City Council

City of Middleburg Heights, Ohio Council Agenda September 23, 2025 6:00 P.M. REGULAR MEETING CALL TO ORDER ROLL CALL PLEDGE OF ALLEGIANCE Minutes of the Regular Meeting of September 9,2025 Minutes of the Executive Session of September 9,2025 COMMUNICATIONS AUDIENCE PARTICIPATION APPOINTMENTS AND CONFIRMATIONS ORDINANCES. RESOLUTIONS AND MOTIONS 1. City Parks, Recreation & Services Committee - Mr. Ali, Chairman 2. Finance, Taxation & Assessments Committee - Mr. Bortolotto, Chairman 3. Legislation & Rules Committee - Mr. Zakel, Chairman 4. Public Health, Safety & Relief Committee - Mr. McGregor, Chairman 5. Public Improvements Committee - Mr. Sage, Chairman 6. Streets, Utilities & Railroad Committee - Mr. Meany, Chairman 7. Zoning & Building Code Committee - Mr. Ference, Chairman MAYOR^S REPORT 1. Law Director 2. Finance Director 3. Recreation Director 4. Economic Development Director 5. Service Director ADJOURNMENT  City of Middleburg Heights, Ohio SEPTEMBER 23,2025 Council Agenda PAGE 2 UN-NUMBERED LEGISLATION INTRODUCED BY COUNCIL PRESIDENT BORTOLOTTQ A Resolution authorizing the finance director to request tax advancements before settlement dates and declaring an emergency. INTRODUCED BY COUNCIL PRESIDENT BORTOLOTTQ Resolution accepting the amounts and rates as determined by the Budget Commission and authorizing the necessary tax levies and certifying them to the County Fiscal Officer. INTRODUCED BY MAYOR CASTELLT A Resolution authorizing the mayor to enter into a Development Agreement with the Cuyahoga County Public Library for a joint use Reading Garden.  delivered SEP 1 8 2025 City of Middleburg Heights Resolution No. 2025- Introduced by: Mr. Bortolotto, Mr. Meanv, and Mr. Ference A RESOLUTION AUTHORIZING THE FINANCE DIRECTOR TO REQUEST TAX ADVANCEMENTS BEFORE SETTLEMENT DATES AND DECLARING AN EMERGENCY Whereas, it has been determined that it is advantageous to the city to receive advancements of property taxes before settlement dates, NOW THEREFORE, BE IT RESOLVED BY THE COUNCIL OF THE CITY OF MIDDLEBURG HEIGHTS, CUYAHOGA COUNTY, STATE OF OHIO: Section 1. That the Finance Director be authorized to request the Cuyahoga County Fiscal Officer to issue an order on the Treasurer of said county to pay the City of Middleburg Heights such funds from the proceeds of the 2025 tax year collection, including, without limitation, revenues from real property taxes and all special assessments including M565046, M915046 and M925048. Section 2. That it is hereby found and determined that all formal actions of this council concerning and relating to the passage of this resolution were adopted in an open meeting of this council, and that all deliberations of this council and any of its committees that resulted in such formal actions were in meetings open to the public in compliance with all legal requirements including Chapter 107 of the codified ordinances and Section 121.22 of the Ohio Revised Code. Section 3. That this resolution is declared to be an emergency measure for the preservation of the public peace, health, and safety of the citizens of the City of Middleburg Heights, Ohio; the immediate emergency being the necessity of collecting these taxes and special assessments as soon as possible. Therefore this resolution shall be in full force and effect and be in force immediately upon its passage and signature by the Mayor. PASSED PRESIDENT OF COUNCIL ATTEST APPROVED ON PRESENTED TO MAYOR MAYOR ROLL CALL YEAS NAYS BORTOLOTTO ALI SAGE MEANY MCGREGOR FERENCE ZAKEL  CITY OF MIDDLEBURG HEIGHTS Resolution No. 2025- delivered SEP 18 2025 Introduced By: Mr. Bortolotto, Mr. Meany, Mr. Ference RESOLUTION ACCEPTING THE AMOUNTS AND RATES AS DETERMINED BY THE BUDGET COMMISSION AND AUTHORIZING THE NECESSARY TAX LEVIES AND CERTIFYING THEM TO THE COUNTY FISCAL OFFICER (CITY COUNCIL) Revised Code, Secs. 5705.34-5705,35 The Council of the City o^ Middleburg Heights Cuyahoga County, Ohio, met in session on the day of (Regular Or Special) 2025 , at the office of with the following members present: Mr./Mrs, moved the adoption of the following Resolution: WHEREAS, This Council in accordance with the provisions of law has previously adopted a Tax Budget for the next succeeding fiscal year commencing January 1st, 2026 : and WHEREAS, The Budget Commission of Cuyahoga County, Ohio, has