5.1. SR 10-17-2005 - Laserfiche WebLink

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which shall specifically include a schedule showing any return of equity and distribution of Profit to the Developer. "Rate of Return" means (i) the annual "Cash Flow after Financing" for the first fiscal year commencing on or after the Cash Flow Determination Date as set forth in the Cash Flow Statement divided by (ii) the "Developer Equity" as set forth in the Sources and Uses Statement with respect to the Jackson Block Commercial Project to the extent leased and not sold. "Refunding Bonds" means any tax increment revenue bonds issued by the City pursuant to Section 5.8 hereof. "Reimbursement Amount" means the Reimbursement Amount as defined in Section 5.2(a). "Relocation Costs and Expenses" means any and all relocation assistance, services, benefits or payments made under 42 U.S.C. S 4601, et. seq., 49 C.F.R. S 24.1 et. seq, and Minnesota Statutes. Chapter 117. "SAC and WAC" means the sewer access charges and water access charges with respect to the Development Property in connection with the Minimum Improvements. "Sale" means any sale, direct or indirect, conveyance, assignment, transfer, exchange or other disposition of all or a part of the Developer's interest in the units of the Bluff Block Development, to any Person other than an Affiliate. "Sale Proceeds" means any and all consideration of any kind whatsoever, whether direct or indirect, that is received by the Developer (or any other party that is an Affiliate of the Developer other than broker's commissions and marketing fees in the aggregate amount of 6% of the Sale price for each unit of the Bluff Block Housing Project paid to the Condominium Developer or an owner or member of the Condominium Developer) for, or in connection with, the Sale of the units in the portion of the Development in which units are sold and not leased, excluding any amounts paid with respect to Owner Upgrades and including without limitation, the stated purchase prices, cash, notes, and any indebtedness assumed and/or to which the units in such portion of the Development are then subject, reimbursement of prepaid expenses, contracts for the Developer's service and the service of an Affiliate of the Developer and noncustomary net prorations in favor of the Developer. Notwithstanding the foregoing, if the sale of a unit in such portion of the Development is other than an arms-lengths sale to a third party, at the option of the City, Sale Proceeds with respect to such sale shall mean the Fair Market Value of the transferred property less all disposition expenses reasonably approved by the City. "Sources and Uses Statement" means the statement provided by the Developer pursuant to Section 5.3 and to be attached as Exhibit KoJ: hereto in substantially the form and content as set forth in Exhibit IH hereto, prepared by a firm of certified public accountants reasonably acceptable to the City calculating the Total Development Costs and determining the final sources of Funding, which shall detail all actual sources and uses of funds associated with each portion of the Minimum Improvements and calculate the amount of any Excess Funding. 1824344vRED V2 to VI; 10/12/05 9