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BUSINESS ASSISTANCE AGREEMENT FOR <br /> THE KITCHEN COOP INC. IN THE CITY OF LOUISVILLE <br /> THIS AGREEMENT("Agreement") is made and entered into as of the day <br /> of February, 2012, between the CITY OF LOUISVILLE, a Colorado home rule <br /> municipal corporation (the "City"), and THE KITCHEN COOP INC. (The Kitchen <br /> Coop), a Colorado C Corporation. <br /> WHEREAS, the City wishes to provide certain assistance to The Kitchen Coop in <br /> connection with the company's tenant finish of approximately 25,000 or more square feet <br /> of existing space at Colorado Technology Center in Louisville(the project); and <br /> WHEREAS, The Kitchen Coop plans to invest funds to remodel existing <br /> industrial space in the Colorado Technology Center into a commercial commissary <br /> kitchen for a food incubator in 2012; and <br /> WHEREAS, The Kitchen Coop will bring new primary jobs to the City; and <br /> WHEREAS, City Council finds the execution of this Agreement will serve to <br /> provide benefit and advance the public interest and welfare of the City and its citizens by <br /> securing the location of this economic development project within the City. <br /> NOW THEREFORE, in consideration of the mutual promises set forth below, the <br /> City and The Kitchen Coop agree as follows: <br /> I. Building Permit Fee Rebates. The City shall rebate to The Kitchen Coop 50% <br /> of the building related permit fees for the project, required under Louisville Municipal <br /> Code, section 15.04.050 and section 108.2 of the International Building Code as adopted <br /> by the City. <br /> 2. Use Tax Rebate-Construction. The City shall rebate to The Kitchen Coop <br /> 50%of the Construction Use Tax on the building materials for the project, required under <br /> Louisville Municipal Code, section 3.20.300, excluding all revenues from the open space <br /> tax and historic preservation tax. <br /> 3. Sales/Use Tax Rebate-Tangible Goods. For the first two years of operation in <br /> Louisville, the City shall rebate to The Kitchen Coop, 50% of the Use Tax (and in certain <br /> circumstances as described below, Sales Tax) paid and collected on tangible goods <br /> purchased for the company, as required under Louisville Municipal Code, section <br /> 3.20.300, excluding all tax revenues from the open space tax and historic preservation <br /> tax. In certain circumstances, Sales Tax may be included in this rebate, when the <br /> purchases were from companies with nexus with the City, therefore allowing those <br /> companies to remit sales tax to the City. Absent such nexus, The Kitchen Coop would <br /> have remitted use tax to the City. No rebate shall be issued for goods purchased prior to <br /> the date of The Kitchen Coop's lease for property in Louisville. Only those tangible <br /> goods purchased for use at the Louisville business location shall qualify for rebate <br /> consideration. Tangible goods include, by way of example, computers, furniture, <br />