certified its action thereon to this Council together with an estimate by the County Fiscal Officer of the rate of each tax necessary to be levied by this Council, and what part thereof is without, and what part within the ten mill tax limitation; therefore, be it RESOLVED, By the Council of the City of Middleburg Heights Cuyahoga County, Ohio, that the amounts and rates, as determined by the Budget Commission in its certification, be and the same are hereby accepted; and be it further RESOLVED, That there be and is hereby levied on the tax duplicate of said City the rate of each tax necessary to be levied within and without the ten mill limitation as follows:  SCHEDULE A SUMMARY OF AMOUNTS REQUIRED FROM GENERAL PROPERTY TAX APPROVED BY BUDGET COMMISSION AND COUNTY FISCAL OFFICER'S ESTIMATED TAX RATES Amount County Fiscal Officer's Amount to Be Approved by Estimate of Tax FUND Derived from Budget Com Rate to be Levied Levies Outside mission Inside Inside Outside 10 M. Limitation 10 M. Limitation 10 M. Limit 10 M. Limit Column II Column IV V VI General Fund 3.75 0.00 General Bond Retirement Fund 0.10 0.00 Police Pension 0.30 Park Fund 0.00 Recreation Fund Fire Pension Fund 0.30 Southwest Hospital Fund 1.00 Fund TOTAL $0 $0 4.45 1.00  SCHEDULE B LEVIES OUTSIDE 10 MILL LIMITATION, EXCLUSIVE OF DEBT LEVIES Maximum Rate Co. Fiscal Officer's Authorized Est.of Yield of Levy FUND to Be Levied (Carry to Schedule A, Column II) GENERAL FUND: Current Expense Levy authorized by voters on ,20 for not to exceed years. Current Expense Levy authorized by voters on .20 for not to exceed years. Total General Fund outside 10m. Limitation. Park Fund: Levy authorized by voters on ,20 for not to exceed years. Recreation Fund: Levy authorized by voters on ,20 for not to exceed years. Fund: Levy authorized by voters on for not to exceed years. Fund: Levy authorized by voters on ,20 for not to exceed years. Fund: Levy authorized by voters on ,20 for not to exceed years. Fund: Levy authorized by voters on ,20 for not to exceed years. and be it further RESOLVED, That the Clerk of this Council be and he is hereby directed to certify a copy of this Resolution to the Fiscal Officer of said County. Mr./Mrs. seconded the Resolution and the roll being called upon its adoption the vote resulted as follows: Mr./Mrs Mr./Mrs Mr./Mrs Adopted the day of ,20 Attest: President of Council Clerk of Council  CERTIFICATE OF COPY ORIGINAL ON FILE The State of Ohio, County, ss. Clerk of the Council of the City of within and for said County, and in whose custody the Fiies and Records of said Council are required by the Laws of the State of Ohio to be kept, do hereby certify that the foregoing is taken and copied from the original now on file, that the foregoing has been connpared by me with said original document, and that the same is a true and correct copy thereof. WITNESS my signature, this day of 20. Clerk of Council No. COUNCIL OF THE CITY OF County, Ohio. RESOLUTION ACCEPTING THE AMOUNTS AND RATES AS DETERMINED BY THE BUDGET COMMISSION AND AUTHORIZING THE NECESSARY TAX LEVIES AND CERTIFYING THEM TO THE COUNTY FISCAL OFFICER (City Council) Adopted 20 Clerk of Council Filed 20 County Fiscal Officer By Deputy  DELIVERED SEP 1 8 2025 CITY OF MIDDLEBURG HEIGHTS, OHIO Resolution No. 2025- Introduced By: Mayor Matthew Castelli A RESOLUTION AUTHORIZING THE MAYOR TO ENTER INTO A DEVELOPMENT AGREEMENT WITH THE CUYAHOGA COUNTY PUBLIC LIBRARY FOR A JOINT USE READING GARDEN WHEREAS, the Cuyahoga County Public Library and the City of Middleburg Heights are parties to a Memorandum of Understanding (MOU) dated June 6, 2025, providingforthe installation and operation of an outdoor Reading Garden adjacent to the Library; and WHEREAS, the Library and the City agree to enter into a Development Agreement pursuant to the MOU to implement those portions of the MOU pertaining to the installation and use of the Reading Garden as well as the making and payment of the Library Monetary Investment. NOW, THEREFORE, BE IT RESOLVED BY THE COUNCIL OF THE CITY OF MIDDLEBURG HEIGHTS, STATE OF OHIO, AS FOLLOWS: Section 1: That the Mayor is hereby authorized to enter into a Development Agreement with the Cuyahoga County Public Library, with terms and conditions the same or similar to “Exhibit A”, a copy of which is attached hereto, for