City Council Meeting

icken.S Mayor ISAIAH SCIPIO City Council Administrator CAMERON RIVERS, Mayor Pro-Tern TIM O'BRIANT JOHN MCMANUS City Clerk FLOYD ROGERS "F F-"M.-V, -1/1;,, �r..,{l:,r,u,/f¥ VQi"'"'�• DONNA F. OWEN City of Pickens RAY WILSON ALLIE WINTER www.cityofpickens,com AGENDA CITY COUNCIL REGULAR MEETING Tuesday October 7, 2025 6:00 P.M. CITY HALL 219 PENDLETON STREET PICKENS, SOUTH CAROLINA 1. WELCOME AND CALL TO ORDER: 2. INVOCATION AND PLEDGE OF ALLEGIANCE: 3. COMMENTS FROM MAYOR SCIPIO: 4. COMMENTS FROM CITIZENS: 5. ADMINISTRATOR'S REPORT: 6. FINANCE DIRECTORS REPORT: 7. APPROVAL OF MEETING MINUTES: August 11, 2025, Regular Meeting August 25, 2025, Work Session September 8, 2025, Regular Meeting September 17, 2025, special Called 8. APPROVAL OF RESOLUTION NO. 2025 R-2 OF THE CITY OF PICKENS SOUTH CAROLINA, EXPRESSING GRATITUDE TO THE SOUTH CAROLINA STATE GUARD FOR THEIR ASSISTANCE FOLLOWING HURRICANE HELENE: 9. FIRST READING OF ORDINANCE NO. 2025-06 AMENDING THE BUSINESS LICENSE ORDINANCE OF THE CITY OF PICKENS TO UPDATE THE CLASS SCHEDULE AS REQUIRED BY ACT 176 OF2020: 10. FIRST READING OF ORDINANCE NO. 2025-09 TO AMEND CHAPTER 5 "BUILDING AND BUILDING REGULATIONS" OF THE CITY OF PICKENS, SOUTH CAROLINA TO PROVIDE FOR THE SPECIAL PROPERTY TAX ASSESSMENTS AUTHORIZED BY SECTION 4-9-195 AND MADE APPLICABLE TO MUNICIPALITIES BY SECTION 5-21-140 OF THE SOUTH CAROLINA CODE OF LAWS AS TO REAL  Mayor ISAIAH SCIPIO City Council Administrator CAMERON RIVERS, Mayor Pro-Tem Tim O’Briant City of Pickens JOHN McMANUS City Clerk FLOYD ROGERS DONNA F. OWEN RAY WILSON ALLIE WINTER www.cityofpickens.com To: Mayor Isaiah A. Scipio and Members of Pickens City Council From: Tim O’Briant, City Administrator Date: October 6, 2025 Subject: Administrator’s Report - Summary of Recent Grant Awards I am pleased to provide an update on three recent grant awards supporting the City of Pickens’ infrastructure, planning, and public safety initiatives. 1. Appalachian Regional Commission (ARC) – Downtown Master Plan Awarding Agency: Appalachian Regional Commission (ARC) Contract Number: SC-22404-25 Project Title: City of Pickens Downtown Master Plan Total Project Cost: $100,000 ARC Share: $50,000 Local Match: $50,000 Performance Period: September 1, 2025 – February 1, 2027 Purpose: Funding will support development of a comprehensive Downtown Master Plan designed to guide future growth, enhance downtown livability, and promote sustainable economic development while preserving the City’s small-town character. 2. South Carolina Department of Public Safety – Body-Worn Camera (BWC) Program Awarding Agency: S.C. Department of Public Safety, Office of Highway Safety and Justice Programs Award Recipient: Pickens Police Department Award Date: October 3, 2025 Amount Awarded: $20,114.50 Purpose: Funding is provided pursuant to S.C. Code §23-1-240 to assist with the purchase and maintenance of body-worn cameras and related data storage for the Pickens Police Department, improving transparency, accountability, and officer safety. 3. South Carolina Rural Infrastructure Authority (RIA) – Water System Improvements Awarding Agency: South Carolina Rural Infrastructure Authority Program: Basic Infrastructure Grant Program Award Amount: $58,833.62 Local Match: $0 Purpose: This represents a reimbursement of prior local grant match and can be used for any water system priority. The original grant was to fund upgrades to the City’s water distribution system, including replacement of aging waterlines, valves, and hydrants to improve system reliability, water quality, and service delivery. The project is designed to address critical needs in existing neighborhoods and support future growth in compliance with state infrastructure standards. Together, these awards represent nearly $120,000 in external funding secured to advance City Council’s priorities of strengthening core infrastructure, modernizing public safety, and fostering downtown vitality. Please let me know if you would like a presentation or additional briefing materials on any of these projects at a future Council meeting. Respectfully, Tim O’Briant City Administrator State of South Carolina) Ordinance Number 2025-09 County of Pickens) City of Pickens) AN ORDINANCE TO AMEND CHAPTER 5 “BUILDING AND BUILDING REGULATIONS” OF THE CITY OF PICKENS, SOUTH CAROLINA TO PROVIDE FOR THE SPECIAL PROPERTY TAX ASSESSMENTS AUTHORIZED BY SECTION 4-9-195 AND MADE APPLICABLE TO MUNICIPALITIES BY SECTION 5-21-140 OF THE SOUTH CAROLINA CODE OF LAWS AS TO REAL PROPERTY WHICH QUALIFIES AS “REHABILITATED HISTORIC PROPERTY” AND OTHER MATTERS RELATED THERETO Whereas, §4-9-195 and §5-21-140 of the South Carolina Code of Laws (Supp. 2013), as amended, also known as the “Bailey Bill” provides that municipalities may be ordinance grant special property tax incentives to encourage the rehabilitation of historic buildings through a Bailey Bill program; and, Whereas, the City of Pickens contains a substantial amount of historic property, the preservation of which is beneficial for the economic development of the County and for its citizens; and, Whereas, the City of Pickens recognizes the importance of preserving its architectural and cultural heritage through the rehabilitation of historic properties, and, Whereas, the Mayor and Council find that providing for this special property tax assessment will (1) encourage the restoration of historic properties, (2) promote community development and redevelopment, (3) encourage sound community planning, and (4) promote the general health, safety, and welfare of the community; and Whereas, in order to effectively implement the Bailey Bill program and ensure equitable access to its tax incentives, the City must adopt a clear and consistent process for evaluating whether properties meet the criteria for historic designation and program eligibility. Now Therefore, BE IT ORDAINED by the City Council of Pickens, South Carolina that: Section 1. Chapter 5 of the City of Pickens Code of Ordinances is hereby amended by adding Section 5-6 entitled “Special Tax Assessment for Rehabilitated Historic Property” with the following, effective after the final reading, and shall continue in effect as hereafter amended. Chapter 5 “Buildings and Building Regulations”: 5.6 Special Tax Assessment for Rehabilitated Historic Property 5.6.1 General Provisions and Purpose. 1. Pursuant to S.C. Code §4-9-195 and made applicable to municipalities by §5-21-140 of the South Carolina Code of Laws, as these sections may be amended from time to time, the City grants a special property tax assessment to real property which qualifies as a “rehabilitated history property” under the provisions of this Section. Unless otherwise specified by resolution of city council, the special assessment period shall be ten (10) years. City Council may, by resolution, approve a longer special assessment period, up to an aggregate period not to exceed twenty (20) years. To qualify for a special assessment period greater than ten years, city council must find that the proposed rehabilitation of 1  the subject property is extensive in scale and scope; will foster the economic viability of the surrounding community; and that granting an assessment period greater than ten years is in the best interest of the City. The purpose of the Special Tax Assessment is to: a. Encourage the restoration of historic properties; b. Promote community development and redevelopment; c. Encourage sound community planning; and, d. Promote the general health, safety, and welfare of the community. 