03-2024 - Authorize Development Agreement with LDC Warren LTD, LLC

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DocuSign Envelope ID: 92860B03-367C-49AA-BA95-OFDE6BFCF177 XIV. TIF REIMBURSEMENT The Developer will pay the statutory service payments generated from the Project (the "Project TIF Revenue") to the Cuyahoga County Treasurer, pursuant to a service payment agreement entered into by and between the City and the Developer dated as of [ ] (the "Service Agreement"), in the same manner and amount as if the TIF with respect to the Property had not been established in accordance with the Service Agreement. The Project TIF Revenue will be distributed by the Cuyahoga County Treasurer to an urban redevelopment tax increment equivalent fund (the "TIF Fund"). Subject to the conditions hereof, the City shall distribute amounts on deposit in the TIF Fund to the Developer in accordance with the process set forth in the Service Agreement. The Developer shall pay all reasonable third -party costs of the City in establishing the TIF and this Agreement, including, but not limited to, legal fees, closing costs and other costs associated with the required property transfer within a reasonable time, not to exceed thirty (30) calendar days after City provides an invoice to Developer detailing the expenses incurred by City eligible for reimbursement under this section; provided, however that such costs shall not exceed Twenty Thousand and No/100 Dollars ($25,000.00) in the aggregate (the "Cost Cap "). Notwithstanding the foregoing, the parties agree that any fees and costs reimbursanble to the City pursuant to this Agreement shall only be deemed earned and payable by Developer upon the City's passage of the TIF Ordinance and CRA Ordinance as set forth in this Agreement; and provided further that such costs and fees shall not exceed the Cost Cap. XV. MAINTENANCE Developer shall maintain the Project in a first-class manner, consistent with other high quality mixed -use developments of similar age in Northeast Ohio, including necessary building and site maintenance. XVI. DEFAULT; REMEDIES A. Developer Defaults. Any one or more of the following shall constitute a "Developer Default": 1. Default by the Developer in the due and punctual payment, performance, or observance of income or real property taxes or any other material obligation of the Developer under this Agreement or any other written agreement by and between the City and the Developer with respect to the initial construction of the Project, including but not limited to any grant or loan agreement (each a "Project Agreement") as to which default the City has given a Default Notice (as defined below) to the Developer, which such default the Developer does not cure within the period of time specified in the Default Notice (provided that the foregoing cure right shall not apply to the construction deadlines set forth in Section XII hereunder); 2. Any representation or warranty made by Developer in this Agreement or in any other Project Agreement is proved to be false or misleading in any material respect 11