10B Action 2009 0406 - Laserfiche WebLink

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(vii) Developer's delivery to Agency of certified copies of updated versions of any documents listed in Section 4.5.1 (,iii) which have been amended since the date of delivery to the Agency. (viii) No material adverse change as determined by Agency in its reasonable judgment shall have occurred in the condition of the Property or in the financial or other condition of Developer since the date of this Agreement. (ix) Reserved. (xi) (a) Developer's delivery to Agency of evidence reasonably satisfactory to Agency that Developer has obtained all necessary entitlements, permits (including without limitation building permits), licenses, and approvals required to develop the Project, or that the receipt of such permits is subject only to such conditions as Agency shall reasonably approve; (b) City shall have approved the final plans and specifications for the Project; (c) Developer's construction financing for the Project shall have closed or shall close concurrently with Agency's disbursement of funds for construction, and Developer shall have delivered to Agency evidence reasonably satisfactory to Agency that Developer has secured binding commitments, subject only to commercially reasonable conditions, for all Project construction and permanent financing, (d) Developer's delivery to Agency and Agency approval of all of the following: (1) any modifications to the Project construction and operating budgets previously approved by Agency; (2) performance bonds or other assurance of completion reasonably acceptable to Agency pursuant to the requirements set forth in Section 3.21; (3) any modification to the construction schedule; and (4) copies of such other documents related to the financing of the Project as Agency may reasonably request. 4.6 No Obligation to Disburse Proceeds Upon Default. Notwithstanding any other provision of this Agreement, the Agency shall have no obligation to disburse or authorize the disbursement of any portion of the Predevelopment Funds or the Loan Proceeds following: (i) the failure of any of Developer's representations and warranties made in this Agreement or in connection with the Predevelopment Funds or the Loan to be true and correct in all material respects; (ii) the termination of this Agreement by mutual agreement of the Parties; (iii) Reserved. (iv) the occurrence of an Event of Developer Default under any Agency Document which remains uncured beyond any applicable cure period, or the existence of any condition, event or act which upon the giving of notice or the passage of time or both would constitute an Event of Developer Default under any Agency Document. 4.7 Prepayment; Acceleration. (a) Prepayment. Developer shall have the right to prepay the Loan and the Predevelopment Note at any time and from time to time, without penalty or premium, provided that any prepayment of principal must be accompanied by interest accrued but unpaid to the date 1 ] 78986-5 19