Laserfiche WebLink
<br />been or deemed paid in full, whichever occurs earliest. This Note may be prepaid in whole or in <br />part at any time without penalty. <br />The City makes no representation or covenant, express or implied, that the Pledged Tax <br />Increments will be sufficient to pay, in whole or in part, the amounts which are or may become <br />due and payable hereunder. There are risk factors in the amount of Tax Increments that may <br />actually be received by the City and some of those factors are listed on the attached Exhibit 1. The <br />Registered Owner acknowledges these risk factors and understands and agrees that payments by <br />the City under this Note are subject to these and other factors. <br />The City’s payment obligations hereunder shall be subject to Sections 3.11(2) and 3.12 of <br />the TIF Assistance Agreement and are further subject to the conditions that (i) no Event of Default <br />under Section 4.1 of the TIF Assistance Agreement shall have occurred and be continuing at the <br />time payment is otherwise due hereunder, and (ii) the TIF Assistance Agreement shall not have <br />been terminated pursuant to Section 4.2, and (iii) all conditions set forth in Section 3.2(2) of the <br />TIF Assistance Agreement have been satisfied as of such date. Any such suspended and unpaid <br />amounts shall become payable, if this Note has not been terminated in accordance with Section <br />4.2 of the TIF Assistance Agreement and said Event of Default shall thereafter have been cured in <br />accordance with Section 4.2. If pursuant to the occurrence of an Event of Default under the TIF <br />Assistance Agreement the City elects, in accordance with the TIF Assistance Agreement to cancel <br />and rescind the TIF Assistance Agreement and/or this Note, the City shall have no further debt or <br />obligation under this Note whatsoever. Reference is hereby made to all of the provisions of the <br />TIF Assistance Agreement, for a fuller statement of the rights and obligations of the City to pay <br />the principal of this Note, and said provisions are hereby incorporated into this Note as though set <br />out in full herein. <br />This Note shall be payable on a pro-rata basis with the Phase Two TIF Note (as defined in <br />the TIF Assistance Agreement). <br />THIS NOTE IS A SPECIAL, LIMITED REVENUE OBLIGATION OF THE CITY <br />AND NOT A GENERAL OBLIGATION OF THE CITY AND IS PAYABLE BY THE CITY <br />ONLY FROM THE SOURCES AND SUBJECT TO THE QUALIFICATIONS STATED <br />OR REFERENCED HEREIN. THIS NOTE IS NOT A GENERAL OBLIGATION OF THE <br />CITY, AND THE FULL FAITH AND CREDIT AND TAXING POWERS OF THE CITY <br />ARE NOT PLEDGED TO THE PAYMENT OF THE PRINCIPAL OF THIS NOTE AND <br />NO PROPERTY OR OTHER ASSET OF THE CITY, SAVE AND EXCEPT THE <br />ABOVE-REFERENCED PLEDGED TAX INCREMENTS, IS OR SHALL BE A SOURCE <br />OF PAYMENT OF THE CITY’S OBLIGATIONS HEREUNDER. <br />The Registered Owner shall never have or be deemed to have the right to compel any <br />exercise of any taxing power of the City or of any other public body, and neither the City nor any <br />person executing or registering this Note shall be liable personally hereon by reason of the issuance <br />or registration thereof or otherwise. <br />This Note is issued by the City in aid of financing a project pursuant to and in full <br />conformity with the Constitution and laws of the State of Minnesota, including the TIF Act. <br />D-2 <br />EL185-50-718703.v2 <br /> <br />