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SECTION 1. DEFINITIONS . The following terms shall have the designated meanings for purposes of the Agreement: l. l "Additional Project Cost Budget" meaus the line item budget for all Project Costs other than the Project Costs included in the Demolition Contract or the General Construction Budget. 1.2 "Agreement" shall mean this Development Agreement and all Exlubits thereto, as the same may be amended or modif'ied from time to time in accordance with the terms and provisions hereof. 1.3 "Architect" means ArbucklelCostic Architects, PC, or such other firm as may be employed by the Parties. . - 1.4 "Authorized Disbursement Officers" means the County's Project Coordinator and the 1 Transit District's General Manager, or the designees of eitiier of them (the "Authorized ~~ ~' Disbursement Officers"). . ~ 1.5 "Condominium" shall mean that form of ownership of the Project described generally in ~, Section 2(c) below and more particularly in the Condomimum Declaration and Bylaws attached hereto as ~iLA and F h~x ~.bit B respectively. _ ~ 1.6 "City" shall mean the City of Salem, a municipal corporation of the State of Oregon. 1.7 "Conditions Precedent" shall mean the conditions described in Section 2.1(i) through 2.1(iii). ~' 1.8 "Condominium Documents" means the Condominium I~claration attached hereto as Exhibit A and the Condominium Bylaws attached hereto as Exhibit B. ~- 1.9 "County" shall mean Marion County, Oregon a politicat subdivision and body public of the State of Oregon. ~ 1.10 "County Facilities" means the Project Improvements, which are to be owned by the County ~ and shall, at a muiunum, include the following: (i) 101,723 Usable Square Feet of. space to be used by the County as administrative offices, # or for lease by the County to third parhes, and an undivided one half ownership interest in a `- ' hearing room as described in the Condominium Documents; and ~ (ii) 218 parking spaces. ~: u 1.11 County Assumed Environmental Costs" means the costs of any environmental studies or clean up or remediation (including but not limited to the containment and proper disposidon of any ~.; asbestos or other hazardous matenals or substances encountered in the demolition process or any :. = environmental remediation required therewith) necessary with respec:t to the Property, excepting only that portion of the costs that are approved to be paid by the Transit District pursuant to its grant from the Federal Transit Administration. ~; ~~ 1.12 "Declarant" means the County when acting in its capacity as declarant of the Units under the Condominium Documents. '~ ` 1.13 "Demolition Contract" means the contract with Staton Construction providing for the demolition of the existing improvements on the Property, the lawful disposal of the demolition debris , ~(including but not limited to the containment and proper disposition of any asbestos or other ~~ hazardous materials or substances encountered in the demolition process and any environmental 1,.j Courthouse Square ; , Development Agreement ~~ Page - 2 ~J