Common use of Bonds or Other Obligations Clause in Contracts

Bonds or Other Obligations. The construction costs of the Infrastructure Improvements and of the Building B2 Parking Structure shall be financed with the proceeds of limited obligation revenue bonds issued by the ELBRA (the XXXXX Xxxx)which will be paid by incremental tax revenue pledged and authorized by a resolution adopted by the City Council approving Brownfiled plan #24 and shall be further guaranteed by the Developer as set forth below. only. the income from the TIF and which will be. Such bond shall be without any recourse against the City or the ELBRA. beyond that. It is intended that Tthe ELBRA Obligation Bond shall be sold to the Michigan Strategic Fund (the “MSF”) pursuant to a purchase contract. It is also intended that Iin order to obtain funds to purchase the ELBRA ObligationBond, the MSF shall authorize and issue its own limited obligation revenue bonds (the “MSF Bonds”) which shall may be issued pursuant to a Bond Trust Indenture (the “Indenture”) to be entered into between the MSF and the trustee for the MSF Bonds (the “Trustee”). If the proceeds of the sale of the bonds are insufficient to pay for the infrastructure improvements, including Building B2, Developer shall pay the difference in order to complete the project. As security for the ELBRA ObligationBond, the ELBRA will authorize, pursuant to the a statutory lien, the capture and pledge of 100% of the BRA Plan #24 eligible incremental taxes for 30 years for payment of the debt service on the ELBRA Obligation Bond and to reimburse the Developer for the cost of eligible activities as set forth in BRA Plan #24 as adopted by City Council resolution.. The Project will be constructed within the DDA’s current development area, and accordingly the DDA will authorize the payment of 100% of the Project related DDA tax increment revenues until the end of the current DDA Plan as necessary. It is also anticipated that as a second level of security for the MSF Bonds the Indenture will provide for the Developer, if necessary, to make certain payments to the Trustee, and such payments shall be used to pay debt service on the MSF Bonds, in the event that the ELBRA and DDA tax increment revenues, together with any debt service reserve funds and other security under the Indenture, are not sufficient to pay debt service on the MSF Bonds. Proceeds from the sale of the MSF Bonds shall be used for the planning, design, financing and construction of the Infrastructure Improvements and Building B2 Parking Structure, paying capitalized interest on these improvements and paying costs related to the issuance of the Bonds. Captured tax increment revenues that are not needed to pay debt service on the MSF Bonds shall be used to reimburse the Developer for the cost of authorized eligible activities not paid for with MSF Bond proceeds in accordance with BRA Plan #24 as approved by City Council resolution.. Neither the City, ELBRA, or DDA will make a limited tax pledge to support the ELBRA ObligationBond, nor will the City seek authorization from voters to pledge the City’s unlimited tax full faith and credit for the payment of the principal of and interest on the ELBRA ObligationBond. The XXXXX Xxxx Obligation shall be payable solely from the tax increment revenues described herein and recourse for payment of the ELBRA Obligation Bond shall be limited to such tax increment revenues. Recourse for the payment of the MSF Bonds shall be limited solely to the security described in the Indenture. The ELBRA Obligation Bond and MSF Bonds shall be issued in such a manner as to preclude any other recourse against the City, ELBRA, or DDA. The Developer agrees toshall defend, indemnify and hold harmless the City, ELBRA, and DDA for any claims for payment of the principal of and/or interest on the ELBRA Obligation or the MSF Bonds beyond the tax increment revenues described herein.