2. The City Council designates the Board of Architectural Review (“BAR”) to perform the council’s functions in regard to determining property to be “historic” and to certifying property as having qualified as “rehabilitated historic property” for special tax assessment purposes when all statutory requirements have been meet. 5.6.2 Eligibility for Special Tax Assessment 1. To be eligible for the special property tax assessment, historic properties must receive preliminary and final certification. The designation process is listed in Section 7 hereof. 2. Property shall qualify as historic for the special assessment in accordance with the provisions of S.C. Code §4-9-195 as follows: a. It is listed in the National Register of Historic Places; b. the property is designated as a historic property as recommended by the BAR and approved by City Council based upon criteria established by City for Historic Site Designation and is at least fifty years old; or c. the property is at least fifty years old and is located in a historic district designated by the BAR at any location within the historic overlay district of the city. 5.6.3. Standards for review of rehabilitation work 1. The proposed rehabilitation of the property shall be examined according to the following standards: a. The historic character of a property shall be retained and preserved and the removal of historic materials or alteration of features and spaces that characterize each property shall be avoided. b. Each property shall be recognized as a physical record of its time, place, and use changes. Changes that create a false sense of historical development shall not be undertaken. Most properties change over time. Those changes that have acquired historic significance shall be rated and preserved. c. Distinctive features, finishes, and construction techniques or examples of craftsmanship that characterize a property should be preserved. 2  d. Deteriorated historic features shall be repaired rather than replaced. Where the severity of deterioration requires replacement of a distinctive feature, the replacement should match the old in design, color, texture, and other visual qualities and, where possible, materials. Replacement of missing features shall be substantiated by documentary, physical, or pictorial evidence. e. Chemical or physical treatments, such as sandblasting, that cause damage to historic materials shall not be used. The surface cleaning of structures, if appropriate, shall be undertaken using the gentlest means possible. f. New additions, exterior alterations, or related new construction shall not destroy historic materials that characterize the property and the new work shall be compatible with the missing, size, scale, and architectural features to protect the historic integrity of the property and its environment. g. New additions and adjacent or related new construction shall be undertaken in such a manner that if removed in the future, the essential form and integrity of the historic property and its environment would be unimpaired. h. Any other standards for rehabilitation established by the Standards for Rehabilitation established by the Secretary of Interior’s Standards for Rehabilitation. 2. Work to be reviewed. The following work will be reviewed according to the standards set forth above: i. repairs to the exterior of the designated building; ii. alteraaons to the exterior of the designated building; iii. new construcaon on the property on which the building is located; iv. alteraaons to the interior primary public spaces; and, v. any remaining work where the expenditures for such work are being used to saasfy the minimum expenditures for rehabilitaaon. 3. Minimum expenditures for rehabilita4on means the owner or the owner’s estate rehabilitates the building, with expenses for rehabilitaaon exceeding 20 percent of the reasonable value of the building. Fair market value means the appraised value as cerafied to the BAR by a real estate appraiser licensed by the State of South Carolina; the sales price as shown in a bona fida contract of sale within 12 months of the ame is submided; or, the most recent assessed value published by the Pickens County Tax Assessor. 4. Expenditure for rehabilitaaon means the actual cost of rehabilitaaon relaang to one or more of the following: a. Improvements located on or within the historic building as designated. 3  b. Improvements outside of but directly attached to the historic building, which are necessary to make the building fully usable (such as vertical circulation) but should not include rentable/habitable floor space attributable to new construction. c. Architectural and engineering services are attributable to the design of the improvements. d. Costs are necessary to maintain the historic character or integrity of the building. 5. The special tax assessment may apply to the following: i. Structure(s) rehabilitated. ii. Real property on which the building is located. 6. To be eligible for the special tax assessment, rehabilitaaon must be completed within two years of the preliminary ceraficaaon date. If the project is not completed afer two years, but the minimum expenditure for rehabilitaaon has been incurred, the property conanues to receive the special assessment unal the project is completed, but not more than five (5) years, whichever shall occur first. 7. Review Process a. Owners of property seeking approval of rehabilitaaon work must submit a rehabilitaaon historic property applicaaon for preliminary ceraficaaon for special tax assessment with supporang documentaaon and an applicaaon fee as set forth in the City’s fee schedule. b. Upon receipt of the completed applicaaon and applicable fee, the proposal shall be placed on the next available agenda of the BAR to determine if the project is consistent with the standards for rehabilitaaon. Afer the BAR makes its determinaaon, the owner shall be noafied in wriang. Upon receipt of this determinaaon, the owner may: i. If the applicaaon is approved, obtain required permits and begin rehabilitaaon. ii. If the applicaaon is not approved, the applicant may revise such applicaaon in accordance with comments provided by the BAR. iii. If the applicaaon is not approved, appeal the decision to the state department of archives and history. c. Once preliminary ceraficaaon is granted to an applicaaon, the BAR must approve substanave changes. Unapproved substanave changes are conducted at the risk of the property owner and may disqualify the project from eligibility. Addiaonal expenditure will not qualify the project for an extension on the special assessment. d. Upon compleaon of the project, the project must receive final ceraficaaon to be eligible for the special assessment. The BAR and City Staff, including the building official, shall inspect completed projects to determine if the work is consistent with the approval granted by the BAR. Final ceraficaaon will be 4  granted when the completed work meets the standards and verificaaon is made that minimum expenditures have been made. Upon receiving final ceraficaaon, the property will be assessed for the remainder of the special assessment before the reasonable value of the property at the ame the preliminary ceraficaaon was made, or the final ceraficaaon was made, whichever occurred earlier. If the completed project does not comply with all requirements for final ceraficaaon final ceraficaaon must not be granted and any monies not collected by the county tax collector due to the special assessment must be returned to the county tax collector. The city shall noafy the county tax collector if final ceraficaaon is not granted. e. For the remainder of the special assessment period afer final ceraficaaon, the property owner shall noafy the BAR of any