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improvements therein identified and in accordance with the schedule set forth therein. The <br />Successor Agency agrees to take all actions reasonably necessary to make such funds available <br />to City, including without limitation, the listing of this Agreement on the Successor Agency's <br />Recognized Obligation Payment Schedule. <br />4. Source of Funds. The Parties acknowledge that the sole source of funds available to the <br />Successor Agency to make the payments to City required pursuant to this Agreement is the <br />allocation of property tax revenue by the County Auditor - Controller to the Successor Agency <br />from the Redevelopment Property Tax Trust Fund established by the County Auditor - Controller <br />for the Successor Agency pursuant to Health and Safety Code Section 34170.5. <br />5. Subordination. The obligation of the Successor Agency to make payments to City pursuant <br />to this Agreement shall be subordinate to any obligation of the Successor Agency to pay debt <br />service on bonds heretofore or hereafter issued by the Redevelopment Agency. <br />6. Project Approvals; Environmental Review. This Agreement is not intended to limit in any <br />manner the discretion of City in connection with the issuance of approvals and entitlements for <br />the projects described in this Agreement, including without limitation, the undertaking and <br />completion of any required environmental review pursuant to CEQA and NEPA, as applicable, <br />and the review and approval of plans and specifications. <br />7. Severability. If any term, provision, covenant, or condition set forth in this Agreement is <br />held by the final judgment of a court of competent jurisdiction to be invalid, void, or <br />unenforceable, the remaining provisions, covenants, and conditions shall continue in full force <br />and effect to the extent that the basic intent of the Parties as expressed herein can be <br />accomplished. In addition, the Parties shall cooperate in good faith in an effort to amend or <br />modify this Agreement in a manner such that the purpose of any invalidated or voided provision, <br />covenant, or condition can be accomplished to the maximum extent legally permissible. <br />8. No Third -Party Beneficiaries; Assignments. Nothing in this Agreement is intended to create <br />any third -party beneficiaries to this Agreement, and no person or entity other than the Successor <br />Agency and the City, and the permitted successors and assigns of either of them, shall be <br />authorized to enforce the provisions of this Agreement. <br />9. Further Assurances. Each Party agrees to execute, acknowledge and deliver all additional <br />documents and instruments, and to take such other actions as may be reasonably necessary to <br />carry out the intent of the transactions contemplated by this Agreement. <br />10. Governing Law. This Agreement shall be governed by and construed in accordance with <br />the laws of the State of California. <br />11. Counterparts. This Agreement may be executed in counterparts, each of which shall be <br />deemed an original and all of which shall constitute but one and the same instrument. <br />1872998.2 4 <br />