the installation and use of the Reading Garden as well as the making and payment of the Library Monetary Investment. Section 2: It is hereby found and determined that all formal actions of this Council concerning and relating to the passage of this Resolution were adopted in an open meeting of this Council, and that all deliberations of this Council and any of its committees that resulted in such formal actions were in meetings open to the public, in compliance with all legal requirements, including Chapter 107 of the Middleburg Heights Code and Section 121.22 of the Ohio Revised Code. Passed: President of Council Attest: Approved On: Clerk of Council Presented to Mayor:, Mayor Yea Nay Bortolotto Ali Sage Meany McGregor Ference Zakel  DEVELOPMENT AGREEMENT This DEVELOPMENT AGREEMENT (the “Agreement’') is made as of the day of September, 2025 by and between CUYAHOGA COUNTY PUBLIC LIBRARY, a county library district and political subdivision of the State of Ohio with its headquarters at 2111 Snow Road, Parma, Ohio 44134 (the “Library”) and CITY OF MIDDLEBURG HEIGHTS, OHIO, an Ohio charter municipal corporation, with an address of 15700 Bagley Road, Middleburg, Ohio 44130 (the “City”). RECITALS A.Library and City are parties to a Memorandum of Understanding dated June 6,2025 (“MOU”) providing for, inter alia, the City’s installation and operation of a outdoor reading garden (“Reading Garden”) on a site (the “Reading Garden Site”) owned by the Library and which Reading Garden Site is immediately adjacent to the Library’s branch library building (the “Branch”) located at 16699 Bagley Road, Middleburg Heights, Ohio 44130. B. The MOU provides for the Library to provide City a restricted monetary investment of $500,000.00 to be used for a portion of the costs of the initial construction, installation and fixturing the Reading Garden (the “Library Monetary Investment”) with the City responsible for all costs in excess of the Library Monetary Investment. C.The Agreement is entered pursuant to the MOU to implement those portions of the MOU pertaining to the installation and use of the Reading Garden as well as the making and payment of the Library Monetary Investment. AGREEMENT 1. Readimi Garden Easement. Concurrent with the execution of this Agreement, Library shall grant, and City shall accept a non-exclusive easement (the “Reading Garden Easement”) pertaining to the Reading Garden Site. The Reading Garden Easement by its terms provides for shared use of the Reading Garden by the City, the Library, and by the general public as invitees or licensees of the City and Library. The Reading Garden Easement further provides for City to continuously maintain, repair and replace the Reading Garden and all improvements upon the Reading Garden Site (other than the access door to the Branch referred to in Section 2 below). In addition, the Reading Garden Easement contains an operating covenant providing for a commitment for the Reading Garden to be open and available during a mutually agreeable schedule. The form of Reading Garden Easement is attached hereto as Exhibit A. 2. Reading Garden Plans and Specifications. Prior to installation and improvement of the Reading Garden Site, City shall submit the plans and specifications (including, but not limited to, a site plan) for the Reading Garden to Library for Library’s reasonable review and approval. City shall submit such plans, specifications on or before , 2025. Library shall respond with comments and input pertaining to the plans, specifications and site plan within thirty (30) days after receipt of the plans and specifications from the City. Promptly 2.3533969 3 122504.0031 thereafter, the Library and City shall meet to resolve comments and finalize the site plan, plans and specifications in a manner acceptable to both parties. 3. Construction: Construction Costs. City shall at its sole cost (subject to Library’s commitment to make the Library Monetary Investment) construct and install the Reading Garden improvements (not including, however, an access door or related penetrations from the Branch opening into the Reading Garden, it being Library’s intention to make use of the existing door opening to the Reading Garden side of the Branch) according to the Library and City approval plans and specifications in good, workmanlike manner. City shall assure that no mechanic’s liens or other construction claims are asserted against the Reading Garden site or other property of the Library. Prior to construction, City shall provide Library with a detailed construction schedule and during construction City shall provide bi-weekly updates as to progress and projected completion. In any event, the City shall use all diligent efforts to complete the Reading Garden on or before . 