8.3 SR 04-04-2022 - Laserfiche WebLink

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(c) There shall be submitted to the City for review all instruments and other legal documents involved in effecting transfer, and if approved by City, its approval shall be indicated to the Developer in writing; (d) Any proposed transferee of the TIF Note shall (i) execute and deliver to the City the Acknowledgment Regarding TIF Note in the form included in Exhibit B to the TIF Note and (ii) surrender the TIF Note to the City either in exchange for a new fully registered note or for transfer of the TIF Note on the registration records for the TIF Note maintained by the City; (e) The Developer and its transferees shall comply with such other conditions as the City may reasonably require in order to achieve and safeguard the purposes of the Act, the TIF Act and this Agreement; and (f) In the absence of a specific written agreement by the City to the contrary, no such transfer or approval by the City thereof shall be deemed to relieve the Developer or any other party bound in any way by this Agreement or otherwise with respect to the construction of the Project, from any of its obligations with respect thereto. (4) The Developer agrees to pay all reasonable legal fees and expenses of the City, including fees of the City Attorney's office and outside counsel retained by the City to review the documents submitted to the City in connection with any Transfer. (5) Nothing contained in this Section shall prohibit the Developer from (i) entering into leases with tenants in the ordinary course of business, (ii) entering into easements or other agreements necessary for the operation of the Project, (iii) admitting or removing members in accordance with the Articles of Organization and the Operating Agreement of the Developer, as applicable. (6) The financial assistance to the Developer under this Agreement is based on certain financial assumptions associated with the Project and is not intended to enrich the Developer with public funds upon a sale of the Project to an unrelated parry. If the Developer Transfers all or any portion of the Development Property, except as provided in Section 5.3(4) or to an Affiliate of the Developer: (a) Upon an initial sale of the Project in an arms' length transaction on or before the 2nd anniversary date of the issuance of the Certificate of Completion (a "Trigger Sale"), the TIF Note will be reduced as set forth in this Section 5.3(6) based on a calculation of the Net Sale Proceeds (as hereinafter defined) arising out of the Trigger Sale and the Developer shall deliver the existing TIF Note to be exchanged for a replacement TIF Note in the revised amount. The then outstanding principal amount of the Note shall be reduced by an amount equal to the lesser of (i) the outstanding principal balance of the TIF Note on the date of the Trigger Sale; or (ii) 50% of the Net Sale Proceeds. If 50% of the Net Sale Proceeds is greater than the then outstanding principal balance of the TIF Note, the TIF Note shall be deemed paid in full. (b) For purposes of this Agreement, "Net Sale Proceeds" means an amount equal to the gross sale price for the Project paid at the Trigger Sale, less (i) customary and ordinary 19 EL185-70-769416.d7