required by law to be submitted to the Development Department within two (2) 
months after the execution of this Agreement. The Development Department will review, make 
modifications as necessitated by City code, policies or procedures and submit to City Council 
that Petition and all attachments required by law within 30 days of its receipt. 
6. Amendment of Agreement. From time to time, and at any time, the size 
of the CCF Property may be expanded, and this Agreement may in all other respects be amended 
or modified, by agreement between the City and Developer. It is understood and agreed by the 
Parties that if the Developer and the Ohio Capital Corporation for Housing are able to reach 
agreement for the transfer of the housing credits for the housing units shown in the Weinland 
Park Neighborhood Plan (Exhibit “B”) as Strategic Area 2: 11th Avenue East, then these 
properties shall become part of the CCF Property for the purposes of this Agreement. 
7. Redevelopment in Accordance with Community Development Plan. 
The Project substantially conforms to the general plan for the City as well as the Weinland Park 
Neighborhood Plan; and the City Council hereby approves the plan for the Project, as reflected 

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in the general redevelopment concepts described in Exhibit “B”, as the current community 
development plan for the area in which the CCF Property is situated. . 

8. Initiation of Zoning Legislation by the City. Whenever it is 
impracticable or impossible for Developer to apply for any zoning legislation needed for the 
redevelopment of the CCF Property as outlined in Section 1 (Description of the Project), the 
Department of Development shall consider such action. It is Developer’s plan to keep the 
existing zoning and use variances to accomplish the general redevelopment concepts described in 
Exhibit “B” and once the project has neared completion then Developer agrees to apply for 
zoning to applicable standards. 
9. Cooperation of the City in Obtaining Variances and Approvals. At its 
sole discretion, the City shall cooperate with, and join with, Developer in executing and 
prosecuting to completion, at Developer’s cost and expense for third-party costs, such 
applications for such orders, variances, regulations and approvals of or by any governmental or 
regulatory authorities as may be (a) consistent with the redevelopment concepts for the Project, 
(b) in the opinion of Developer, necessary or desirable for the redevelopment of the Project in 
accordance with the provisions of this Agreement, and (c) not injurious to the public health, 
peace and safety. Final approvals and passage of Council variances are at the sole discretion of 
Columbus City Council. 
10. Adjacent Zoning and Land Use. The City shall continue to provide 
Developer with copies of all applications to the University District Commission for any changes 
in the land-use or zoning classification of all properties in Weinland Park. 
11. Design Agreement. The City shall promptly enter into a fully assignable 
capital improvements project Design Agreement (the “Design Agreement”) made a part hereto as 
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Exhibit “H” with Developer, in a form and content approved by the City and by Developer, 
which approvals shall not be unreasonably withheld or delayed. The Design Agreement shall 
provide (a) that Developer would hire an Engineer to undertake and complete, on a timeframe 
consistent with the needs of the Project, all of the design aspects for the Public Improvements 
Area contained in Exhibit “I”, (b) that all of the contracts for professional services needed in 
connection with the design aspects of the Public Improvements Area shall be subject to the prior 
approval of the City, which approval shall be in the City’s sole discretion), (c) that the Engineer 
shall make all of such design work available to the City for approval as such design work is 
completed, which the City will review and approve within 60 days (60 days refers to the time the 
plans are under comment by the City and does not include Engineer revision time) which 
approval shall be in the City’s sole discretion, but in keeping with the City’s applicable standards 
and policies, and (d) that the City shall reimburse Developer for all Cost (in the form of progress 
payments as the costs and expenses are incurred) for, all of the Engineer’s design costs and 
expenses (including, but not limited to, architectural and engineering fees, other professional fees 
excluding attorneys’ fees, and incurred in undertaking and completing such design work, 
estimated to be $632,302 and anticipated to be part of the 2008 Capital Improvement Budget, 
provided the obligation of the City to undertake and pay for the design work is expressly 
contingent on the passage of such ordinances of City Council as are necessary to appropriate and 
authorized the expenditure of such funds and the certification of the City Auditor as required by 
Section 159 of the Columbus City charter. 