202 . During construction, City shall take all reasonable steps to limit interference with the operations or access to the Library that may be caused by or in connection with work performed by or on behalf of City. 4. Library Monetary Investment. Provided the plans and specifications prepared under Section 2 above are approved by both parties, upon commencement of the construction for the Reading Garden, the Library shall pay the City one-half of its Library Monetary Investment (e.g., $250,000.00). It is intended that the initial one-half (1/2) installment is to be paid in calendar year 2025 and the parlies shall cooperate in good faith to assure that plans and specifications are finalized as contemplated herein and construction work commenced to allow for such payment in calendaryear 2025. The second one-half (1/2) of its Library Monetary Investment shall be payable in calendar year 2026 with such payment conditioned on the City completing the Reading Garden and putting the same into operation for the public in calendar year 2026. The Library Monetary Investment may only be used for costs of the initial construction, installation and fixturing the Reading Garden improvement. If for any reason the Reading Park initial construction, installation and fixturing is not completed with the Reading Park open to the public by December 31, 2026, Librar>' shall have the right at its election to (a) defer its second one-half (1/2) installment payment until the Reading Park is completed and opened to the public or (b) revoke the obligation to make payment of the second one-half (1/2) of its Library Monetary Investment. If Library elects to revoke its obligation to make payment of the second one-half pursuant to the foregoing right. Library shall nevertheless be entitled to all other rights provided to it under the Reading Garden Easement. 5. Assignment and Subletting. This Agreement and rights granted by it to the respective parties may be assigned only with the prior written consent of the other party which can be withheld in the sole discretion of the party from whom consent is requested. 6. Notices. All notices, requests, and communications required or permitted hereunder shall be in writing and shall be sufficiently given and deemed to have been received (a) upon personal delivery, (b) twenty four (24) hours after deposit with a nationally recognized overnight delivery service, (c) upon receipt of electronic confirmation of receipt in the event of delivery by e-mail, or (d) if mailed, upon the first to occur of actual receipt or four (4) business days after being placed in the United States mail, postage prepaid, registered or certified mail, with return receipt requested. Notice may be sent by any of the foregoing methods. The 2 addresses/emails to which notices shall be sent are set forth below. Notice of any change in address or email for service by any of the parties to this Agreement shall be given in writing to the other party as provided above and shall be effective only upon actual receipt. If Notice to City: To: City of Middleburg Heights, Ohio 15700 Bagley Road Middleburg Heights, Ohio 44130 Attention: Law Director Email for Notices: [to be completed] If Notice to Library: To: Cuyahoga County Public Library 2111 Snow Road Parma, Ohio 44134 Attention: Jeff Mori Email for Notices: JMORl@cuyahogalibrary.org 7. Governing Law. This Agreement shall be governed and construed in accordance with the laws of the State of Ohio. 8. No Waiver. The failure of either party to seek redress for violation, or to insist upon the strict performance of any covenant, agreement, provision or condition of this Agreement shall not constitute a waiver of such strict performance and the parties shall have all remedies provided in this Agreement and by applicable law with respect to any subsequent act which would he originally constituted a violation. 