Agro. Farma’s industrial discharge will require pretreatment prior to discharge to the City’s wastewater collection system. Agro-Farma agrees to design, construct and operate the required pretreatment facility.
Agro. Dan hereby assumes ix xull, the payment, discharge, satisfaction and performance of all Obligations of ADI and all other obligations, indebtedness and liabilities of ADI to Lender under the Assigned Documents and Agro-Dan acknowledges thax xt is liable for the payment, discharge, satisfaction and performance of all Obligations. Without limiting the generality of the foregoing, in order to secure the prompt payment and performance to Lender of the Obligations, Agro-Dan hereby assigns, xxxdges and grants to Lender a continuing security interest in and to all of the Collateral, whether now owned or existing or hereafter acquired or arising and wheresoever located. Nothing in this Amendment shall impair, limit or affect the liens and security interest heretofore granted, pledged and/or assigned to Lender by ADI as security for the Obligations. Agro-Dan hereby adopts alx xf the provisions, terms and conditions contained in the Assigned Documents as if the Assigned Documents had been entered into by and between Agro-Dan and Lender.
Agro. Plant., 4: 3816-3823.
Agro. Farma agrees, subject to the full, faithful, and timely performance by the City and URA of their duties and obligations herein, as follows:
Agro. Farma acknowledges that URA anticipates receiving revenue allocations from taxes paid by Agro-Farma on the A-F Plant as shown on the “Anticipated Revenue Allocation Schedule” attached hereto as Exhibit B. In connection with the URA Financing, URA requires receipt of the “Required Revenue Allocation” as shown on Exhibit B. In the event that the assessed value of the A-F Plant shall in any year fail to result in distributions to URA of the Required Revenue Allocations for the URA Financing, Agro-Farma (or the then owner of the A- F Plant) shall pay URA an amount equal to the difference between the Required Revenue Allocation for such year and the amount of revenue allocation actually distributed to URA for such year. Agro-Farma agrees to make the Required Revenue Allocation to support the maximum URA Financing. The City and URA will work in cooperation with Agro-Farma and the entity financing the project to determine the maximum URA Financing.
Agro. Farma understands that URA will not have tax increment funds from the project until the facility is constructed and taxes are paid and distributed to the URA. Agro-Farma shall promptly pay all property taxes when due. In addition, the bank funding the URA Financing may not distribute loan funds until approval of the URA Financing through judicial confirmation. Agro-Farma agrees, subject to the URA and Agro-Farma mutually agreeing on amount, re- payment terms, security, including a security interest in the Site and pledges and/or a security interest in the tax increment revenues generated from the Site, and other specific terms and conditions, to provide interim financing to the URA as needed to comply with Agro-Farma’s schedule, which loan shall be repaid in full to Agro-Farma upon URA’s receipt of the URA Financing. Agro-Farma understands and agrees that, absent interim financing, the timelines in Exhibit D may not be met, and the City and URA will be relieved of compliance with those timelines.
Agro. Farma shall have the right to purchase from the City the Pre-Treatment Plant at any time within ten (10) years of the date of the beginning of operation of the A-F Plant. The purchase price shall be TWO MILLION SEVEN HUNDRED FIFTY THOUSAND DOLLARS ($2,750,000) less that portion of the wastewater fees paid and applied to reduction of the City’s cost of constructing the Pre-Treatment Plant as generally shown on Exhibit E. Agro-Farma shall also have the right to purchase from the City the Whey Digester within the ten (10) year period on the terms to be agreed upon by the City and Agro-Farma.
Agro. Farma understands that the City and URA are political subdivisions of the State of Idaho, and are subject to all state laws governing their activities, including the Public Meeting Law, which requires all final decisions to be approved at public meetings, with notice and agenda posting requirements. Authorization for the Mayor of the City and Chairman of the URA to execute this agreement shall be obtained at a public meeting. City and URA will schedule a joint special meeting as quickly as is legally permissible in order to authorize execution of this Agreement.