12. Improvements to Surrounding Public Areas and Public Rights-of-
Way to be Built Under a Capital Improvements Project Development and Reimbursement 
Agreement. In order to provide for the efficient construction of certain necessary public 
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improvements to, on, over, and under the CCF Property and the portions of the streets, 
sidewalks, and intersections abutting the CCF Property (the “CCF Public Improvements Area”) 
as described in attached Exhibit “I”, and in order to coordinate the construction of such public 
improvements with the private construction of the Project, the City shall, within 90 days of 
approved design work, enter into a fully assignable capital improvements project Development 
and Reimbursement Agreement (the “D & R Agreement”) with Developer (with Developer or its 
assignee being designated herein as the “Contractor”) in a form approved by the City and by the 
Contractor, which approvals shall not be unreasonably withheld or delayed. The D & R 
Agreement shall provide that the Contractor shall undertake and complete the “Public 
Improvements Work” contained in Exhibit “J” and the “Public Utilities CIP Funded 
Construction” contained in Exhibit “K” in the CCF Public Improvements Area, and that the City 
shall reimburse the Developer (in the form of progress payments as the costs and expenses are 
incurred) for all costs and expenses (including, but not limited to, testing and inspection fees 
(Out of the $10.65 million to be authorized for expenditure for the D&R Agreement the City 
shall set aside funds in the ordinance authorizing the D&R Agreement an amount for City 
construction services to be held by the City and deposited into a city account designated for the 
work. When inspection services are performed, payment shall be made from that account to the 
Development Services Fund upon receipt of a proper invoice by Public Service. Any funds 
remaining in the account after completion and acceptance of the improvement shall be available 
to reimburse Developer for approved costs associated with the Public Improvements Work, bond 
premiums, insurance premiums, demolition costs, hard construction costs, permit fees, 
construction management, environmental remediation costs- all of which eligibility will be 
determined at the sole discretion of the City; ineligible costs will be paid for or reimbursed by 

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Developer or another interested party, however, all contemplated improvements in Exhibit “J” 
are eligible costs) incurred in undertaking and completing the public improvements work up to a 
total of 12.85 Million Dollars ($12,850,000) including design costs and the Public Utilities CIP 
Funded Construction, Exhibit K, provided the obligation of the City to undertake and pay for the 
Public Improvements Work is expressly contingent on the availability of funds and the passage 
of such ordinances by City Council as are necessary to appropriate and authorized the 
expenditure of such funds and the certification of the City Auditor as required by Section 159 of 
the Columbus City charter. 

Under the provisions of this Agreement and any future D & R Agreement, the 
City shall not be obligated to pay and/or reimburse the Developer until after Developer has 
entered into a contract or other agreement for the construction of the housing element of the 
Project. Said contract or agreement shall be consistent with Section 4 hereof and contain 
construction timelines aligned with this Agreement or as agreed to by the City and Developer. 
The City shall, in accordance with the provisions of the D & R Agreement, be responsible for the 
maintenance and repair (only to the extent of, and in accordance with, the City’s applicable 
standards and policies) of the Public Improvements Work undertaken and completed by the 
Contractor only after the City has accepted the Public Improvements Work 

13. Traffic Circulation Study. The City will complete a Circulation Study 
consistent with the one completed in the Linden Area in 2006 and the Franklinton Area in 2007. 
The Circulation Study among other tasks, will study the return of both Summit and Fourth Street 
to two-way streets with parallel parking and signalization of 11th and 5th Avenues at Grant. If the 
Circulation Study does not support signalization and/or the two-way conversion of Summit and 
Fourth Street under currently acceptable traffic principles and policies, then the City agrees to 
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consider in the long-term, to employ any and all traffic calming devices on those streets so as to 
slow traffic to speeds normally seen on those streets as if they were two-way and parallel parked. 
The implementation of any traffic maintenance, control or calming device is subject to the 
availability of funding through the City’s capital improvement planning process and the approval 
of City Council. The City reserves discretion in interpreting the findings of the study and 
implementation of any traffic control measures. 

