Agenda - Council - 11/12/2013 - Laserfiche WebLink

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Assignee on the Effective Date. G. Ramdance desires to assign all of its right, title and interest in the Master Development Agreements to Assignee, and Assignee desires to accept the assignment, except for those rights specifically retained by Ramdance as set forth in this Assignment. H. Assignee is not assuming any of the obligations of Ramdance under the Master Development Agreements and Ramdance shall remain liable for all obligations under the Master Development Agreements as set forth in this Assignment. NOW THEREFORE, in consideration of the sum of One Dollar ($1.00) and other good and valuable consideration, the receipt and sufficiency of which is hereby acknowledged, the parties hereby agree as follows: 1. Definitions. Except as otherwise provided in this Assignment, the terms defined in the Master Development Agreements shall have the same meaning when used in this Assignment. 2, Assignment. Ramdance hereby transfers, assigns and conveys to Assignee all of Ramdance's right, title and interest in, to and under the Master Development Agreements, except that Ramdance and Assignee retain any rights to enforce the obligations of the City to construct Zeolite Street in accordance with the Master Development Agreements, and further except that Ramdance shall retain its rights to receive a release of the letter of credit provided under the Allocation Agreement. 3. Assumption. Assignee does not assume any of Ramdance's obligations to pay assessments under the Master Development Agreements. The Property and Assignee remain subject to the terms and conditions of the Master Development Agreements and the restrictions contained therein and the Assignee specifically assumes Ramdance's obligations to construct the Streetscape improvements as defined in paragraph 5.i. of the Allocation Agreement, 4. Ramdance's Liability under the Master Development Agreements. Ramdance agrees to remain liable and to perform and be bound by all obligations of the Master Development Agreements. Ramdance's obligations to pay assessments under the Master Development Agreements are limited to payment of the following assessments: Phase I Roadway Improvements Phase II Roadway Improvements AUAR Roadway Improvements Parking Improvements $ 39,509.00 $ 23,218.00 $135,300.00 $270,600.00 Total $468,627.00 Ramdance shall pay these assessments to the City as of the earlier of the Effective Date or the date that is required by the First Amendment, Upon payment of these assessments, Ramdance shall have no further obligations under the Master Development Agreements for special assessments and no further amounts shall be owed or assessed against the Property under the Master Development Agreements. 2