8809-15 Authorizing agreement with Rockport Square LLC

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agreements and covenants shall remain in effect for the full Exemption Period permitted in accordance with the requirements of the Act, the TIF Ordinance and this Development Agreement. Such covenants running with the land shall have priority over any other lien or encumbrance on the Project other than the Permitted Encumbrances set forth in Exhibit N attached hereto, and the Developer's primary lender shall acknowledge such priority as a condition to this Development Agreement. (3) The Developer shall prepare and file or cause to be prepared and filed in cooperation with the City all necessary applications and supporting documents to obtain the exemption from real property taxation for the Additional Developer Improvements authorized by the Act and this Development Agreement to enable the Treasurer of the County to collect Project Service Payments thereunder and to disburse such payments to or for the account of the City for deposit into the Rockport Square Public Improvements Fund established pursuant to the TIF Ordinance (the "Fund "). The City will cooperate with the Developer in connection with the preparation and filing of the required exemption alpl ations. (4) Except as provided in Paragraphs (1) and (4) of this Section 5(L), the obligations of the Developer and its successors and - assigns to -make the aforesaid Project Service Payments shall be absolute and unconditional, and shall not -be- terminated for any cause, and the Developer, for itself and its successors and assigns, agreeslhat there shall be no right to suspend or set off such Project Service Payments for any cause;aicJuding without limitation failure to complete the Developer Improvements, the Additional Developer Improvements, the Additional Project or the Project under this Development Agreement, any acts or circumstances that may constitute failure of consideration, destruction of or damage to those Developer Improvements, Additional Developer Improvements, commercial frustration of purpose, any change in the tax or other laws or administrative rulings of or by or under authority of the State, or any failure of the City to perform and observe any agreement, whether express or implied, or any duty, liability or obligation arising out of or connected with this Development Agreement. (5) Except as expressly provided for in this Development Agreement and in the Replacement Guaranty, -the obligations of the Developer and its successors and assigns under this Development Agreement (and any other document or agreement executed pursuant hereto) to make payments of the ProJe —C Service Payments shall be non - recourse to the Developer (and to the Developers members, officers and agents), its successors and assigns to the same extent an obligation to pay3eal property taxes with respect to the Development Property would be non- recourse to the Deve o er and sueh persons. (6) The Parties acknowledge that the value of the Project is close to acheiving a value to justify "stabilized" Project Service Payments.. (N) The Developer has agreed to reimburse the City on or before December 1 of each year for the annual incentive payments that the City makes to the School District (collectively, the "Incentive Payments ") from available sources other than Project Service Payments in the following amounts for each of the following calendar years: 2015 $25,000 2016 25,000 (03163827.DOCX;6 } 11727136.4 (2026928x2) 10