14. Availability of Water and Sewer. With needed construction beginning 
appropriately in advance of, or in conjunction with, the initial housing construction of the 
Project, the City shall provide, on a timeframe consistent with the needs of the Project and at 
established usage rates, all public water, sanitary sewer, and storm sewer services in sufficient 
capacity to serve the respective needs of the Project. Within the CCF Property as it may be 
constituted from time to time, Developer shall have the obligation of providing, at its own 
expense, the needed on-site private water and sewer service lines (laterals) having sufficient 
capacity to accept the services provided by the City. 
15. Credit for Tap Fees. The City will complete an audit of all properties in 
the boundaries of the CCF Property, as depicted on Exhibit “A”, to determine all existing water 
and sanitary taps by the earlier of August 15th or 180 days from the execution of this Agreement. 
Tap and Capacity fees will be combined to provide an aggregate credit in accordance with City 
policies. 
16. Municipal Electric Service. If the City timely makes a proposal to 
Developer for the provision of municipal electric service to the Project, such proposal shall be 
given due consideration by Developer. Within the CCF Property, Developer shall have the 
obligation of providing at its own expense the needed on-site private electric lines having 
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sufficient capacity to accept any municipal electric service provided by the City. 

17. Coordination of Other Utility Services. Although the City shall not be 
obligated to insure the availability of other non-City utility services, the City shall, in 
cooperation with Developer, coordinate the provision of its utility services with the provision of 
other utility services by other providers, including, but not limited to, natural gas, cable, high-
speed internet access, telephone, and private electric. Furthermore, the City will allow private 
utility crossings where needed and coordinated through public right-of-ways and subject to City 
regulations. 
18. Vacation of Secondary Streets and Sidewalks. Upon receipt of a 
written request from Developer, the Department of Public Service shall, to the extent permitted 
by law (and provided it shall not constitute a taking of access under Ohio law) and after normal 
review by appropriate agencies, submit an ordinance to City Council to vacate and transfer to 
Developer, at no cost to Developer, (a) any part of any secondary street, alley, or other municipal 
right-of-way which passes through the CCF Property and which divides land owned or to be 
owned by Developer, and (b) any part of any sidewalk in the CCF Property or the CCF Public 
Improvements Area not needed for safe pedestrian movement; provided, however, that nothing 
herein shall require the City to vacate and transfer any public right of way that has been 
improved pursuant to Section 12 hereof, or any vacation which would impair the public health, 
peace and safety, and that the City may retain all easements, including utility easement it deems 
necessary and other rights needed to protect the public health, peace and safety. 
19. Parkland Acceptance and compliance with Parkland Dedication Fees. 
Subject to City Council and Recreation and Parks Commission approval of the size and location 
the City agrees to accept title to the Parks within the CCF Property and Adjacent Property shown 

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on Exhibit “A” that Developer dedicates to the City and agrees to maintain these parks in a 
fashion similar to other urban neighborhood parks (Schiller, Goodale, Harrison West). It is 
understood, the design and development of the Park(s) within the CCF site shall be the 
responsibility of Developer and that no CIP funding from the Columbus Recreation and Parks 
Department will be available. Design and construction shall be with the approval of all plans by 
the Columbus Recreation and Parks Department. Once the Parks have been dedicated, subject to 
an ordinance authorizing a maintenance agreement, the City will permit condominium 
associations and/or the Weinland Park neighborhood to enhance the maintenance of the Park 
including its lawn areas, flower beds and any other improvements, so long as the enhanced 
maintenance is done on a voluntary basis and cost of the enhanced maintenance is born by the 
association or neighborhood. The acreage for parkland dedicated to the City of Columbus and 
development costs shall be credited to any requirements of the Parkland Dedication Ordinance 
Chapter 3318. 

20. Policing by the City. In providing the necessary policing of the CCF 
Property, the City shall continue its cooperation with locally based community policing and shall 
continue its commitment to community policing. In addition, the City shall consider the 
Weinland Park neighborhood as an area for any new safety or policing pilots that the City may 
initiate in the future including the use of neighborhood security cameras. 
21. Project Coordinators. In order to best facilitate the construction of the 
Project, the City and Developer shall each designate, from time to time, one authorized 
individual who shall serve as that entity’s lead representative and Project Coordinator in all 
matters relating to the construction of the Project. 
22. Weinland Park Neighborhood Revitalization Collaboration. The City 
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shall collaborate with Developer to consider further the revitalization of the adjacent Weinland 
Park neighborhood in accordance with the Weinland Park Neighborhood Plan. 