9. Interpretation. Within this Agreement, words of any gender shall be held and construed to include any other gender, and words in the singular number shall be held and construed to include the plural, unless the context otherwise requires. The paragraph headings used in this Agreement are intended for reference purposes only and shall not be considered in the interpretation of the terms and conditions of this Agreement. 10. Severability. If one or more of the provisions of this Agreement or any application of this Agreement shall be invalid, illegal or unenforceable in any respect, the validity, legality or enforceability of the remaining provisions of this Agreement and any other application of such provisions shall in no way be affected or impaired. 11. Amendments. This Agreement may be amended, from time to time, only with the written consent of both parties. 12. Counterparts. This Agreement may be executed in several counterparts, each of which shall be deemed an original, and said counterparts shall constitute but one and the same instrument. 3  13. Additional Acts. In connection with this Agreement, as well as all transactions contemplated by this Agreement, the parties each agree to work in good faith and execute and deliver such additional documents and instruments and take all such necessary action and perform such additional acts as may be necessary or appropriate to effectuate, carry out and perform all of the terms, provisions and conditions of this Agreement and all such transactions: provided, however, this Agreement may be modified only in accordance with the terms hereof. 14. Exhibits. All exhibits referred to herein shall be considered a part of this Agreement as fully as if and with the same force and effect as if such exhibit had been included herein in full. {The remainder of this page intentionally left blank] 4  CUYAHOGA COUNTY PUBLIC LIBRARY By: Name: Title: STATE OF OHIO ) )SS: COUNTY OF ) The foregoing instrument was acknowledged before me this day of , 2025 by . the of CUYAHOGA COUNTY PUBLIC LIBRARY, A County Library District and Political Subdivision, on behalf of same. NOTARY PUBLIC CITY OF MIDDLEBURG HEIGHTS, OHIO By: Name: Title: STATE OF OHIO ) )SS: COUNTY OF ) The foregoing instrument was acknowledged before me this day of , 2025 by , the of CITY OF MIDDLEBURG HEIGHTS, OHIO, an Ohio charter municipal corporation, on behalf of the same NOTARY PUBLIC 5  EASEMENT AGREEMENT FOR JOINT USE READING GARDEN THIS EASEMENT AGREEMENT FOR JOINT USE READING GARDEN ("Easement Agreement") is made and entered into this day of September 2025, by and between the CUYAHOGA COUNTY PUBLIC LIBRARY, an Ohio a county library district and political subdivision of the State of Ohio ("Grantor") and the CITY OF MIDDLEBURG HEIGHTS, OHIO, an Ohio charter municipal corporation ("Grantee"). Recitals: A. Grantor is the owner of that certain real property located in the City of Middleburg Heights, County of Cuyahoga, and State of Ohio, as more particularly described on Exhibit A attached hereto and incorporated herein by reference (the "Grantor’s Property"). Grantor owns and operates a public library facility on Grantor’s Property (the “Branch”). B.Grantor acquired title to the Grantor’s Property from Grantee, pursuant to a General Warranty Deed recorded as instrument number 201710130726 in Cuyahoga County Recorder of Deeds on October 13, 2017. C. Grantee is the owner of that certain real property that is contiguous to Grantor’s Property, as more particularly described on Exhibit B attached hereto and incorporated herein by reference (the "Grantee's Property"). D. Grantee desires to make various public improvements to enhance and provide public amenities on or about Grantee’s Property. One such public amenity is a public reading garden (the “Reading Garden”) where Grantee may permit members of the Middleburg Heights community to sit, relax and read in a civic garden-like setting during Grantor and Grantee jointly predetermined Reading Park hours. E. Grantor and Grantee have determined that a desirable location for the Reading Garden is upon a portion of Grantor’s Property depicted and described on Exhibit C attached and incorporated herein by this reference (the “Reading Garden Site”). In connection with the use of the 23548603 3 122504.003) Reading Garden, Grantee