addiaonal work, other than ordinary maintenance. The BAR will review the work at a regularly scheduled hearing and determine whether the overall project is consistent with the standards for rehabilitaaon. If the addiaonal work is found to be inconsistent, the property owner may withdraw his request and cancel or revise the proposed addiaonal work. f. When the property has received final ceraficaaon and has been assessed as a rehabilitated historic property, it remains so cerafied and must be granted the special assessment unal the property becomes disqualified by any one of the following: i. Wriden noace from the owner to the BAR and the auditor requesang removal of the preferenaal assessment. ii. Removal of the history designated by the City Council iii. Recission of the approval of the reacaon by the BAR because of alteraaons or renovaaons by the owner of the owner’s estate, which cause the property to possess the qualified no longer and features that made it eligible for final ceraficaaon. g. The City shall, upon final ceraficaaon of a property, noafy the Pickens County Assessor, Auditor, and Treasurer that such property has been duly cerafied and is eligible for the special tax assessment. h. The special assessment only begins in the current or future tax years as provided for in this secaon. In no instance may the special assessment be applied retroacavely. i. Once the BAR has granted the special property tax assessments authorized herein, the owner of the property shall make applicaaon to the Pickens County Auditor for the special assessment provided for herein. 5  SECTION 2. All ordinances or parts of ordinances in conflict with this ordinance, or otherwise inconsistent with its provisions, are hereby suspended to the extent necessary as to such inconsistency or conflict while this ordinance is in effect. SECTION 3. This ordinance shall become effective upon and after its final passage. ADOPTED this _____ day of ______________________, 2025. Attested: First Reading ________________________ Second Reading ________________________ _____________________________ _____________________________ Mayor Isaiah Scipio Donna Owen, Clerk Approved as form: Daniel Hughes, City Attorney 6  STATE OF SOUTH CAROLINA ) ) DEVELOPMENT AGREEMENT FOR COUNTY OF PICKENS ) WOLF CREEK TRACT THIS DEVELOPMENT AGREEMENT (“Agreement”) is made and entered this ___ day of _______________, 2025, by and between BRD LAND & INVESTMENT, a South Carolina general partnership, its affiliates, subsidiaries, successors and assigns (“Developer”), and the governmental authority of the CITY OF PICKENS, a body politic under the laws of the State of South Carolina (“City”). The City and the Developer are each a “Party,” and collectively, the “Parties.” RECITALS WHEREAS, E. Dean Holder, Trustee (the “Owner”) is the legal owner of the Property located on Wolf Creek School Road, Pickens, SC identified as Pickens County Tax Map No. . 4180- 00-46-1109 (the “Property’) and has given permission to Developer, the equitable owner of the Property, to enter into this Agreement with the City, and has executed a joinder confirming such consent, which is attached to this Agreement; and, WHEREAS, the Developer intends to develop a residential subdivision and associated amenities on the Property according to the City’s Planned Developed zoning regulations (the “Project”) at its sole cost and expense; and, WHEREAS, the Planned Development District (“PDD”) regulations and requirements attached hereto as Exhibit “A” are hereby incorporated herein as if set forth fully unless inconsistent with the terms herein. In the event of any inconsistency between the terms of this Agreement and the PDD, the terms of this Agreement shall apply; and, WHEREAS, the City finds that the Project is consistent with the City’s comprehensive and future land use plan , and will further the health, safety, welfare and economic wellbeing of the City and its residents; and, WHEREAS, the City seeks to protect and preserve the natural environment and to secure for its citizens quality, well planned and designed development and a stable and viable tax base; and, WHEREAS, the development of the Property and the program for its development presents an opportunity for the City to secure quality planning and growth, protection of the environment, and to strengthen the City’s tax base; and, WHEREAS, the City, at the request of the Owner, has annexed the real property more particularly shown and depicted on the boundary survey attached hereto as Exhibit “B” (the “Property”), and simultaneously approved under a zoning district for the Property of Planned Development District under the ordinances of the City of Pickens, together with this Agreement, on or about the ____ day of ________________, 2025; and, WHEREAS, this Agreement is being made and entered into between Developer and the City for the purpose of providing assurances to Developer that it may proceed with its development plan 1 under the terms hereof, consistent with its annexation and approved zoning (as hereinafter defined) without encountering future changes in law which would materially affect the Developer’s ability to develop the Property under its approved zoning, and for the purpose of providing important protection to the natural environment and long term financial stability and a viable tax base to the City. NOW THEREFORE, in consideration of the terms and conditions set forth herein, and other good and valuable consideration, including the potential economic benefits to both the City and Developer by entering this Agreement, and to encourage well planned development by Developer, the receipt and sufficiency of such consideration being hereby acknowledged, the City and Developer hereby agree as follows: 1. INCORPORATION. The above recitals are hereby incorporated into this Agreement as if set forth verbatim. 2. DEFINITIONS. As used herein, the following terms mean: “Code of Ordinances” means the Code of Ordinances for the City, as amended and in effect as of the date hereof, as the same may be amended from time to time, a complete copy of which is on file in the City’s office. “Developer” means BRD Land & Investment, a South Carolina general partnership, all of its permitted assignees, and all successors in title or lessees who undertake development of the Property as a Developer or who are transferred Development Rights and Obligations. “Developer Default” for purposes of this Agreement, Developer Default shall mean that (i) Developer has breached the specific obligations of this Agreement, and, following prior written notice from the City, has failed to cure such breach within Thirty (30) days of the date of written notice from the City; or (ii) once commenced, Developer has failed to continue with Development Work, as defined in this Agreement, on the Property for a period of more than Six (6) months, and, following prior written notice from the City, has failed to cure such breach within Thirty (30) days of the date of written notice from the City. “Developer Default Remedy” notwithstanding any other remedy that may be available to the City at law, or in equity, as a result of a Developer Default, Developer and the City agree that the City may elect to (i) withhold issuance of building permits until such Developer Default is cured; or (ii) seek injunctive relief to stop any such continuing Developer Default, or any other remedy available at law or in equity. “Development Rights and Obligations” means the rights, obligations, benefits and approvals of the Developer(s) under the Planned Development District and this Agreement. “Development Work” means the periodic operation of development activities on the Property, which include, but are not limited to clearing, grading, erosion control, site work, and landscaping under the terms of a written contract with the Developer. “Effective Date” means the date on which the last of the parties has executed this Agreement. 