23. Employment and Economic Development Initiatives. Developer, 
working through established social service agencies and employment service providers, shall use 
good faith efforts to link both the construction employment opportunities and any commercial 
employment opportunities created by the Project with the employment needs/programs of the 
residents of neighborhoods in the vicinity of the CCF Property. 
24. Procedures for Service of Notice. All notices and other communications 
required or permitted to be given or delivered under this Agreement by the City or Developer, 
which notices or communications shall be in writing, shall be mailed, postage prepaid, addressed 
as follows: 
(A) 
If to the City, to: 
Director of Development 
50 W. Gay St. 
Columbus, Ohio 43215 

with a copy to: 

City Attorney of Columbus 
Columbus City Hall 
Broad and Front Streets 
Columbus, Ohio 43215 

(B) 
If to Developer, to 
Mark A. Wagenbrenner 
Wagenbrenner Development, Inc. 
575 West First Avenue #100 
Columbus, OH 43215 
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15 


with a copy to: 

Joseph M. Reidy 
Schottenstein, Zox & Dunn Co., LPA 
250 West Street 
Columbus, Ohio 43215 

The City and Developer may, by notice received by the other, from time to time and at any time 
designate a different or additional address or addresses for the giving of notices or other 
communications to the party designating such new address. Any notice or communication 
required or permitted to be given in accordance with this Agreement shall be deemed to have 
been given when the same shall have been placed in the mail, postage prepaid, addressed in 
accordance with the foregoing provisions. 

25. Authority of Officials and Officers. Whenever in this Agreement a 
matter is subject to the action, approval, concurrence, cooperation or agreement of the City, the 
City’s initiation or exercise of such right or duty shall be by the appropriate City official or body 
charged with authority in the matter (or the official or body designated in this Agreement) unless 
this Agreement or any applicable law otherwise requires. Whenever in this Agreement a matter 
is subject to the action, approval, concurrence, cooperation or agreement of Developer, 
Developer’s initiation or exercise of such right or duty shall be by the appropriate officer of the 
Developer charged with authority in the matter (or the officer designated in this Agreement) 
unless this Agreement or any applicable law otherwise requires. 
26. Successors and Assigns. This Agreement shall inure to the benefit of and 
be binding upon the respective successors and assigns (including successive, as well as 
immediate, successors and assigns) of the City and Developer. Developer may not assign this 
Agreement to any person, other than an affiliated entity of Wagenbrenner Development, Inc., 
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without the prior written consent of the Director of Development, which consent shall not be 
unreasonably withheld or delayed. The City and Director of Development have identified 
Weinland Park Reinvestment Corp. and Weinland Park Development, LLC, affiliates of 
Wagenbrenner Development, Inc., as acceptable developers for the Project, to whom Developer 
may assign all of its rights, duties and obligations of this Agreement, provided however, that 
neither Developer, nor Weinland Park Reinvestment Corp., nor Weinland Park Development, 
LLC, may make any other assignment of this Agreement, or any part hereof, without the prior 
written consent of the Director of Development, which consent may be withheld in his sole 
discretion, and provided further, that any assignment by Developer, Weinland Park Reinvestment 
Corp., and Weinland Park Development shall not relieve them, or any of them, from their 
obligations to complete the Project and to perform all the terms and conditions of this 
Agreement. 

