The Project must comply with minimum setbacks: data-center buildings must be at least 100 feet from public roads and non-participating property lines; chillers must be at least 2,250 feet from the nearest non-participating residence; and Project infrastructure must generally be at least 2,000 feet from Sharon’s corporate limits, subject to listed exceptions. Setback requirements

Exterior lighting must use shielding or comparable measures to prevent light trespass and glare; lighting should be directed downward and use motion sensors where operationally feasible; and area lighting must use fully shielded 85-degree full-cutoff or equivalent fixtures. A lighting plan must be submitted to the County for approval before installation. Lighting requirements

The Project must be enclosed by a maintained metal perimeter fence at least six feet high. Fencing requirement

Before construction is completed, the Developer must coordinate with the County on a vegetative screening plan for non-participating residences within 1,500 feet of the Project Boundary and maintain or replace the screening vegetation throughout the Project’s life. Screening requirement

The Developer generally may not install new water wells on the Property. Existing wells may be used only for domestic purposes; other water must be purchased from a municipal utility, and wastewater must be disposed of through a municipal utility. Water-use restrictions

Retention ponds and stormwater facilities must be engineered and maintained so post-construction runoff from roofs, parking areas, roads, and other impervious surfaces does not exceed pre-construction runoff rates and volumes. Stormwater requirement

The Developer must pay for all on-site and off-site upgrades required to provide water and wastewater utility service to the Project. Utility-upgrade cost

Operational sound must not exceed 55 dBA at full design load at the City of Sharon limits or the nearest non-participating residence, and nighttime sound from 10:00 p.m. to 7:00 a.m. must not exceed 50 dBA. Confirmed exceedances of more than 5 dBA after accounting for ambient sound constitute noncompliance, generally requiring correction within 90 days. Sound limits and cure period

Backup generators may operate only during emergencies or planned maintenance, testing, repair, or replacement of the electric substation or related electrical infrastructure; they may not be operated solely to reduce electricity use during peak demand. Generators must also meet applicable emissions-control and EPA standards. Generator operating limits

The Project must comply with the Kansas Air Quality Act and applicable Kansas air-quality and pollution-control regulations, with required emissions or other environmental testing performed at the Developer’s expense. Air-quality requirements

Before construction, baseline water and soil testing must be conducted by a qualified environmental professional under a testing program mutually agreed upon by the County and Developer. Additional testing may be required for specified permit, regulatory, or credible off-site-impact circumstances. Environmental testing requirement

The Developer must maintain commercial general liability insurance naming Barber County as an additional insured in the amount of $10 million during construction. Construction insurance requirement

The Developer must pay scheduled community-support contributions to the County: $500,000 by December 31, 2026; $3 million by April 30, 2027; $1 million by April 30, 2028 as displayed in subsection 5(c); and $1 million by April 30, 2029. Community-support payment schedule

Once construction begins, the Project may not pursue or effectuate an ad valorem real-property tax incentive or abatement for the Property through decommissioning and termination of the Agreement. Property-tax incentive restriction

The Project must achieve at least 300 full-time-equivalent positions during any three consecutive calendar months by the fifth anniversary of the employment-measurement commencement date. The requirement is a milestone rather than a continuing obligation, and failure to meet it is not a default. Employment milestone

The Developer must host at least one Project-related job fair in Barber County on or before December 31, 2031 and provide reasonable public notice and local outreach. Job-fair requirement

Before heavy-haul construction activity begins, the Developer must provide a $5 million performance/payment bond, parent guaranty, or letter of credit acceptable to the County. The security supports road repair and restoration and may be increased if additional roads are added to the approved route. Road-use security requirement

Heavy-haul use is limited to roads identified in the approved route plan; unauthorized use can require immediate repairs and may result in a $5,000-per-day road-use and disruption fee when the use is willful or repeated after notice and an opportunity to cure. Unauthorized-road-use restrictions

The Developer must complete pre-construction and post-construction road inventories, fund reasonably necessary road improvements, maintain roads damaged by Project construction, and restore affected roads to at least their pre-construction condition. Road inventory and restoration obligations

Construction roads must have at least four inches of gravel before Project use, additional gravel may be required within seven business days, and construction equipment generally may not be loaded, unloaded, or parked in County rights-of-way or on County roads without advance approval. Construction-road conditions

Cables and other lines crossing roads must be bored under the road in accordance with Barber County Resolution No. 08-05, and each crossing must be promptly restored to its pre-construction condition. Road-crossing requirement