2  “Land Development Regulations” means the Land Development Regulations for the City, as amended and in effect as of the date hereof, a complete copy of which is attached hereto as Exhibit “E”, or further amended from time to time pursuant to this Agreement. “Owners Association” means a legal entity formed by Developer pursuant to South Carolina statutes which is responsible for the enforcement of neighborhood restrictions and covenants, and for the maintenance and upkeep of any common areas and/or community infrastructure developed under this Agreement, but not accepted by the City for perpetual ownership and maintenance, to include but not be limited to: private drives and alleyways, common areas, neighborhood parks and recreational facilities, wetlands and storm water management systems. “PDD” means the Planned Development Zoning District adopted by the City pursuant to Ordinance 2025-____” attached hereto as Exhibit “A.” “Project” means a master planned community to include single family detached lots, single family attached lots, and related amenities project envisioned by the Preliminary Site Plan and approved by the City pursuant to the PDD , as the same may be amended from time to time pursuant to this Agreement. “Property” means that tract of land shown and depicted on the boundary survey attached hereto as Exhibit “B”. “Public Infrastructure” means the infrastructure constructed and installed by the Developer at its sole cost and expense as set forth herein. “Term” means the duration of this Agreement as set forth in Section 3 hereof. “Residential Unit” means a residence within the Property, whether a single family lot (whether attached or detached), townhome, or any other residence for occupancy. 3. TERM. The term of this Agreement shall commence on the date on which this Agreement is executed by the City and the Developer and shall terminate on the date which is five (5) years from the date of execution. Notwithstanding such termination date, provided that the Developer is not in default (after being provided with notice and opportunity to cure as set forth below) of this Agreement, Developer has diligently pursued development of the Property, and the Project has not been completed, at the conclusion of the initial five-year term, the termination date of this Agreement shall automatically be extended for One (1) additional Five (5) year term. 4. DEVELOPMENT OF THE PROPERTY. At a minimum, Developer shall design all improvements on the Property as part of the Project in compliance with the Preliminary Site Plan attached hereto as Exhibit C, the approved Statement of Intent, the Final Development Plan approved by the City under the Planned Development zoning district (“PDD”), the Code of Ordinances, and other applicable land development regulations required by the City, State, and/or Federal Government, including without limitation, all building code and environmental regulations then in effect at the latter of the time applicable permits are issued. The City shall, throughout the 3 Term, maintain or cause to be maintained a procedure for the processing of reviews as contemplated by this Agreement and the Code of Ordinances. The City shall review applications for development approval based on the development standards adopted as a part of the Code of Ordinances and the PDD. 5. DEVELOPER INVESTMENT. Developer shall expend upon the Project at least $__,000,000.00 in taxable property (“Investment Requirement”). The Investment Requirement shall mean the cost of acquiring, by construction and purchase, the Project, including the real property and the public infrastructure, and shall be deemed to include, whether incurred prior to or after the date of this Agreement: (a) obligations incurred for labor, materials, and other expenses to contractors, builders, and materialmen in connection with the acquisition, construction, and installation of the Project; (b) the cost of contract bonds and of insurance of all kinds that may be required or necessary during the course of construction of the Project which are not paid by the contractor or contractors or otherwise provided for; (c) the expenses for environmental investigations and remediations, test borings, surveys, test and pilot operations, estimates, plans and specifications and preliminary investigations therefor, and for supervising construction as well as for the performance of all other duties required by or reasonably necessary in connection with the acquisition, construction, and installation of the Project; (d) compensation of legal, accounting, financial, and printing expenses, fees, and all other expenses incurred in connection with the Project; (e) all other costs which Developer shall be required to pay under the terms of any contract or contracts for the acquisition, construction, and installation of the Project, including without limitation, development fees, bank fees, interest expense and professional engineering costs; and (f) for any other work done and costs incurred by Developer which are for the acquisition of land or property of a character subject to the allowance for depreciation provided for under Section 167 of the Internal Revenue Code of 1986, as amended, and included in the Project. The “Cost of Infrastructure” includes, to the extent described in Section 4-29-68 of the Code of Laws of South Carolina, 1976, as amended, the cost of designing, acquiring, constructing, improving, or expanding the publicly owned infrastructure serving the Project. 6. CONVEYANCES OF PROPERTY AND ASSIGNMENT OF DEVELOPMENT RIGHTS AND OBLIGATIONS. The City agrees with Developer, for itself and its successors and assigns, including successor Developer(s), as follows: A. Conveyance of Property. The burdens of this Agreement shall be binding on, and the benefits of this Agreement shall inure to, all successors in interest and assigns of all parties hereto, except for Excluded Property, as such term is defined below. For the purposes of this Agreement, “Excluded Property” means property that is conveyed by the Developer to a third party and is: (i) a single-family residential lot for which a certificate of occupancy has been issued; (ii) a parcel for which certificates of occupancy have been issued and on which no additional residential structures can be built under local ordinances governing land development; (iii) any other type of lot for which a certificate of occupancy has been issued and which cannot be further subdivided into one or more unimproved lots or parcels under local ordinances governing land development; or (iv) a single-family residential lot which has been subdivided and platted and is not capable of further subdivision without the granting of a variance. Excluded Property shall at all times be subject to the Code of Ordinances of the City, and those incorporated in this Agreement. The conveyance by a Developer of Excluded Property shall not excuse that Developer from its obligation to provide infrastructure improvements within such Excluded Property in accordance with this Agreement. 