Agmt 2017 BAL Theater/San Leandro Curtain Call Performing Arts Loan Agreement

Home

in accordance with Section 2.2 hereof. The Parties agree that the City shall disburse Loan Proceeds only for and to the extent necessary for the purposes set forth in Section 2.1. 1.2 INTEREST RATE; REPAYMENT; LOAN FORGIVENESS. The outstanding principal balance of the Note shall bear interest at the rate of three percent (3%) simple interest per annum. Provided that Operator is not in default under the Loan Documents, no payments shall be due on the Loan. The entire outstanding principal balance of the Loan together with accrued interest and all other sums due under the Loan Documents shall be payable in full upon the occurrence of an Event of Default or upon Transfer (defined in Section 1.4) of the Property or part thereof without City's written consent. 1.2.1 LOAN FORGIVENESS. On the third (3rd) anniversary of the final disbursement of Loan Proceeds, the entire outstanding balance of the Loan, together with accrued interest, shall be forgiven, provided that no Event of Default has arisen under the Loan Documents. 1.3 Reserved 1.4 PREPAYMENT; ACCELERATION. (a) Prepayment. The Note or any portion of the outstanding principal balance due under the Note may be prepaid at any time and from time to time, without penalty or premium. Any prepayment of principal must be accompanied by interest accrued but unpaid to the date of receipt of prepayment. Prepayments shall be applied first to accrued but unpaid interest and then to principal. In no event shall any amount due under the Note become subject to any rights of offset, deduction or counterclaim on the part of Operator. (b) Due On Sale. Unless City agrees otherwise in writing, the entire unpaid principal balance and all interest and other sums accrued under the Note shall be due and payable upon the Transfer absent the prior written consent of City, of all or any part of or interest in the Property or the Improvements. "Transfer" shall include any assignment, hypothecation, mortgage, pledge, encumbrance or conveyance of the Property or the Improvements, exclusive of any loan from the City of San Leandro. ARTICLE 11 USE AND DISBURSEMENT OF PROCEEDS 2.1 USE OF PROCEEDS. Operator shall use the proceeds of the Loan ("Loan Proceeds") solely and exclusively to pay for costs billed to Operator by third-parties in connection with the design and construction of some or all of the Project in Exhibit B and such other costs related to the Project as City may approve in writing. 2.2 DISBURSEMENT OF PROCEEDS. Upon satisfaction of the conditions set forth in Section 2.3, provided that Operator has provided City with a written requisition specifying the amount and use of the requested Loan Proceeds, accompanied by copies of bills and invoices from third parties and such other documentation as City may reasonably require, City shall disburse Loan Proceeds to Operator no more than once per calendar month and no more than five time in total.