27. Estoppel Certificates. Either party shall, within fifteen (15) days of 
written request by the other, provide a certificate in writing executed by the first party 
confirming such matters under this Agreement as may be reasonably requested by the requesting 
party including, but not limited to, whether or not this Agreement is in full force and effect and 
the status of each party’s obligations hereunder. 
28. Governing Law and Forum. This Agreement shall be governed by and 
construed in accordance with the laws of the State of Ohio, and any dispute between the parties 
shall be submitted to a court of competent jurisdiction in Franklin County, Ohio. 
29. Remedies Cumulative. All rights and remedies of the City enumerated 
in this Agreement shall be cumulative and, except as specifically contemplated otherwise by this 
Agreement, none shall exclude any other right or remedy allowed at law or in equity, and such 
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rights or remedies may be exercised and enforced concurrently. The rights and remedies of 
Developer and its assigns shall be expressly limited to the actual costs incurred by Developer and 
its assigns in the design and construction of the Project, as set forth in this Agreement, or as set 
forth in any subsequent Agreement between the parties including any modification hereof. In no 
event, however, shall any right or remedy exceed such sums in the aggregate as shall first have 
been authorized and appropriated by Columbus City Council and certified by the Columbus City 
Auditor pursuant to the Charter and Ordinances of the City of Columbus. Such limitations shall 
survive the completion of Developer’s obligations set forth in this Agreement, and shall be 
included in any subsequent Agreement between the parties. No waiver by the City or by 
Developer of any covenant or condition or of the breach of any covenant or condition of this 
Agreement to be kept or performed by the other party shall constitute a waiver by the waiving 
party of any subsequent breach of such covenant or condition or authorize the breach or nonobservance 
on any other occasion of the same or any other covenant or condition of this 
Agreement. 

30. Duplicate Originals. This Agreement may be executed in one or more 
counterparts, each of which shall be deemed to be a duplicate original, but all of which, taken 
together, shall constitute a single instrument. 
31. Headings. The headings contained in this Agreement are included only 
for convenience of reference and do not define, limit, explain or modify this Agreement or its 
interpretation, construction or meaning and are in no way to be construed as a part of this 
Agreement. 
32. Provisions Separable. If any provision of this Agreement or the 
application of any such provision to any person or any circumstances shall be determined to be 
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invalid or unenforceable, then such determination shall not affect any other provisions of this 
Agreement or the application of such provision to any other person or circumstance, all of which 
other provisions shall remain in full force and effect; and if any provision of this Agreement is 
capable of two constructions, one of which would render the provision void and the other of 
which would render the provision valid, then such provision shall have the meaning which 
renders it valid. 

33. Records, Audits, and Inspections. Developer and its assigns shall 
establish and maintain for at least five (5) years from the later of the Project Completion Date or 
the termination of this Agreement all records related to the Public Work including, but not 
limited to, agreements, contracts and sub-contracts, tax and financial information, supporting 
documentation for distribution and payment requests, and correspondence in whatever format or 
media such information may be kept. Developer and its assigns authorize the City Auditor to 
inspect all such records and information that the Auditor, or designee, in his sole discretion, may 
deem necessary or appropriate, without, however, waiving the attorney-client or work product 
privileges. At any time during normal business hours, upon prior reasonable written notice, and 
as often as the City Auditor may deem reasonably necessary, Developer and its assigns shall 
make available to the City Auditor, or his designee, for examination, access to the CCF Property 
and to all of the records of Developer and its assigns with respect to the Public Work, and the 
Auditor or his designee shall be entitled to copy all or any part of such records and other 
information as he deems necessary or appropriate, in his sole discretion. 
34. Prevailing Wage. In relation to the Public Work set forth in this 
Agreement, Developer agrees to abide by (or cause its contractors to abide by) the prevailing 
wage requirements of Chapter 4115 of the Ohio Revised Code (the “Prevailing Wage 
{H1174745.1 } 19 


Requirement”). This provision shall apply for all subcontracts for services procured by 
Developer or its general contractor, as applicable, for the Public Work as described in this 
Agreement. 

“Prevailing Wage Coordination” shall mean verification that the contracts and 
subcontracts related to the Public Work comply with the Prevailing Wage requirement. In the 
event that the State of Ohio (“the State”) performs Prevailing Wage Coordination with respect to 
the Public Work, written evidence of compliance with the Prevailing Wage Requirement, issued 
by the State (the “State Prevailing Wage Notice”), shall be deemed sufficient for purposes of 
satisfying the Prevailing Wage requirement. 

In the event the State will not perform Prevailing Wage coordination for the 
Public Work, the City may undertake such Prevailing Wage Coordination and the cost of such 
Prevailing Wage Coordination shall be at Developer’s cost, which shall not be part of any 
amount authorized by Columbus City Council to be reimbursed. If undertaken by the City, and 
upon verification of compliance with the Prevailing Wage Requirement, the City shall issue 
notice of such compliance (the “City Prevailing Wage Notice”). 

