2009-12-07 Regular Council Session

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5.1.5 Issuance of Taxable TIF Notes. Notwithstanding any provision of this Agreement to the contrary, the City may elect to issue all or any portion of the TIF Notes at the Taxable Rate. 5.2 TIF Bonds{}. TC "5.2 TIF Bonds" \f C \l "3" 5.2.1 Issuance. The City may, at its discretion, issue TIF Bonds in an amount sufficient to refund all or a portion of the outstanding TIF Notes associated with such portion of the Redevelopment Project. However, no TIF Bonds will be issued until after (a) the City’s acceptance of the Certificate of Substantial Completion and (b) the City’s receipt of the items Section 5.2.2 specified in for either the RPA-1 Redevelopment Project or the RPA-2 Redevelopment Project. If the City elects to issue TIF Bonds, the City will use its best efforts to issue TIF Bonds in an amount sufficient to refund the applicable outstanding TIF Notes (but not exceeding the lesser of the applicable Maximum Reimbursement Amount or the Final Certified Amount). For purposes of this section, “best efforts” shall mean that, if the market conditions for such TIF Bonds are such that the payment terms of the TIF Bonds are sufficiently favorable that reasonably prudent city financial officers or agents would undertake such a refunding or refinancing of the applicable TIF Notes, the City shall issue such TIF Bonds. If the TIF Analyst determines that the amount of TIF Revenues are not sufficient to refund all of the applicable TIF Notes (based on actual and projected receipts of TIF Revenues, debt service coverage tests, and such other factors as the TIF Analyst determines are appropriate), then (1) the City shall use its best efforts to issue TIF Bonds in the maximum amount possible (in the TIF Analyst’s sole opinion), and (2) the Developer shall fully subordinate the repayment of principal and interest on any remaining TIF Notes associated with the applicable portion of the Redevelopment Project (the “Subordinate Notes”) to the payment of all interest and principal due and owing on the TIF Bonds, and shall agree to the reissuance of any such Subordinate Notes as either taxable or tax-exempt obligations, as determined by Bond Counsel. Notwithstanding anything to the contrary herein, the aggregate principal amount of the TIF Bonds and the Subordinate Notes for a specific portion of the Redevelopment Project shall not be greater than the lesser of the corresponding Maximum Reimbursement Amount or the Final Certified Amount for such portion of the Redevelopment Project. 5.2.2 Bond Information. Section 5.2.1 Prior to the issuance of TIF Bonds under for either of the RPA-1 Redevelopment Project or the RPA-2 Redevelopment Project, the Developer shall provide to the City for the RPA-1 Redevelopment Project or the RPA-2 Redevelopment Project, as applicable, (a) the most current project budget, including actual Project Costs incurred and (b) such other documentation as the City shall reasonably require of the Developer in order to (i) verify the actual Project Costs incurred, (ii) for the TIF Analyst to properly advise the City regarding the proposed bond issue and (iii) for the City to obtain an opinion of Bond Counsel regarding the proposed TIF Bonds. If the City does not provide a written challenge to any of the actual Project Costs submitted by the Developer within 45 days of the receipt of the current project budget, such actual Project Costs shall be deemed verified for purposes of calculating the Final Certified Amount. The City may retain such consultants as it deems necessary in connection with such verification, the cost of which shall be initially borne by the City, but which is subject Section 6.2 to reimbursement pursuant to hereof. 5.2.3 Net Proceeds. The net proceeds of any TIF Bonds (after the payment of Issuance Costs, capitalized interest and required reserve funds) shall be used first to refund the applicable TIF Notes. If the proceeds from the initial issue of TIF Bonds for a portion of the Redevelopment Project are not sufficient to refund all of the applicable TIF Notes, the City may,