2008-09-22 Regular Council Session Agenda

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PRELIMINARY FUNDING AGREEMENT THIS PRELIMINARY FUNDING AGREEMENT (the “Agreement”) is made and entered CITY OF UNIVERSITY CITY, into as of the _____ day of September, 2008, by and between the MISSOURIMETROPOLITAN DESIGN AND BUILDING CO. (the “City”) and (the “Company”). RECITALS 1. The Company desires to develop or redevelop a multi-parcel area bounded on the north by Vernon Street, on the west by Kingsland Avenue, on the south by Metcalfe Park and on the east by the western lot line of 6646 Vernon Avenue in the City (the “Proposed Redevelopment Area”). 2. The City is willing to explore the feasibility of financing a portion of the costs of developing or redeveloping the Proposed Redevelopment Area through the use of tax increment financing pursuant to the Real Property Tax Increment Allocation Redevelopment Act, Sections 99.800 to 99.865 of the Revised Statutes of Missouri, as amended (the “Act”). 3. Subject to the terms of this Agreement, the City desires that the Company advance funds to the City to enable the City to pay certain preliminary start-up costs in connection with the City’s consideration of establishing the Proposed Redevelopment Area, which costs are eligible for reimbursement to the Company in accordance with this Agreement. NOW THEREFORE , in consideration of the foregoing and other good and valuable consideration, the receipt and sufficiency of which are hereby acknowledged, the parties hereby agree as follows: 1.Advance of Funds. (a) Simultaneously with the execution of this Agreement, the Company shall advance the City the sum of [*$50,000*] (the “Preliminary Funds”). The City shall use the Preliminary Funds to pay or reimburse the City for payment of actual out-of-pocket expenses incurred by the City and for the payment of actual costs incurred by the City for administrative, legal and planning costs and other expenses associated with the preparation of the RFP, the review of the Proposal, the preparation of a redevelopment plan (including blight study) and cost-benefit analysis, and the negotiation, implementation and administration of a redevelopment agreement as provided herein, and for expenses incurred by the City (such as mailing, publication and similar costs) in connection with the foregoing. The parties acknowledge that such amount is a substantial sum and agree to use their best efforts to work together to reduce the total costs to be paid out of the Preliminary Funds. (b) If the parties enter into a redevelopment agreement, the redevelopment agreement shall provide for the disbursement of any remaining Preliminary Funds in the manner specified in the redevelopment agreement. 2.Disbursement. Subject to the remaining provisions of this Agreement, the City shall disburse Preliminary Funds for fees and expenses incurred or to reimburse the City for fees and expenses previously paid by the City upon receipt of (a) invoices for work performed by the selected planners, consultants and attorneys; (b) invoices and/or receipts for out-of-pocket expenses incurred by such parties in connection with the planning and legal work described above; and (c) such other supporting documentation as may be requested by the City (collectively, a “Disbursement Request”). A Disbursement Request by the City for reimbursement shall include an itemization of the fees and