Bonds or Other Obligations. The construction costs of the Infrastructure Improvements and of the Building B2 Parking Structure shall be financed with the proceeds of one or more series of limited obligation revenue bonds issued by the ELBRA (the XXXXX Xxxx)which “Bonds”) which will be paid by incremental tax revenue pledged and authorized by a bond authorizing resolution adopted by the ELBRA, subject to BRA Plan #24 as approved by City Council approving Brownfiled plan #24 resolution, and shall be further guaranteed by the Developer as set forth below. only. the income from the TIF and which will be. Such bond XXXXX Xxxxx shall be without any recourse against the City or the ELBRA. beyond that. It is intended that Tthe ELBRA Obligation Bond The Bonds shall be sold to the Michigan Strategic Fund (the “MSF”) pursuant to a purchase contract. It is also intended that Iin order to obtain funds to purchase the ELBRA ObligationBond, the MSF shall authorize and issue its own limited obligation revenue bonds (the “MSF Bonds”) which shall may be issued pursuant to a Bond Trust Indenture (the “Indenture”) to be entered into between the MSF ELBRA and the trustee for the MSF Bonds (the “Trustee”). The bond proceeds will be used to pay for the costs of the eligible activities which are set forth in Column 2, Scenario A of Exhibit N, (the “City Approved Eligible Activities”). The net proceeds from the BRA Bonds shall not exceed $24,389,518. For purposes of this Agreement, net proceeds shall be equal to the par amount of the Bonds, plus any original issue premium, less any original issue discount, less costs of issuance (including underwriter’s discount), less any bond proceeds allocated to capitalized interest (for a period of not more than 36 months), and less any bond proceeds deposited into a debt service reserve fund (in an amount not more than 1.25 times maximum annual debt service on the Bonds). If the proceeds of the sale of the bonds Bonds are insufficient to pay for Building B2 and the infrastructure improvements, including Building B2Infrastructure Improvements, Developer shall make up any shortfall and pay for, or cause to be paid, the difference completion of Building B2 and the Infrastructure Improvements. The Developer shall provide the City with sufficient proof of Developer’s ability to do so in order the form of a proof of funding letter reasonably acceptable to complete the project. City, in a form attached as Exhibit L. As security for the ELBRA ObligationBondBonds, the ELBRA will authorizeauthorize (i) the capture and pledge, giving rise to a statutory lien as set forth at MCL 125.2667(1), of eligible incremental taxes for payment of the debt service on the Bonds as set forth in BRA Plan #24, and subject to the BRA Plan #24 as approved by City Council resolution, and (ii) secondarily, the reimbursement of the Developer for the cost of the City Approved Eligible Activities to the extent such costs are not paid with proceeds of the Bonds, plus interest computed at 5% per year. The captured incremental taxes shall be pledged by and remitted directly from or on behalf of the ELBRA to the Trustee, and pursuant to Act 381. Notwithstanding any provision to the a statutory liencontrary in this Agreement or in Xxxxxxxxxx Plan #24, the maximum amount of tax increment revenue that may be captured is $55,952,038. The ELBRA will authorize the capture and pledge of 100% of the BRA Plan #24 eligible incremental taxes for up to 30 years for payment of the debt service on the ELBRA Obligation Bond and Bonds and, to the extent not needed to pay debt service on the Bonds, to reimburse the Developer for the cost of eligible activities the City Approved Eligible Activities, subject to the maximum amount of tax increment revenue that may be captured of $55,952,038. The sale of the Bonds will be pursuant to a negotiated sale, and the Bonds shall not be sold unless the proceeds of the Bonds, when combined with other contributions from the Developer, from private financing as set forth evidenced by Exhibit [L], from the Michigan Strategic Fund (“MSF”), etc., are sufficient to complete the Projectare sufficient to complete the Project and the public infrastructure, including Building B2 is complete. For purposes of this provision, by “sale” the parties mean the re- marketing of the bond at the completion of the project and Tax Increment Revenue is available for payment of the bond. “Sale” does not refer to issuance of the bonds as a private placement in BRA Plan #24 as adopted order to securitize the future Tax Increment Revenues and construct the public infrastructure. Furthermore, the parties acknowledge that the ELBRA may issue non-recourse, draw-down bonds in order to finance the construction costs of the City Approved Eligible Activities. Any such short term draw-down bonds would be sold via private placement to an institutional investor and the timing of the private placement of such bonds would be prior to or in connection with the start of the construction of the City Approved Eligible Activities. Following the completion of the construction of the City Approved Eligible Activities, the parties anticipate that the ELBRA will re-market or refinance the short term draw-down bonds by City Council resolution.. selling long term bonds. The Project will be constructed within the DDA’s current development area, and accordingly the DDA, through an inter-local agreement with the ELBRA, the form of which is set forth in Exhibit J (the “ELBRA-DDA Interlocal Agreement”), will authorize agree with the payment of 100% of the Project ELBRA that any authorized library-related DDA tax increment revenues until the end of the current DDA millage will be captured pursuant to Act 381 and BRA Plan as necessary#24. It is also anticipated that as a second level of security for the MSF Bonds the Indenture will provide for the Developer, if necessary, to make certain payments to the Trustee, and such payments shall be used to pay debt service on the MSF Bonds, in the event that the ELBRA and DDA tax increment revenues, together with any debt service reserve funds and other such security under the IndentureIndenture and approved by the ELBRA, are not sufficient to pay debt service on the MSF Bonds. Proceeds from the sale of the MSF Bonds shall be used for the planning, design, financing and construction of the Infrastructure Improvements and Building B2 Parking StructureCity Approved Eligible Activities, funding a debt service reserve fund, paying capitalized interest on these improvements and paying costs related to the issuance of the Bonds. Captured tax increment revenues that are not needed to pay debt service on the MSF Bonds shall be used usedutilized to the extent available after the Bonds are paid off to reimburse the Developer for the cost of authorized eligible activities City Approved Eligible Activities not paid for with MSF Bond proceeds in accordance with BRA Plan #24 and to reimburse the Developer for any payments by the Developer to the Trustee as approved required by City Council resolution.. Neither the City, ELBRA, or DDA will make a limited tax pledge to support the ELBRA ObligationBond, nor will the City seek authorization from voters to pledge the City’s unlimited tax full faith and credit Indenture for the payment Bonds. It is anticipated that theThe Indenture for the Bonds will haveprovide for the following waterfall for distribution of the principal of and interest on the ELBRA ObligationBond. The XXXXX Xxxx Obligation shall be payable solely from the tax increment revenues described herein and recourse for payment of the ELBRA Obligation Bond shall be limited to such tax increment revenues. Recourse for the payment of the MSF Bonds shall be limited solely to the security described in the Indenture. The ELBRA Obligation Bond and MSF Bonds shall be issued in such a manner as to preclude any other recourse against the City, ELBRA, or DDA. The Developer agrees toshall defend, indemnify and hold harmless the City, ELBRA, and DDA for any claims for payment of the principal of and/or interest on the ELBRA Obligation or the MSF Bonds beyond the tax increment revenues described herein.:

Bonds or Other Obligations. The construction costs of the Infrastructure Improvements and of the Building B2 Parking Structure shall be financed with the proceeds of one or more series of limited obligation revenue bonds issued by the ELBRA (the XXXXX Xxxx)which “Bonds”) which will be paid by incremental tax revenue pledged and authorized by a bond authorizing resolution adopted by the ELBRA, subject to BRA Plan #24 as approved by City Council approving Brownfiled plan #24 resolution, and shall be further guaranteed by the Developer as set forth below. only. the income from the TIF and which will be. Such bond XXXXX Xxxxx shall be without any recourse against the City or the ELBRA. beyond that. It is intended that Tthe ELBRA Obligation Bond The Bonds shall be sold to the Michigan Strategic Fund (the “MSF”) pursuant to a purchase contract. It is also intended that Iin order to obtain funds to purchase the ELBRA ObligationBond, the MSF shall authorize and issue its own limited obligation revenue bonds (the “MSF Bonds”) which shall may be issued pursuant to a Bond Trust Indenture (the “Indenture”) to be entered into between the MSF ELBRA and the trustee for the MSF Bonds (the “Trustee”). The bond proceeds will be used to pay for the costs of the eligible activities which are set forth in Column 2, Scenario A of Exhibit N, (the “City Approved Eligible Activities”). The net proceeds from the BRA Bonds shall not exceed $24,389,518. For purposes of this Agreement, net proceeds shall be equal to the par amount of the Bonds, plus any original issue premium, less any original issue discount, less costs of issuance (including underwriter’s discount), less any bond proceeds allocated to capitalized interest (for a period of not more than 36 months), and less any bond proceeds deposited into a debt service reserve fund (in an amount not more than 1.25 times maximum annual debt service on the Bonds). If the proceeds of the sale of the bonds Bonds are insufficient to pay for Building B2 and the infrastructure improvements, including Building B2Infrastructure Improvements, Developer shall make up any shortfall and pay for, or cause to be paid, the difference completion of Building B2 and the Infrastructure Improvements. The Developer shall provide the City with sufficient proof of Developer’s ability to do so in order the form of a proof of funding letter reasonably acceptable to complete the project. City, in a form attached as Exhibit L. As security for the ELBRA ObligationBondBonds, the ELBRA will authorizeauthorize (i) the capture and pledge, giving rise to a statutory lien as set forth at MCL 125.2667(1), of eligible incremental taxes for payment of the debt service on the Bonds as set forth in BRA Plan #24, and subject to the BRA Plan #24 as approved by City Council