4  B. General Construction Requirements. Developer is responsible for the following items during construction of the Property, and shall impose at least these same requirements upon Developer’s conveyance of any Excluded Property to any third party: (1) Cleanliness to include entire worksite area (including, for example, dust control, garbage, construction debris, loose and blowing materials); (2) Damage to existing on-site utilities, including, for example, water, sewer, storm water, communication, electricity, and gas; (3) Parking for construction employees, material lay-down area, location for construction material dumpsters; (4) Coordination with residents regarding noise, afterhours construction, concrete pours, blasting, disruption of vehicle and pedestrian access; (5) All after-hour construction must be approved by the senior level contact designated by City Administrator. (6) Maintenance of sufficient books and records, including financial information, relating to the project so City, with reasonable notice and frequency, is able to review Developer’s and project’s condition. C. Assignment of Development Rights and Obligations. The Developer, or any subsequent developer, shall be entitled to assign and delegate the Development Rights and Obligations to a subsequent purchaser of all or any portion of the Property with the written consent of the City, provided that such consent shall be through a written assignment approved by the City and such consent shall not be unreasonably withheld or delayed. The City understands that any such assignment or transfer by the Developer of the Development Rights and Obligations shall be non- recourse as to the assigning Developer. Upon the assignment or transfer by Developer of the Development Rights and Obligations, then the assigning Developer shall not have any responsibility or liability under this Agreement. 7. DEVELOPMENT SCHEDULE. The Property shall be developed in accordance with the development schedule approved as part of the Statement of Intent, the contents of which shall be incorporated herein upon approval by the City as Exhibit “F” (the “Development Schedule”). Developer shall keep the City informed of its progress with respect to the Development Schedule as a part of the required process established by the PDD. The failure of the Developer to meet the development schedule shall not, in and of itself, constitute a material breach of this Agreement. In such event, the failure to meet the development schedule shall be judged by the totality of circumstances, including but not limited to any change in economic conditions, the occurrence of an act of God (including natural disasters), an act of war, an act of terrorism, civil disturbance, strikes, lockouts, fire, flood, hurricane, unavoidable casualties, a health crisis which results in a limitation on business activities in the City extending for a period of more than thirty (30) days, or any other cause or causes beyond the reasonable control of the Developer (collectively “Force Majeure”), and the 5 Developer’s good faith efforts made to attain compliance with the development schedule. If the Developer requests a modification of the dates set forth in the development schedule and is able to demonstrate that there is good cause to modify those dates, such modification shall not be unreasonably withheld or delayed by the City. 8. EFFECT OF FUTURE LAWS. Developer shall have vested rights as contemplated by S.C. Code Ann. §6-29-1510 et seq. (the “Vested Rights Act”) to undertake development of any or all of the Property in accordance with the PDD, Code of Ordinances and the Land Development Regulations, as amended and in effect at the time of this Agreement, for the entirety of the Term. Future enactments of, or changes or amendments to the Code of Ordinances and the Land Development Regulations, which conflict with this Agreement shall apply to the Property only if permitted pursuant to the Vested Rights Act. The parties specifically acknowledge that this Agreement shall not prohibit the application of any present or future building, housing, electrical, plumbing, gas or other standard codes, of any tax or fee of general application throughout the City, provided such fees are applied consistently and in the same manner to all single-family properties within the City. Notwithstanding the above, the City may apply subsequently enacted laws to the Property only in accordance with the Vested Rights Act and this Agreement. 9. PUBLIC INFRASTRUCTURE AND SERVICES. The City and Developer recognize and agree that all direct costs associated with the development of the Property, including the public infrastructure, will be borne by the Developer. The public infrastructure shall include all infrastructure to be publicly owned including public roads, stormwater and drainage systems as set forth below, water and sewer infrastructure, and sidewalks. Subject to the conditions set forth herein, the parties make specific note of and acknowledge the following: Notwithstanding the provisions referenced above, nothing in this Agreement shall preclude the City and Developer from entering into a separate utility agreement for cost-sharing of water transmission systems or sewer transmission systems when such agreement may be of mutual benefit to both parties. Nothing herein shall be construed as precluding the City from providing potable water to its residents in accordance with applicable provisions of laws. (A) Public Roads. As an obligation, all roads within the Project serving the Residential Units shall be public roads, which shall be constructed pursuant to the City road standards and accepted by the City as set forth in Section ___(C) hereinbelow. Private driveways and alleys may be allowed in limited circumstances, provided such driveways and alleys are constructed to City standards, are approved by the City Planning Commission as part of the subdivision plat approval process, and will be owned and maintained by a private Owners Association. Notwithstanding the above provisions regarding public roads within the Project, the City and Developer acknowledge that, prior to acceptance by the City as a public road, Developer reserves the right to close portions of the roads within the Project which are adjacent to Developer’s model homes and/or sales center, so as to preclude access to the general public. During such temporary road closures, the City may continue to access and use such roads for public purposes. Nothing herein shall be deemed to require that the City 6 accept driveways, alleyways or other improvements which do not comply with the Complete Streets provisions of the City’s Land Development Regulations. (B) Storm Drainage System. As an obligation, all stormwater runoff, drainage, retention and treatment improvements within the Property shall be designed in accordance with the Code of Ordinances. All stormwater runoff and drainage system structural improvements, including culverts and piped infrastructure, will be constructed by the Developer and dedicated to the City. Upon final inspection and acceptance by the City, the Developer shall provide a one-year warranty period for all drainage system structural improvements within the Project. Retention ponds, ditches and other stormwater retention and treatment areas will be constructed and maintained by the Developer and/or an Owners Association, as appropriate, and will not be accepted or maintained by the City. (C) Solid Waste and Recycling Collection. The City shall provide solid waste and recycling collection services to the Property on the same basis as is provided to other residents and businesses within the City. Payment for such services to the City by Developer, an Owners Association or each individual purchaser or owner of a Residential Unit within the Property is required in return for such service for each owner of any Residential Unit within the Property, and the City reserves the right to terminate or discontinue