desires an overflow parking pedestrian access easement (the “Overflow Parking Access Easement”) for guests coming from Grantee’s Property to the Reading Garden Site to have access to the Reading Garden' F. Grantor and Grantee have entered into a Development Agreement dated of even date herewith, 2025 which provides for the installation of the Reading Garden and the Grantor’s grant of this Easement Agreement. NOW THEREFORE, in consideration of the sum of Ten Dollars ($10.00) paid by Grantee and other good and valuable consideration, the receipt and sufficiency of wliich is hereby acknowledged, the parties agree as follows: 1. EASEMENTS 1.1. Grantor hereby grants to Grantee, for the benefit of Grantee and Grantee’s Property so long as Grantee remains the owner of Grantee’s Property, a perpetual non-exclusive easement (the “Reading Garden Easement”) encompassing the Reading Garden Site (see Exhibit C) for installation, operation, maintenance, repair and replacement of and access to the Reading Garden and for the purpose of allowing Grantee’s guests and permitted members of the general public to utilize the Reading Garden consistent with its purpose as a serene, well-kept, garden-like special pmpose park suitable for leisurely reading, respite and similar purposes. Grantor reser\'es for itself and its library users at the Branch the right, and Grantee hereby grants back to Grantor for Grantor and its visitors, an irrevocable license, to make similar non-exclusive use of the Reading Garden on the same basis. Grantee may connect access to the Reading Garden from Grantee’s adjacent public lands by means of up to two (2) public pedestrian sidewalks coming from Grantee’s Property at the perimeter of the Reading Garden. 1.2.In addition to the Reading Garden Easement, Grantor grants to Grantee for the benefit of Grantee and Grantee’s permitted members of the general public, an overflow parking pedestrian access easement encompassing the area depicted on Exhibit I) to be used by Grantee and Grantee’s peimitter members of the general public to access the Reading Garden from overflow parking areas. 2. SITE PLAN AND IMPROVEMENTS. 2.1 The site plan and improvement plans for the Reading Garden and sidewalks connected thereto are subject to Grantor’s review, input and approval, which approval shall not be unreasonably withheld. Material modifications to and replacements of improvements to the Reading Garden are similarly subject to Grantor’s review, input and approval, which approval shall not be unreasonably withheld. 2.2Library access from and to the Reading Garden shall include the existing access doorway in the wall of the Branch adjacent to the location of the Reading Garden (the “Library Access Door”). The Library Access Door shall be available for public access to and from 23548603 _3 122504.0031 2 the Branch subject to rules, regulations and scheduling determined by Grantor in Grantor’s reasonable discretion. 2.3 Lighting of the Reading Park shall include wall pack lighting installed by Grantor at its cost with electrical service for such wall pack lighting provided and paid for by Grantor. All other electrical service and all water service (whether for watering of vegetation or potable) for the Reading Garden shall Grantee’s responsibility and shall be sourced by connection to or through the Grantee’s Property with any recurring electrical or water charges related thereto payable by Grantee. The parties do not anticipate the need for sewer service at the Reading Park, but should such be needed, the same shall be Grantee’s responsible to plan, install and maintain. 2.4 Signage for the Reading Park shall be provided by Grantee with all signage to be approved cooperatively by Grantor and Grantee in consultation with one another. Maintenance, repair and replacement of signage is Grantee’s responsibility. Grantor, at its expense, may install appropriate signage on the Branch wall at the entry point/access door from the Reading Garden to the Branch. 