Agenda - Council - 04/22/2025 - Laserfiche WebLink

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C. The Development Agreement creates certain covenants and restrictions and provides that the benefits and the burdens of the covenants and restrictions run with title to the Property and inure to the benefit of and are binding upon Borrower, as a successor in title to the Property. D. In connection with the refinancing of an existing loan secured by the Property, Lender is making a loan to Borrower in the original principal amount of $ ("Loan") pursuant to a Multifamily Loan and Security Agreement between Lender and Borrower (as supplemented or amended from time to time, the "Loan Agreement") and evidenced by a Multifamily Note by Borrower to Lender (as supplemented or amended from time to time, the "Note"). The Loan is to be secured by a Multifamily Mortgage, Assignment of Leases and Rents, Security Agreement and Fixture Filing that will be recorded among the Official Records (as supplemented or amended from time to time, the "Mortgage") (the Loan Agreement, the Note and the Mortgage, together with all other documents executed with respect to the Loan, are hereinafter collectively referred to as the "Loan Documents"). NOW, THEREFORE, in consideration of the mutual benefits accruing to the parties hereto and other valuable consideration, the receipt and sufficiency of which is hereby acknowledged, the parties agree as follows: 1. Recitals. The foregoing Recitals are hereby incorporated into this Agreement as agreements among the parties. 2. Mortgage Subject to Development Agreement. The Lender hereby acknowledges that its interest in the Property pursuant to the Mortgage is, as a matter of law, subject to the terms of the Development Agreement. 3. Financing and Encumbrance . Governmental Entity hereby acknowledges (i) the financing evidenced by the Mortgage and (ii) the collateral assignment of that certain Tax Increment Revenue Note that Governmental Entity has made in favor of Borrower, as successor in interest to F & C Ramsey ("TIF Note"), from Borrower to Lender. 4. Governmental Entity Notice of Default. Governmental Entity shall make best efforts to give Lender a concurrent copy of each material notice (including without limitation each notice of default) given by Governmental Entity under or with respect to the Development Agreement; provided that Governmental Entity shall not be liable to Lender if Governmental Entity fails to provide Lender with such notice and Governmental Entity's failure to give such notice shall not prevent or impair, in any way, Governmental Entities enforcement of its rights under the Development Agreement against Borrower. Governmental Entity agrees that prior to Lender's possession of the Property, Lender (at Lender's sole election) shall have the right (but not the obligation) to cure any default by Borrower under the Development Agreement on its and/or Borrower's behalf. Governmental Entity hereby represents that, to the best of its actual knowledge, but without investigation, there is no current default under the Development Agreement. 5. Governmental Entity's Rights. Nothing in this Agreement is intended to abridge or adversely affect any right or obligation of Borrower and/or Governmental Entity, respectively, NG-58S8J20W #4922-7387-4484 v3 2