such service(s) to any owner of any Residential Unit within the Property until such payment(s) have been made. (D) Police Protection. The City shall provide police protection services to the Property on the same basis as is provided to other residents and businesses within the City. (E) Fire Services. The City shall provide fire services to the Property on the same basis as is provided to other residents and businesses within the City. (F) Emergency Medical Services. The City shall provide emergency medical services to the Property, on the same basis as it provided to other residents and businesses within the City. (G) School Services. The City neither provides nor is authorized by law to provide public education facilities or services. Such facilities and services are now provided by the Pickens County School District. The person or entity, whether it be homebuilder or another assignee of Developer, who actually initiates the building permit shall be responsible for paying all impact fees levied by the School District for each residential unit constructed prior to the issuance of a certificate of occupancy. (H) Private Utility Services. Private utility services, including electric, natural gas, and telecommunication services (including telephone, cable television, and internet/broadband) shall be provided to the site by the appropriate private utility providers based upon designated service areas. All utilities on the Property shall be located underground, and shall be placed in locations approved by the City so as to reduce or eliminate potential conflicts within utility rights-of-way. 7  (I) Streetlights. As an obligation, Developer shall install or cause to be installed streetlights within the Project. To the extent that the City provides the same benefit to other similarly-situated neighborhoods within the City. The monthly cost for each streetlight, if any, including additional charges associated with an enhancement street light fixture, if any, shall be borne by the Developer and/or Owners Association. (J) No Donation of Acreage for Sewer Plant Expansion. The City shall not require, mandate or demand that, or condition approval(s) upon a requirement that the Developer donate, use, dedicate or sell to the City or any other party for public purposes any portion of the Property or any other property owned by the Developer or any affiliate of the Developer for sewer plant expansion by the City. (K) No Required Donations for Civic Purposes. The City shall not require, mandate or demand that, or condition approval(s) upon a requirement that, the Developer donate, use, dedicate or sell to the City or any other party for public purposes any portions of the Property or any other property owned by the Developer (or any of the entities or parties comprising the Developer) or any affiliate of the Developer. Unless otherwise required by the final development plan approved pursuant to the PDD, no additional public benefits shall be required of Developer to: (i) establish the amenity components of the Property; (ii) establish the signage and entry monumentation for the Property; and (iii) establish the signage and lighting standards for the Property provided, however, nothing contained herein shall be deemed or construed to restrict the City in the appropriate exercise of its eminent domain powers. (L) Easements. As an obligation, Developer shall be responsible for obtaining, at Developer’s cost, all easements, access rights, or other instruments that will enable the Developer to tie into current or future water and sewer infrastructure on adjacent properties. (M) Ponds and Lakes. As an obligation, Developer shall install pond(s) or lake(s) as shown on the approved site plan for the Property. The City agrees to cooperate with the Developer in the permitting process for such pond(s) and lake(s), it being understood that the City will not accept maintenance responsibility or any other liability for such pond(s) and lake(s), and that such pond(s) and lake(s) shall either be maintained by the Developer, or conveyed to an Owners Association for on-going maintenance following completion of the Project. (N) Temporary Storm Drainage Maintenance. As an obligation, Developer will provide temporary storm drainage measures, which incorporate any existing storm drainage facilities located on the Property to the reasonable satisfaction of the Public Works Director for the City, such that prior to commencement of Development Work, the Property shall continue to maintain any existing storm drainage facilities until the storm drainage facilities which are a part of the Development Work for each respective Phase of the Project are complete, and the same are dedicated to the City. 10. ADDITIONAL OBLIGATIONS AND PUBLIC BENEFITS. Developer 8 will provide certain obligations, together any additional public benefits, as follows: (A) Uses and Density. As a public benefit, Development of the Property shall be determined in accordance with the Code of Ordinances, PDD, and Land Development Regulations, as the same may be amended from time to time pursuant to this Agreement, provided that the Property and the applicable approved Concept Plan shall provide for not more than 140 total Residential Units, at a maximum height not to exceed 35 feet for all single family attached or single family detached Residential Units. (B) Off-Site Road Improvements. As an obligation, the City and Developer acknowledge that Developer shall make certain off-site improvements to Mauldin Lake Road and Wolf Creek School Road, which will include intersection improvements for inbound and outbound turn lanes and Two (2) separate entrances to the Project from Mauldin Lake Road and Wolf Creek Road, respectively. The improvements to Mauldin Lake Road and Wolf Creek Road shall be in accordance with the traffic impact analysis for the Project (the “TIA”), applicable standards of South Carolina Department of Highways, Pickens County and the City, and following such improvements and acceptance by the applicable governmental entity, the improvements to Mauldin Lake Road and Wolf Creek Road shall be deemed to have been completed in accordance with the terms of this Agreement. The proposed public roadway improvements within the Property shall be completed as a part of the subdivision plat approval process, and in accordance with subdivision regulations of the City for the respective phases of the Project, the respective portions of the roadways within each such phase of the Project shall be platted together with the Residential Units for the particular phase in which such roadway is located. The costs of platting, dedicating, conveying and recording such public roadway, shall be the sole expense of Developer. (C) The improvements to be made by Developer to Mauldin Lake Road and Wolf Creek Road, which include Two (2) separate entrances to the Project in accordance with the City’s Land Development Regulations, as required by the City’s Public Works Director, are shown on Exhibit “D” attached hereto (the “Roadway Improvement Exhibit”). (D) Road Standards and Traffic Impact. As an obligation, all public roads within the Project shall be constructed to City specifications. The exact location, alignment, and name of any public road within the Project shall be subject to review and approval by the City Planning Commission as part of the subdivision platting process. The Developer shall be responsible for maintaining all public roads until such roads are offered to, and accepted by, the City for public ownership and maintenance. Upon final inspection by the City, the Developer shall provide a warranty period for all public roads dedicated to the City within the Project, pursuant to the City’s Street Acceptance Policy in effect at the time of this Agreement. 