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BUSINESS ASSISTANCE AGREEMENT FOR <br />ROGUE WAVE SOFTWARE, INC. IN THE CITY OF LOUISVILLE <br />d <br />THIS AGREEMENT ( "Agreement ") is made and entered into as of the <br />3 r— day of IMar c k. , 2015, between the CITY OF <br />LOUISVILLE, a Colorado home rule municipal corporation (the "City "), and <br />ROGUE WAVE SOFTWARE, INC. (the "Company ") a Delaware Corporation. <br />WHEREAS, the City wishes to provide certain business assistance in <br />connection with the relocation and expansion of the Company's operations (the <br />"Project ") at 1315 W. Century Drive, Louisville (the "Project Location "); and <br />WHEREAS, Company intends to make tenant improvements to the <br />Project Location; and <br />WHEREAS, Company plans for the Project to generate new quality jobs <br />within the City; and <br />WHEREAS, City Council finds the execution of this Agreement will serve <br />to provide benefit and advance the public interest and welfare of the City and its <br />citizens by securing this economic development project within the City. <br />NOW THEREFORE, in consideration of the mutual promises set forth <br />below, the City and Company agree as follows: <br />1. Building Permit Fee Rebates. The City shall rebate to Company 50% of <br />the building related permit fees for the Project, required under Louisville <br />Municipal Code, section 15.04.050 and section 108.2 of the International <br />Building Code as adopted by the City. <br />2. Use Tax Rebate - Construction. The City shall rebate to Company 100% of <br />the Construction Use Tax on the building materials for the Project, <br />required under Louisville Municipal Code, section 3.20.300, excluding all <br />revenues from the open space tax and historic preservation tax. <br />3. Payment of Rebates. The building permit fee and construction use tax <br />rebates described in Sections 1 and 2 above shall be paid by the City <br />within 60 days following issuance of the certificate of occupancy for the <br />Project. No rebate payments will be made until Company has provided <br />City with a copy of the registration with the Colorado Secretary of State. <br />4. No Interest; Inspection and Disclosure of Records. No interest shall be <br />paid on any amounts subject to rebate under this Agreement. Each party <br />and its agents shall have the right to inspect and audit the applicable <br />records of the other party to verify the amount of any payment under this <br />Agreement, and each party shall cooperate and take such actions as may <br />Page 1 of 5 <br />