8.1 SR 05-17-2021 - Laserfiche WebLink

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Final Payment Date, to pay all amounts otherwise due on the TIF Notes, said unpaid amounts shall then cease to be any debt or obligation of the City whatsoever. (6) The TIF Notes shall be special and limited obligations of the City and not a general obligation of the City, and only Pledged Tax Increments shall be used to pay the principal of the TIF Notes. (7) The City’s obligation to make payments on the TIF Notes on any Phase One Payment Date or Phase Two Payment Date, respectively is subject to Section 3.11(2) and shall be conditioned upon the requirement that (A) there shall not at that time be an Event of Default that has occurred and is continuing under this Agreement that has not been cured during the applicable cure period, (B) this Agreement shall not have been terminated pursuant to Section 4.2, and (C) all conditions set forth in Section 3.2(2) or 3.2(3), as applicable, have been satisfied as of such date. (8) The TIF Notes shall be governed by and payable pursuant to the additional terms thereof, as actually executed, in substantially the forms set forth in Exhibit D and Exhibit E attached hereto. In the event of any conflict between the terms of the TIF Note and the terms of this Section 3.2, the terms of the TIF Notes shall govern. The issuance of the TIF Notes is pursuant and subject to the terms of this Agreement. (9) In accordance with Section 469.1763, Subdivision 3 of the TIF Act, conditions for delivery of the TIF Notes must be met within 5 years after the date of certification of the TIF District by the County. If the conditions are not satisfied by such date, the City has no further obligations under this Section 3.2. (10) The financial assistance to the Developer under this Agreement is based on certain assumptions regarding likely costs and expenses associated with constructing the Project. The City and the Developer agree that the Developer’s representations of the Total Development Costs are true and correct. (11) The Developer understands and acknowledges that the City makes no representations or warranties regarding the amount of Pledged Tax Increment, or that revenues pledged to the TIF Notes will be sufficient to pay the principal of the TIF Notes. Any estimates of Tax Increment prepared by the City or its financial or municipal advisors in connection with the TIF District or this Agreement are for the benefit of the City and are not intended as representations on which the Developer may rely. Section 3.3. Developer to Pay City’s Fees and Expenses. The Developer will pay all of the City’s reasonable Administrative Costs (as defined below) and must pay such costs to the City within 30 days after receipt of a written invoice from the City describing the amount and nature of the costs to be reimbursed. For the purposes of this Agreement, the term “Administrative Costs” means out of pocket costs incurred by the City together with staff and consultant (including reasonable legal, financial or municipal advisor, etc.) costs of the City, all attributable to or incurred in connection with the establishment of the TIF District and the TIF Plan and review, negotiation and preparation of this Agreement (together with any other agreements entered into between the parties hereto contemporaneously therewith) and review and approvals of other 9 EL185-50-718703.v2