9  10. DEFAULTS. Notwithstanding the provisions of Section __ above, Developer shall continuously and diligently proceed with the Project on the Property. Developer’s failure to proceed with the Project on the Property for a period of more than Six (6) months, other than as a result of Force Majeure, as defined in Section ____ above, shall constitute a default hereunder on the part of Developer. In the event of a default, the City shall provide written notice to Developer of such default, and Developer shall have a period of thirty (30) days in which to cure a default by commencement of Development Work with regards to the next portion of the Property to be developed in accordance with phasing plan of the Project. The failure of the Developer to comply with the terms of this Agreement shall constitute a default, entitling the City to pursue such remedies as deemed appropriate, including those allowed by the PDD, withholding the issuance of building permits in accordance with the provisions of this Agreement, specific performance and the termination or modification of this Agreement in accordance with the Act; provided however no termination of this Agreement may be declared by the City absent its according the Developer the notice and opportunity to cure in accordance with the Vested Rights Act. a. Additional Acts of Default. If, Developer declares bankruptcy or becomes insolvent, it shall be considered an event of default hereunder. b. Attorneys’ Fees and Costs of Collection. In the event of any litigation, contest, dispute, suit, proceeding or action (collectively an “Action”) instituted by a party to this agreement regarding this Agreement, the non-prevailing party to this agreement shall pay the prevailing party reasonable expenses and attorneys’ fees to be determined by the court. Each of the parties shall be responsible for its own professional fees and expenses incurred in connection with the drafting and review of this Agreement and any amendments thereto. c. Alternative Dispute Resolution. In the event a dispute arises pertaining to this Agreement, the parties will make a good faith effort to resolve their disagreement. However, if the efforts of the parties to settle are unsuccessful, the parties agree that before litigation is commenced non-binding mediation will be utilized in an effort to resolve their differences. The parties agree to choose a Mediator from within fifty (50) miles of the Pickens and share the cost for the Mediator equally. If the parties cannot mutually agree upon a mediator, the Chief Administrative Judge of Pickens County for civil matters will appoint a Mediator. 11. BONDS. Prior to commencing construction on the Property, Developer shall secure a payment bond and a performance bond (collectively, “P&P Bonds”) each of which shall be in an amount equal to one hundred percent (100%) of the amount of the Development Costs for any public infrastructure constructed on the Property that will be accepted by the City as contemplated herein, the forms of the P&P bonds to be acceptable to the City, in its sole discretion. 12. INSURANCE. During construction on the Property, Developer shall obtain and maintain, or cause to be obtained and maintained, at all times one or more policies of insurance containing the following types of coverage, deductibles, and limits: a. Builders Risk. Comprehensive builders’ risk, casualty, and property insurance against any casualty on an “all risk” perils basis. This policy must include fire, extended coverage, vandalism, and malicious mischief. 10  b. General Liability. Commercial general liability insurance covering the defense and legal liability claims of bodily injury, death and property damage which occurs on, in or about or relating to the development of the Property regardless of the cause of the same. This policy must have not less than $2,000,000 combined single limits per occurrence/aggregate for bodily injury or property damage, provided by a Commercial General Liability policy or combination of General Liability and Umbrella Liability limits. c. Motor Vehicle. Motor Vehicle covering all owned, non-owned and hired automobiles of not less than $1,000,000 combined single-limits per each occurrence/aggregate for liability, bodily injury, and property damage. d. Contractor’s Pollution. Contractor’s Pollution Insurance covering release of Hazardous materials with a limit of not less than $2,000.000.00. e. Workers Compensation. Workers Compensation and Occupational Disease insurance meeting the State’s statutory requirements, including employer’s liability in an amount not less than $1,000,000.00. f. Miscellaneous. Insurance this Agreement requires must be effected under standard policies from insurers with a current A. M. Best’s rating of not less than A/VIII. The City must be shown as an additional insured on each policy to the extent allowed by law. 13. INDEMNIFICATION FOR CITY. Developer shall indemnify and save City, its employees, elected officials, officers, and agents (each, an “Indemnified Party”) harmless against and from all liability or claims from (i) Developer’s default under this Agreement, (ii) performance of Developer’s obligations under this Agreement or the administration of its duties pursuant to this Agreement, or (iii) any environmental matters arising out of or related to (1) the Property solely from and after the date such property is acquired by Developer or its affiliate as evidence by a deed conveying such property to Developer or its affiliate filed in the real property records of Pickens County (the “Date of Acquisition”). Such indemnity shall include all costs and expenses incurred by such indemnitee arising from any suit, claim or liability, including all reasonable attorney’s fees. 14. MODIFICATION OF AGREEMENT. This Agreement may be modified or amended only by the written agreement of the City and the Developer. No statement, action or agreement hereafter made shall be effective to change, amend, waive, modify, discharge, terminate or effect an abandonment of this Agreement in whole or in part unless such statement, action or agreement is in writing and signed by the party against whom such change, amendment, waiver, modification, discharge, termination or abandonment is sought to be enforced except as otherwise provided in the Act. 15. NOTICES. Any notice, demand, request, consent, approval or communication which a signatory party is required to or may give to another signatory party hereunder shall be in writing and shall be delivered or addressed to the other at the address below set forth or to such other address as such party may from time to time direct by written notice given in the manner herein prescribed, and such notice or communication shall be deemed to have been given 11 or made when communicated by personal delivery or by independent courier service or by facsimile or if by mail on the fifth (5th) business day after the deposit thereof in the United States Mail, postage prepaid, registered or certified, addressed as hereinafter provided. All notices, demands, requests, consents, approvals or communications to the City shall be addressed to the City at: City of Pickens 219 Pendleton Street Pickens, SC 29671 Attention: City Administrator With a copy to: Duggan & Hughes, LLC P.O. Box 449 Greer, SC 29652 Attention: City Attorney And to the Developer at: BRD Land & Investment ___________________________ ___________________________ Attention: Brian Gullette With a copy to: Robert S. Guyton, Esq. Robert S. Guyton, P.C. 4605 B