3. MAINTENANCE: SECURITY 3.1 Grantee, at its sole expense, shall operate, repair, maintain, replace or cause to be operated, repaired, maintained, and replaced the Reading Garden and all associated Reading Garden improvements and all Reading Park Personal Property (defined below) in a good, clean, sightly, working order according to high standards that reflect positively on Grantee and Grantor, including but not limited to (a) utility service improvements, (b) mowing, weeding, fertilizing, watering, plant/flower installation and replacement, and the like, (c) ice and snow removal, including, but not limited to, sidewalk anti-slip treatment (salt or other suitable treatment), and (c) provision of refuse and recycling containers with emptying and replacement, as needed. Grantor shall be responsible for maintenance, repair and replacement of the Library Access Door provided for under Section 2.2. To the extent the Reading Park includes personal property improvements and/or equipment such as statues, artwork, tables, chairs, benches, table umbrellas, seasonal planters or pots and/or similar items or other personal property items (collectively “Reading Park Personal Property”), Grantee shall be responsible for properly securing, removing and storing the same during offseason periods (ie. during later fall, winter, early spring) and during extreme inclement weather when the Reading Garden is not suitable for public use or when such items would likely be damaged, displaced or left unused through such offseason periods. Grantee shall be responsible for promptly recovering and re-staging Reading Park Personal Property that may be placed by third parties, weather occurrences or unknown causes to locations outside of the Reading Park. 3.2 Grantee, at its sole expense, shall be responsible for providing appropriate security and rules/laws enforcement for the Reading Park and shall be responsible for preventing after-hour access, use, loitering, and other unlawful conduct or conduct violating Reading Park rules adopted from time to time by mutual agreement of the Grantor and Grantee. 23548603 _3 122504.0031 3  4. INSURANCE; INDEMNIFICATION. Grantee shall carry a policy of insurance for comprehensive broad form general liability, insuring against any and all claims for personal injury, death or property damage occurring on, in or about the Easement Areas (“Claims”), subject to a combined single limit of not less than Five Million and 00/100 Dollars ($5,000,000) for personal injury, death or property damage arising out of any one accident, and otherwise with terms and conditions acceptable to Grantor and Grantee. Grantee, by acceptance of this Easement Agreement, agrees that to the extent peimilled by applicable law to indemnify, defend and hold Grantor harmless from and against any Claims arising as a result of Grantee’s exercise of the rights granted by this Easement Agreement applicable to installation, improvement and maintenance of the Reading Garden and related improvements up to the limits of the general liability policy required to be carried by this paragraph, however, excepting any claims, damages, losses or expenses caused by the negligence or wrongful actions of Grantor or Grantor’s agents, employees or contractors, or others for whom Grantor is responsible. The parties shall adjust the required public liability insurance limits every five (5) years by mutual agreement and if the parties are unable to mutually agree then the general liability limits shall be determined by the insurance representative or advisor then providing liability insurance advice to the Grantor after consulting with the Grantor’s insurance representative or advisor. 5. RESTQIM.T10N. If any damage to Grantor’s Propert>' or improvements thereon, including, but not limited to, the Reading Garden, is caused by Grantee, its employees or patrons’ exercise of the rights granted under this Easement Agreement, Grantee, at its expense, shall promptly restore any disturbed and damaged areas and improvements as nearly as possible to the condition existing prior to the occurrence of the damage. 6. BUILDING RESTRICTION. Except with the prior written consent of Grantor and Grantee, no buildings or other structures shall be constructed on the Easement Areas by Grantee or Grantor. 