Agmt 2009 Alameda Housing Associates LP

Home

three percent (3%) per annum commencing upon the date of disbursement. Payments of principal and interest under the Predevelopment Note shall be deferred. Upon closing for the Agency construction/permanent loan for the Project, the Predevelopment Note shall be cancelled, and Developer shall execute a new note which shall evidence Developer's obligation to repay both the balance payable under the Predevelopment Note and the amount of the additional funds to be advanced by the Agency. Concurrently with the execution and delivery of the Predevelopment Note, Developer shall execute and deliver to Agency the Assignment Agreement substantially in the form attached hereto as Exhibit E-3. (b) Termination for Infeasibility. Provided that Developer is not in default under this Agreement, Developer may terminate this Agreement under the circumstances set forth below by giving written notice of such termination to the Agency on or prior to the maturity date of the Predevelopment Note: (i) The fee owner of the Property and the City have failed to enter into an agreement which provides the fee owner with a unit for unit credit toward the total inclusionary housing requirement applicable to the proposed The Cornerstone at San Leandro Crossings and subsequent phases of development as described in Recital B of this Agreement (the "inclusionary Rousing Agreement"); (ii) The Developer does not receive the governmental approvals required For the development of the Project, despite the Developer's good faith efforts to obtain such approvals; (iii) The cost to undertake remediation work with respect to Hazardous Materials or to address other physical conditions of the Property make development of the Project financially infeasible; (iv) The Developer does not receive commitments which guaranty disbursement of funds in accordance with the development schedule approved pursuant to Section 3.8, for all financing necessary to acquire and construct the Project despite the Developer's good faith efforts to obtain such financing; or (v) The fee owner of the Property fails to transfer a leasehold interest in the Property to Developer, provided that (i) Developer is not in default under the Amended and Restated Option Agreement for Affordable Parcel Ground Lease dated as of January 1, 2009, executed by and among Developer, the fee owner of the Property, and Westlake Development Partners, LLC, a Delaware limited liability company (the "Option Agreement'), (ii) Developer has made reasonable efforts to enforce the Option Agreement, and (iii) no amendments to the Option Agreement have been made without prior Agency consent. Provided that Developer is not in default under this Agreement or any other Agency Document, upon Developer's delivery to Agency of all Assigned Documents (as defined in the Assignment Agreement), the Agency shall forgive all funds owed under the Predevelopment Note if Developer elects to terminate the Agreement pursuant to this Section d.1.2(b). ] 17H9R6-8