Oleander Drive, Suite 202 Myrtle Beach, SC 29577 16. GENERAL. (A) Subsequent Laws. In the event state or federal laws or regulations are enacted after the execution of this Agreement or decisions are issued by a court of competent jurisdiction which prevent or preclude compliance with the Act or one or more provisions of this Agreement (“New Laws”), the provisions of this Agreement shall be modified or suspended as may be necessary to comply with such New Laws. Immediately after enactment of any such New Law, or court decision, a party designated by Developer and the City shall meet and confer in good faith in order to agree upon such modification or suspension based on the effect such New Law would have on the purposes and intent of this Agreement. During the time that these parties are conferring on such modification or suspension or challenging the New Laws, the City may take reasonable action to comply with such New Laws. Should these parties be unable to agree to a modification or suspension, either may petition a court of competent jurisdiction for an appropriate modification or suspension of this Agreement. (B) Estoppel Certificate. The City or any Developer may, at any time, and from time to time, deliver written notice to the other applicable party requesting such party to certify in writing, within thirty (30) days of such written notice, that this Agreement is in full force and effect, that this Agreement has not been amended or modified, or if so 12 amended, identifying the amendments, whether, to the knowledge of such party, the requesting party is in default or claimed default in the performance of its obligations under this Agreement, and, if so, describing the nature and amount, if any, of any such default or claimed default, and whether, to the knowledge of such party, any event has occurred or failed to occur which, with the passage of time or the giving of notice, or both, would constitute a default and, if so, specifying each such event. (C) Entire Agreement. This Agreement sets forth, and incorporates by reference all of the agreements, conditions and understandings between the City and the Developer relative to the Property and its development and there are no promises, agreements, conditions or understandings, oral or written, expressed or implied, among these parties relative to the matters addressed herein other than as set forth or as referred to herein. (D) No Partnership or Joint Venture. Nothing in this Agreement shall be deemed to create a partnership or joint venture between the City or any Developer or to render such party liable in any manner for the debts or obligations of another party. (E) Exhibits. All exhibits attached hereto and/or referred to in this Agreement are incorporated herein as though set forth in full. (F) Construction. The parties agree that each party and its counsel have reviewed and revised this Agreement and that any rule of construction to the effect that ambiguities are to be resolved against the drafting party shall not apply in the interpretation of this Agreement or any amendments or exhibits hereto. (G) Transfer of Title. Transfers of title to the Property, in whole or in part, may be made, at any time and to any person or entity, without the consent of the City. (H) Binding Effect. The parties hereto agree that this Agreement shall be binding upon their respective successors and/or assigns. (I) Governing Law. This Agreement shall be governed by the laws of the State of South Carolina, and the parties further agree that venue shall be proper, without regards to any conflict of law principals, in a court of competent jurisdiction in Pickens County, or such other jurisdiction in South Carolina as is appropriate and necessary under the circumstances. (J) Counterparts. This Agreement may be executed in several counterparts, each of which shall be deemed an original, and such counterparts shall constitute but one and the same instrument. (K) Eminent Domain. Nothing contained in this Agreement shall limit, impair or restrict the City’s right and power of eminent domain under the laws of the State of South Carolina. (L) No Third Party Beneficiaries. The provisions of this Agreement may be enforced only by the City and the Developer. No other persons shall have any rights 13 hereunder, unless specified in this Agreement. (M) Release of Developer. Subject to Section 5.B, in the event of conveyance of all or a portion of the Property, the Developer shall be released from any obligations and liabilities with respect to this Agreement as to the portion of Property so transferred, and the transferee shall be substituted as the Developer under the Agreement as to the portion of the Property so transferred. [Signature Pages Follow] 14  IN WITNESS WHEREOF, the parties have entered into this Agreement as of the day and year first above written. DEVELOPER: WITNESSES: BRD LAND & INVESTMENT, a South Carolina general partnership _______________________________ Name: _________________________ By: Name: ______________________________ _______________________________ Title : _______________________________ Name: _________________________ STATE OF SOUTH CAROLINA ) ) COUNTY OF _________________ ) The foregoing instrument was acknowledged before me this ___ day of ______________, 2024, by __________________________, as _________________________ of BRD LAND & INVESTMENT, a South Carolina general partnership. He or she personally appeared before me and is personally known to me. Notary Public Name: ______________________________ My Commission Expires: [CITY SIGNATURE PAGE FOLLOWS] 15  IN WITNESS WHEREOF, the parties have entered into this Agreement as of the day and year first above written. CITY: WITNESSES: CITY OF PICKENS ______________________________ By: _____________________________ Name: ________________________ Name: ___________________________ Title: ____________________________ ______________________________ Name: ________________________ STATE OF SOUTH CAROLINA ) ) COUNTY OF PICKENS ) The foregoing instrument was acknowledged before me this _____day of__________________, 2024 by , the of the CITY OF PICKENS. He or she personally appeared before me and is personally known to me. _________________________________ Notary Public Name: ___________________________ My Commission Expires: ___________  JOINDER OF OWNER The undersigned E. Dean Holder, does hereby join and consent to the encumbrance of the real property described on Exhibit “A” attached to the Development Agreement, and to the terms and conditions of the foregoing Development Agreement for Wolf Creek Tract, specifically excluding, however, any obligation as to monetary fees. OWNER: __________________________ ________________________________ Name: ____________________ E. Dean Holder, as Trustee __________________________ Name: ____________________ STATE OF SOUTH CAROLINA ) ) ACKNOWLEDGMENT COUNTY OF ______________________ ) I, ___________________, a Notary Public, do hereby certify that E. Dean Holder, as Trustee, personally appeared before me this day and acknowledged the due execution of the foregoing instrument as his or her act and deed. Witness my hand and seal this ___ day of ____________________, 2024 ____________________________________ Notary Public Signature Name: ______________________________ Notary Public for South Carolina My Commission Expires: ________________ (Seal)  SCHEDULE OF EXHIBITS A. Pickens City Ordinance 2025-_____ (“Planned Development District”) B. Boundary Survey C. Preliminary Site Plan D. Roadway Improvement Exhibit E. Land Development Regulations F. Development Schedule – To Be Provided Upon Approval of the Statement of Intent