10A Action 2012 0618 - Laserfiche WebLink

Home

and Restated Predevelopment Note bear simple interest at the rate of three percent (3 %) per annum commencing upon the date of disbursement. Payments of principal and interest under the Original Predevelopment Note and the Amended and Restated Predevelopment Note are deferred. Con currentl with execution of this Agreement, Developer shall execute and deliver to City an Amended and Restated Predevelopment Note substantially in the form attached as Exhibit E -1 which shall evidence Developer's obligation to repay to City the outstanding balance of the Original Predevelopment Note, the interest accrued thereon, the Phase 1 Predevelopment Funds, the Phase 2 Predevelopment Funds, and interest that will accrue on all of the foregoing. The Original Predevelopment Note will be cancelled upon execution and delivery of the Amended and Restated Predevelopment Note. Upon closing for the City construction/permanent loan for the Project, the Amended and Restated 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 Amended and Restated Predevelopment Note (including interest accrued as of such date) and the amount of the additional funds to be advanced by the City. Concurrently with the execution and delivery of the Original Predevelopment Note, Developer executed and delivered the Original Assignment Agreement. Concurrently with the execution of this Agreement, Developer shall execute and deliver an Amended and Restated Assignment Agreement substantially in the form attached hereto as Exhibit E -3. (b) Termination for lnfeasibilit . 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 City on or prior to the maturity date of the Amended and Restated Predevelopment Note: (i) The Developer is unable to acquire the Property from BART despite Developer's good faith efforts; (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; or (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. Provided that Developer is not in default under this Agreement or any other City Document, upon Developer's delivery to City of all Assigned Documents (as defined in the Amended and Restated Assignment Agreement), the City shall forgive all funds owed under the Amended and Restated Predevelopment Note if Developer elects to terminate this Agreement pursuant to this Section 4.1.2(b) 1865487.6 18