Road closures and work zones require advance notice, generally at least 24 hours for closures related to Project construction, along with compliant signage, traffic-control materials, and personnel; work in KDOT rights-of-way requires KDOT approval. Road-closure and KDOT approval requirements

Before decommissioning, the Developer must submit a County-reviewed plan and remove Project-related physical material from the Property to 48 inches below finished grade, or deeper where required, unless the County approves specific assets to remain. Restoration must generally be completed within 24 months after the applicable termination or decommissioning trigger. Decommissioning and removal requirements

The Developer must continuously maintain decommissioning security equal to 125% of the County-approved decommissioning cost estimate. Acceptable security is generally limited to an appropriately rated letter of credit or bond, or approved cash escrow, and the security remains in place until the County confirms completion and acceptance of restoration. Decommissioning-security requirement

The County may draw on decommissioning security for failures to commence or complete decommissioning, failure to maintain security, bankruptcy-related events, unpaid County costs, or circumstances requiring immediate action to protect public health, safety, roads, drainage, property, or the environment. The Developer remains liable for costs exceeding the security. Security-draw authority

The County approves and authorizes construction and operation of the Project, and the Developer’s rights to construct and operate vest when the Development Agreement is executed. the Developer’s rights to construct and operate the Project vest upon the execution of this Agreement

The County must reasonably cooperate with development, construction, operation, maintenance, and decommissioning, and issue required local permits, approvals, and authorizations when the Developer submits compliant applications, pays applicable fees, and satisfies the agreement’s requirements. The County will reasonably cooperate

The County states that all County permits and approvals required for the Project have been granted as of execution of the Development Agreement. all County permits and approvals required for the Project have been granted

The Project is protected against future local restrictions: the County agrees to grandfather it if later laws, regulations, permits, or approvals would otherwise prevent or limit construction or operation, and to exclude the Project from future zoning rules that would make it nonconforming or materially interfere with it. the Project shall be grandfathered

If the County adopts zoning, it must provide that the Project’s use and operation are vested under K.S.A. 12-764, including applicable extraterritorial zoning districts. the use of the Property for the Project and the operation of the Project shall be vested

The County must expressly exempt or exclude the Project from future franchise fees or similar assessments that could affect it. expressly exempt or exclude the Project from any future franchise fees or similar assessments

For the life of the Project, the County will not initiate, endorse, support, or advocate annexation of Project property into an incorporated city, subject to the qualification that the County need not act unlawfully or avoid ministerial actions required by law. shall not initiate, endorse, support, or advocate for the annexation

The Developer may build the Project in phases over multiple years, with the total size, configuration, and phasing subject to the Developer’s discretion, and may construct additional buildings within the Property. one or more phases over a period of years and may elect to construct additional buildings

The agreement directs the Developer to use commercially reasonable efforts to pursue participation in Kansas’s qualified data-center sales-and-use tax program. use commercially reasonable efforts to pursue participation

The Road Use Agreement grants the Developer and its representatives nonexclusive access to County Roads for ordinary vehicles and designated heavy vehicles, including heavy vehicles of at least 80,000 pounds on the roads identified in Exhibit A, subject to the agreement’s conditions. grants to Developer and its representatives

The County agrees, when applicable, to issue master overweight and oversize road permits within 20 working days and waive the overweight permit fees. issue master overweight and oversize permits

The County agrees to perform reasonable routine and regular maintenance of the Roads using its usual maintenance practices, while avoiding unnecessary interference with Project access points and crossings. Perform reasonable routine and regular maintenance

The County must review and approve Project-related utility encroachment plans on County Roads within 20 working days or at the next scheduled County Commission meeting. Within twenty (20) working days

The County grants a nonexclusive license to use County rights-of-way for Project driveways, access points, and perpendicular crossings for cables and other facilities, although facilities generally may not run lengthwise along the right-of-way without additional easement authority. grants to the Developer a non-exclusive license

The County agrees, upon the Developer’s request, to enter into an insurable and recordable easement for Project facilities on real property in which the County holds a property interest, without requiring additional payment, subject to customary terms and the County’s legal authority. enter into an insurable and recordable easement agreement

The Development Agreement lasts for 50 years from its effective date, or longer while the Project remains in commercial operation, unless extended, terminated earlier, or the Project ceases commercial operation. extend for a period of 50 years

The Developer may assign the agreements to an affiliate or successor entity without County consent, upon notice and subject to the assignee agreeing in writing to be bound by the obligations. assign this Agreement to an affiliate or successor entity