7. MISCELLANEOUS. The words “Grantor” and “Grantee” shall include heirs, executors, administrative successors and assigns, as the case may be, including, but not limited to, all future owners of the Grantor’s Property and Grantee's Property, it being intended that this Easement shall run with the land. Upon transfer of the interests of the parties in the Grantor’s Properly or the Grantee’s Property, the successor/transferor shall be responsible for the obligations hereunder and the transferor shall have no responsibility thereafter. This Easement Agreement shall be construed in accordance with Ohio law and shall not be amended or modified unless in writing executed by both parlies and recorded in the Cuyahoga County Recorder’s Office. The Recitals set forth above are incorporated herein by reference. Notwithstandin g the foregoing, in the event the lands adjacent to the Reading Garden shall become owned by an entity that is not a governmental entity and is not a non-profit Internal Revenue Code Section 501(c)(3) status entity charged with the responsibility of fialfilling the Grantee’s responsibilities under this Easement Agreement, Grantor has the irght on one hundred eighty (180) days’ notice to terminate this Easement Agreement by written notice termination to the then adjacent landowner contiguous to the Reading Garden. If Grantor termiiwtes this Easement Agreement pursuant hereto, then the Grantor may keep, maintain, alter or remove the Reading Garden in its discretion. 23548603 3 122504.0031 4  Grantee joins in the execution of this Easement Agreement to acknowledge Grantee's acceptance of the terms and conditions contained herein. [Signature Pages to Follow] 23548603 3 122504.0031 5 IN WITNESS WHEREOF, the parties have executed this Easement on tlie day and year first above written. GRANTOR: CUYAHOGA COUNTY PUBLIC LIBRARY By: Name: Title: STATE OF OHIO ) )SS: COUN TY OF CUYAHOGA ) The foregoing instrument was acknowledged before me this day of . 2025 by . the of CUYAHOGA COUNTY PUBLIC LIBRARY, an Ohio a county library district and political subdivision, on behalf of same. Notary Public 23548603 _3 122504.0031 6  GRANTEE: CITY OF MIDDLEBURG HEIGHTS, OHIO By: Matthew Castelli, Mayor STATE OF OHIO ) )SS: COUNTY OF CUYAHOGA ) The foregoing instrument was acknowledged before me this day of . 2025 by Matthew Castelli, the Mayor of CITY OF MIDDLEBURG HEIGHTS, OHIO, an Ohio charter municipal corporation, on behalf of same. Notary Public This Instrument prepared by: Brian J. Moore, Esq. Roetzel & Andress A Legal Professional Association 222 South Main Street Akron, OH 44308 (330) 376-2700 bmoore@ralaw.com 23548603 _3 122504.0031 7  EXHIBIT A [LEGAL DESCRIPTION - GRANTOR’S PROPERTY] Situated in the City of Middleburg Heights, County of Cuyahoga and State of Ohio, described as follows: And known as being part of Lot No. 18 in Turnpike Tract, in Original Middleburg Township Section 7 and further known as being Parcel A in the Lot Split Map for the City of Middleburg Heights, be the same more or less, but subject to all legal highways and containing 3.6170 acres of land as recorded in AFN: 201709200351 of Cuyahoga County Map Records. The basis of bearing being Craigmere Drive centerline bearing North 41° 50' 29" East. This legal description was written by Mackay Engineering and Surveying Company in July, 2017 under the supervision of Michael Mackay, PS 7344. 23548603 .3 122504.0031  EXHIBIT B [LEGAL DESCRIPTION - GRANTEE’S PROPERTY] Situated in the City of Middleburg Heights, County of Cuyahoga and State of Ohio, described as follows: And known as being part of Lot No. 18 in Turnpike Tract, in Original Middleburg Township Section 7 and further known as being Parcel B in the Lot Split Map for the City of Middleburg Heights, be the same more or less, but subject to all legal highways and containing 11.6761 acres of land including the area within the right-of-way (11.2321 acres excluding the area within the irght- of-way) as recorded in AFN: 201709200351 of Cuyahoga County Map Records. Excepting therefrom the parcels of land conveyed to Cuyahoga County for roadway purposes in Volume 13873, Page 215; Volume 13866, Page 365; Volume 13865, Page 151; and Volume 13876, Page 983 of Cuyahoga County Records. The basis of bearing being Craigmere Drive centerline bearing North 41°50'29" East. This legal description was written by Mackay Engineering and Surveying Company in July, 2017 under the supervision of Michael Mackay, PS 7344. 23548603 ,3 122504.0031 9  EXHIBIT C ORAWNG PATH P\»X0_aiCWi80502M010_M-dti»borg_Heigi'l6 C«tVfJl,Pafk\Dr<r.*in34 \PLN_UD\SheelsWfc‘''ve\805023_STE_6a»«in«i! E^hibilthvg Augu-st 1.2025 11 <-i AM EXHIBIT D