resolution, and (ii) secondarily, the reimbursement of the Developer for the cost of the City Approved Eligible Activities to the extent such costs are not paid with proceeds of the Bonds, plus interest computed at 5% per year. The captured incremental taxes shall be pledged by and remitted directly from or on behalf of the ELBRA to the Trustee, and pursuant to Act 381. Notwithstanding any provision to the a statutory liencontrary in this Agreement or in Xxxxxxxxxx Plan #24, the maximum amount of tax increment revenue that may be captured is $55,952,038. The ELBRA will authorize the capture and pledge of 100% of the BRA Plan #24 eligible incremental taxes for 30 years for payment of the debt service on the ELBRA Obligation Bond and Bonds and, to the extent not needed to pay debt service on the Bonds, to reimburse the Developer for the cost of eligible activities the City Approved Eligible Activities, subject to the maximum amount of tax increment revenue that may be captured of $55,952,038. The sale of the Bonds will be pursuant to a negotiated sale, and the Bonds shall not be sold unless the proceeds of the Bonds, when combined with other contributions from the Developer, from private financing as set forth in BRA Plan #24 as adopted evidenced by City Council resolution.. Exhibit [L], from the Michigan Strategic Fund (“MSF”), etc., are sufficient to complete the Project. The Project will be constructed within the DDA’s current development area, and accordingly the DDA, through an inter-local agreement with the ELBRA, the form of which is set forth in Exhibit J (the “ELBRA-DDA Interlocal Agreement”), will authorize agree with the payment of 100% of the Project ELBRA that any authorized library-related DDA tax increment revenues until the end of the current DDA millage will be captured pursuant to Act 381 and BRA Plan as necessary#24. It is also anticipated that as a second level of security for the MSF Bonds the Indenture will provide for the Developer, if necessary, to make certain payments to the Trustee, and such payments shall be used to pay debt service on the MSF Bonds, in the event that the ELBRA and DDA tax increment revenues, together with any debt service reserve funds and other such security under the IndentureIndenture and approved by the ELBRA, are not sufficient to pay debt service on the MSF Bonds. Proceeds from the sale of the MSF Bonds shall be used for the planning, design, financing and construction of the Infrastructure Improvements and Building B2 Parking StructureCity Approved Eligible Activities, funding a debt service reserve fund, paying capitalized interest on these improvements and paying costs related to the issuance of the Bonds. Captured tax increment revenues that are not needed to pay debt service on the MSF Bonds shall be used to reimburse the Developer for the cost of authorized eligible activities City Approved Eligible Activities not paid for with MSF Bond proceeds in accordance with BRA Plan #24 as approved by City Council resolution.. Neither Xxxx proceeds. It is anticipated that the City, ELBRA, or DDA will make a limited tax pledge to support the ELBRA ObligationBond, nor will the City seek authorization from voters to pledge the City’s unlimited tax full faith and credit Indenture for the payment Bonds will have the following waterfall for distribution of the principal of and interest on the ELBRA ObligationBond. The XXXXX Xxxx Obligation shall be payable solely from the tax increment revenues described herein and recourse for payment of the ELBRA Obligation Bond shall be limited to such tax increment revenues. Recourse for the payment of the MSF Bonds shall be limited solely to the security described in the Indenture. The ELBRA Obligation Bond and MSF Bonds shall be issued in such a manner as to preclude any other recourse against the City, ELBRA, or DDA. The Developer agrees toshall defend, indemnify and hold harmless the City, ELBRA, and DDA for any claims for payment of the principal of and/or interest on the ELBRA Obligation or the MSF Bonds beyond the tax increment revenues described herein.:

Bonds or Other Obligations. The construction costs of the Infrastructure Improvements and of the Building B2 Parking Structure shall be financed with the proceeds of one or more series of limited obligation revenue bonds issued by the ELBRA (the XXXXX Xxxx)which “Bonds”) which will be paid by incremental tax revenue pledged and authorized by a bond authorizing resolution adopted by the ELBRA, subject to BRA Plan #24 as approved by City Council approving Brownfiled plan #24 resolution, and shall be further guaranteed by the Developer as set forth below. only. the income from the TIF and which will be. Such bond XXXXX Xxxxx shall be without any recourse against the City or the ELBRA. beyond that. It is intended that Tthe ELBRA Obligation Bond The Bonds shall be sold to the Michigan Strategic Fund (the “MSF”) pursuant to a purchase contract. It is also intended that Iin order to obtain funds to purchase the ELBRA ObligationBond, the MSF shall authorize and issue its own limited obligation revenue bonds (the “MSF Bonds”) which shall may be issued pursuant to a Bond Trust Indenture (the “Indenture”) to be entered into between the MSF ELBRA and the trustee for the MSF Bonds (the “Trustee”). The bond proceeds will be used to pay for the costs of the eligible activities which are set forth in Column 2, Scenario A of Exhibit N, (the “City Approved Eligible Activities”). The net proceeds