35. City Income Tax Withholding. Developer hereby further agrees to 
withhold, or to cause its general contractor and all subcontractors to withhold, all City Income 
Taxes due to payable under the provisions of Chapter 361, Columbus City Codes, 1959, for 
wages, salaries and commissions paid to employees in connection with the construction of the 
Project. 
36. Equal Opportunity Clause. The Developer, contractor, subcontractors 
and their respective agents will not discriminate against any employee or applicant for 
employment because of race, color, religion, sex or national origin. The Developer, contractor, 
{H1174745.1 } 20 


subcontractors and their respective agents will take affirmative action to ensure that applicants 
are employed and that employees are treated during employment without regard to their race, 
color, religion, sex or national origin. Such action shall include, but not be limited to, the 
following: employment, upgrading, demotion, or termination; rates of pay or other forms of 
compensation; and selection for training. 

The Developer, contractor, subcontractors and their respective agents agree to 
post in conspicuous places, available to employees and applicants for employment, notices 
summarizing the provisions of this Equal Opportunity Clause. 

(a) The Developer will, in all solicitations or advertisements for employees 
placed by or on behalf of the contractor, state that the contractor is an equal opportunity 
employer. 
(b) It is the policy of the City that business concerns owned and operated by 
minority and female persons shall have the maximum practicable opportunity to participate in 
the performance of contracts awarded by the City. The Developer shall permit access to any 
relevant and pertinent reports and documents by the Administrator for the sole purpose of 
verifying compliance with this paragraph, and with the regulations of the Contract Compliance 
Office. All such materials provided to the Administrator by the Developer shall be considered 
confidential. In addition, pursuant to Title 39 of the Columbus Code, Section 3907.06, where 
invitations for bids are advertised, the following notice shall be included in the advertisement: 
Each responsive bidder shall submit, with its bond, a contract compliance certification number of 
a completed application for certification. 
(c) The Developer and each subcontractor will include a summary of this equal 
opportunity clause in every subcontract. The subcontractor will take such action with respect to 
{H1174745.1 } 21 


any subcontract as is necessary as a means of enforcing the provisions of the equal opportunity 
clause. 

(d) The Developer will not obstruct or hinder the Administrator or his deputies 
and assistants in the fulfillment of the duties and responsibilities imposed by Article I, Title 39 of 
the Columbus City Code. 
(e) The Developer agrees to refrain from subcontracting any part of this 
Agreement, or modification(s) thereto, to a contractor not holding a valid certification number as 
provided for in Article I, Title 39 of the Columbus City Code. 
(f) Failure or refusal of the Developer of subcontractor to comply with the 
provisions of Article I, title 39, may result in cancellation of this Agreement. 
37. Approvals by City Council and City Auditor. Pursuant to Sections 27, 30 and 
159 of the Columbus City Charter, no obligation of the City involving the expenditure of money 
pursuant to the terms of this Agreement shall be enforceable against the City unless the City 
Council first shall have appropriated and authorized the expenditure of funds for the same, and 
the City Auditory (the “City Auditor”) shall have certified that the money required for such 
contract, agreement, obligation or expenditure is in the City Treasury to the credit of the fund 
from which it is to be drawn and has not been appropriated for any other purpose. 
38. Entire Agreement. This Agreement constitutes the entire agreement between the 
City and Developer in respect to the subject matter hereof, and this Agreement supersedes any 
other prior and contemporaneous agreement between the City and Developer in connection with 
the subject matter of this Agreement. No officer, employee or other servant of the City, or of the 
Developer is authorized to make any representation, warranty or other promise not contained in 
this Agreement. No change, termination or attempted waiver of any of the provisions of this 
{H1174745.1 } 22 


Agreement shall be binding upon the City or the Devloper unless in writing and signed by the 
party affected. 

IN WITNESS WHEREOF, the parties have hereunto subscribed their names on the day 
and year first aforesaid. 

CITY OF COLUMBUS, OHIO 

By 

Boyce Safford, Director 

Department of Development 

WAGENBRENNER DEVELOPMENT, INC 

By 
Mark A. Wagenbrenner, President 

Approved as to Form: 
APPROVED AS TO FORM 

Richard C. Pfeiffer, City Attorney 

{H1174745.1 } 23