Agenda - Economic Development Authority - 10/08/2015

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111111111111111111111111 1,1111111111111,111111111 ARTICLE III UNDERTAKINGS BY DEVELOPER AND CITY Section 3.1. Project, Site Improvements. (1) The parties agree that the installation of the Site Improvements is essential to the successful completion of the Project. The costs of the Site Improvements shall be paid by the Developer. The City shall reimburse the Developer for the lesser of $500,000 or the costs of the installation of the Site Improvements actually incurred and paid by the Developer (the "Reimbursement Amount"), as further provided in Section 3.2 hereof. Section 3.2. Limitations on Undertaking of the City. Notwithstanding the provisions of Section 3.1, the City shall have no obligation to the Developer under this Agreement to reimburse the Developer for the costs identified in Section 3.1, if the City, at the time or times such payment is to be made, is entitled under Section 4.2 to exercise any of the remedies set forth therein as a result of an Event of Default which has not been cured. Section 3.3. Reimbursement: TIF Note. The City shall reimburse the payments made by the Developer under Section 3.1 for costs of the installation of the Site Improvements through the issuance of the City's TIF Note in substantially the form attached to this Agreement as Exhibit B, subject to the following conditions: (1) The TIF Note shall be dated, issued and delivered when (i) the Developer shall have demonstrated in writing to the reasonable satisfaction of the City that the installation of the Site Improvements has been completed and that the Developer has incurred and paid the costs of the installation of the Site Improvements, as described in and limited by Section 3.1 and shall have submitted paid invoices for the costs of installation of the Site Improvements in an amount not less than the Reimbursement Amount; (ii) the Developer shall have demonstrated to the City that the Project includes the amenities described in Section 2.2 (10); and (iii) the Developer shall have completed all of the items required to be done by the Developer under the City Development Agreement. (2) The unpaid principal of the TIF Note shall bear simple non -compounding interest from the date of issuance of the TIF Note, at 4.00% per annum. Interest shall be computed on the basis of a 360 day year consisting of twelve (12) 30 -day months. (3) The principal amount of the TIF Note and the interest thereon shall be payable solely from the Tax Increments. (4) On each Note Payment Date and subject to the provisions of the TIF Note, the City shall pay, against the principal and interest outstanding on the TIF Note, any Tax Increments received by the City during the preceding 6 months. All such payments shall be applied first to accrued interest and then to reduce the principal of the TIF Note. (5) The TIF Note shall be a special and limited obligation of the City and not a general obligation of the City, and only Tax Increments shall be used to pay the principal and interest on the TIF Note. If, on any TIF Note Payment Date, the Tax Increments for the payment 6 7269889v1