from the BRA Bonds shall not exceed $24,389,518. For purposes of this Agreement, net proceeds shall be equal to the par amount of the Bonds, plus any original issue premium, less any original issue discount, less costs of issuance (including underwriter’s discount), less any bond proceeds allocated to capitalized interest (for a period of not more than 36 months), and less any bond proceeds deposited into a debt service reserve fund (in an amount not more than 1.25 times maximum annual debt service on the Bonds). If the proceeds of the sale of the bonds Bonds are insufficient to pay for Building B2 and the infrastructure improvements, including Building B2Infrastructure Improvements, Developer shall make up any shortfall and pay for, or cause to be paid, the difference completion of Building B2 and the Infrastructure Improvements. The Developer shall provide the City with sufficient proof of Developer’s ability to do so in order the form of a proof of funding letter reasonably acceptable to complete the project. City, in a form attached as Exhibit L. As security for the ELBRA ObligationBondBonds, the ELBRA will authorizeauthorize (i) the capture and pledge, giving rise to a statutory lien as set forth at MCL 125.2667(1), of eligible incremental taxes for payment of the debt service on the Bonds as set forth in BRA Plan #24, and subject to the BRA Plan #24 as approved by City Council resolution, and (ii) secondarily, the reimbursement of the Developer for the cost of the City Approved Eligible Activities to the extent such costs are not paid with proceeds of the Bonds, plus interest computed at 5% per year. The captured incremental taxes shall be pledged by and remitted directly from or on behalf of the ELBRA to the Trustee, and pursuant to Act 381. Notwithstanding any provision to the a statutory liencontrary in this Agreement or in Xxxxxxxxxx Plan #24, the maximum amount of tax increment revenue that may be captured is $55,952,038. The ELBRA will authorize the capture and pledge of 100% of the BRA Plan #24 eligible incremental taxes for 30 years for payment of the debt service on the ELBRA Obligation Bond and Bonds and, to the extent not needed to pay debt service on the Bonds, to reimburse the Developer for the cost of eligible activities the City Approved Eligible Activities, subject to the maximum amount of tax increment revenue that may be captured of $55,952,038. The sale of the Bonds will be pursuant to a negotiated sale, and the Bonds shall not be sold unless the proceeds of the Bonds, when combined with other contributions from the Developer, from private financing as set forth in BRA Plan #24 as adopted evidenced by City Council resolution.. Exhibit [L], from the Michigan Strategic Fund (“MSF”), etc., are sufficient to complete the Project. The Project will be constructed within the DDA’s current development area, and accordingly the DDA, through an inter-local agreement with the ELBRA, the form of which is set forth in Exhibit J (the “ELBRA-DDA Interlocal Agreement”), will authorize agree with the payment of 100% of the Project ELBRA that any authorized library-related DDA tax increment revenues until the end of the current DDA millage will be captured pursuant to Act 381 and BRA Plan as necessary#24. It is also anticipated that as a second level of security for the MSF Bonds the Indenture will provide for the Developer, if necessary, to make certain payments to the Trustee, and such payments shall be used to pay debt service on the MSF Bonds, in the event that the ELBRA and DDA tax increment revenues, together with any debt service reserve funds and other such security under the IndentureIndenture and approved by the ELBRA, are not sufficient to pay debt service on the MSF Bonds. Proceeds from the sale of the MSF Bonds shall be used for the planning, design, financing and construction of the Infrastructure Improvements and Building B2 Parking StructureCity Approved Eligible Activities, funding a debt service reserve fund, paying capitalized interest on these improvements and paying costs related to the issuance of the Bonds. Captured tax increment revenues that are not needed to pay debt service on the MSF Bonds shall be used to reimburse the Developer for the cost of authorized eligible activities City Approved Eligible Activities not paid for with MSF Bond proceeds in accordance with BRA Plan #24 as approved by City Council resolution.. Neither proceeds. It is anticipated that the City, ELBRA, or DDA will make a limited tax pledge to support the ELBRA ObligationBond, nor will the City seek authorization from voters to pledge the City’s unlimited tax full faith and credit Indenture for the payment Bonds will have the following waterfall for distribution of the principal of and interest on the ELBRA ObligationBond. The XXXXX Xxxx Obligation shall be payable solely from the tax increment revenues described herein and recourse for payment of the ELBRA Obligation Bond shall be limited to such tax increment revenues. Recourse for the payment of the MSF Bonds shall be limited solely to the security described in the Indenture. The ELBRA Obligation Bond and MSF Bonds shall be issued in such a manner as to preclude any other recourse against the City, ELBRA, or DDA. The Developer agrees toshall defend, indemnify and hold harmless the City, ELBRA, and DDA for any claims for payment of the principal of and/or interest on the ELBRA Obligation or the MSF Bonds beyond the tax increment revenues described herein.: