Agenda - Council - 09/27/2011 - Special

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Eligible Costs means 50% of the actual costs the Developer incurs to acquire the Developer Property and construct the Minimum Improvements; provided, however, that any costs that Developer pays with the proceeds of Loan No. 1 are not Eligible Costs and provided further that any costs that Developer pays with the proceeds of the Loan No. 2 are not Eligible Costs unless and until Loan No. 2 is repaid in full in accordance with the terms of this Agreement; Event of Default means any of the events described in Section 13.1; Existing Parking Ramp means the approximately 590 stall public parking ramp located at 7650 Sunwood Drive, Ramsey, Minnesota; Final Construction Plans means construction plans that the City has approved pursuant to Section 5.3; Housing Development Project means 50% of the Minimum Improvements which are intended for occupancy by persons of moderate income and their families; HRA means The Housing and Redevelopment Authority in and for the city of Ramsey, Minnesota, a public body politic incorporated under the laws of the State of Minnesota; Loan Agreement means the loan agreement between the HRA and Developer which establishes the HRA's and Developer's rights and obligations with respect to Loan No. 1 and Loan No. 2. The form of the Loan Agreement is attached as Exhibit C; Loan No. 1 means the $1,420,000.00 loan the HRA makes to Developer for the Housing Development Project pursuant to Article VII; Loan No. 2 means the loan the HRA makes to Developer for the Housing Development Project pursuant to Article VIII. The original principal amount of Loan No. 2 will be equal to the sum of (i) $6,825,000; and (ii) the Costs of Issuance; Minimum Improvements means the improvements described on Exhibit I until the City approves the Construction Plans and means the improvements described and depicted on the Final Construction Plans, after the City approves the Construction Plans; Net Cash Flow means, for any calendar year, Net Operating Income for that calendar year less the scheduled debt service payments due on the Project Loan in that calendar year and less reasonable contributions to replacement reserves; Net Operating Income. means, for any calendar year, all income Developer derives from the Development Property, including, but not limited to rents received from the rental of residential apartments, parking stalls or non - residential space, in the Development Property less Operating Expenses actually incurred in that calendar year; Note No. 1 means the $1,420,000.00 Promissory Note that Developer executes and delivers to the HRA to evidence Developer's obligation to repay the Loan No. 1. The form of the Note No. 1 is attached as Exhibit D -1; 2695614v12 4