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<br /> DEVELOPMENT AGREEMENT
<br /> This Development Agreement (this "Agreement") is made as of this day of ,
<br /> 2020, by and between Preservation of Affordable Housing LLC, a Massachusetts limited liability
<br /> company and an affiliate of Preservation of Affordable Dousing, Inc., having a place of business at 40
<br /> Court Street, Suite 700, Boston, MA 02108 ("POAH") and Housing Assistance Corporation, a
<br /> Massachusetts nonprofit,corporation, having a place of business at 460 West Main Street, Hyannis, MA
<br /> 02601 (44HAC and jointly with POAH, the "Developer") and the Town of Mashpee Affordable
<br /> .Housing Trust, a body politic and agency of the Town of Mashpee, Barnstable County, Massachusetts
<br /> created in-accordance with the provisions of M.G.L. c. 44, §55C, having a place of business at 16 Great
<br /> Neck Road North, Mashpee, MA 02649 ("Town"),
<br /> Recitals
<br /> A. Town is the owner in fee simple of certain property containing approximately 13 acres at
<br /> 950 Falmouth Road, Mashpee, MA ("Property"). Town has determined that there is a need for
<br /> affordable rental housing in,the Town of Mashpee. Town has determined that it can best accomplish
<br /> this purpose by disposing of the Property to a private developer to develop, construct and operate such
<br /> housing and to have all of the benefits and burdens of ownership while Town has regulatory 'oversight
<br /> via a long-term ground lease to ensure to that the.affordability requirements are satisfied.
<br /> B. On or about February 20, 2019, Town issued a request for proposals in connection with
<br /> the contemplated development, construction and operation of a maximum of sixty-nine (69) units of
<br /> affordable rental housing on the'.Property. On or about April 23, 2019, Developer submitted a proposal
<br /> (the "Proposal") to develop, construct and operate .39 residential units on the Property as generally
<br /> described in the Proposal which-is attached as Exhibit A and incorporated herein by reference and
<br /> otherwise in accordance with this Agreement (the "Project"}. On or about December 4, 2019, Town
<br /> designated Developer as the developer for the Project.
<br /> C. Town and Developer desire to enter into an agreement pursuant to which Developer will
<br /> develop, construct and operate the Project on a portion of the Property, such portion to be determined by
<br /> the parties in accordance with this Agreement as set forth below.
<br /> Agreement
<br /> MMMMI ,III ,III 11111�.1� '
<br /> Now, THEREFORE, in consideration of the foregoing premises, and for other good and
<br /> valuable consideration, the receipt and sufficiency of which are hereby acknowledged, the parties hereto
<br /> agree as follows:,
<br /> Article 1. Site Control; Ground Lease; Developer Fee,Etc,
<br /> 1.1 Determination of Project Site. The parties agree that the Project shall be located on the
<br /> Property with exact boundaries as delineated in the property site plan (and/or) survey attached hereto as
<br /> Exhibit B (the"Project Site").
<br /> 1.2 Ground Lease of Project Site. After the Project Site has been determined, and at such:time as
<br /> Developer is ready to close on its construction financing for development of the Project, Town and a
<br /> single purpose entity formed by Developer (the "Project owner") shall enter into a mutually agreeable
<br /> ground lease ("Ground Lease"), pursuant to. which Town will lease the Project Site to the Project.owner
<br /> -for a term of ninety-nine (99) years and otherwise on terms consistent with this Agreement. The Ground
<br /> Lease shall be on a"triple net" basis, with all costs and expenses, including-taxes and insurance, paid by
<br /> tenant and shall be such commercially reasonable form with such provisions as are reasonably required
<br /> by the Project owner's mortgage lenders,. If and when executed, the around Lease shall supersede this
<br /> Agreement in its entirety.
<br /> KH 557741A 1
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