HomeMy WebLinkAboutCRA-R-20-0026 Exhibit AThe definition of "Phase 1 " as set forth in Section 2.48 of the Agreement hereby is amended
to add the following new sentence at the end of the Section: "Phase 1 Retail" means not
less than Three Hundred Sixty Thousand (360,000) gross square feet of retail space within Tract
A, and "Phase I Retail Part A" means no less than Two Hundred Thousand (200,000) gross
square feet of retail space forming part of the Phase I Retail.
The definition of "Substantially Completed" or "Substantial Completion," or words of like
import, as set forth in Section 2.72 of the Agreement hereby is amended to add the
following new sentence at the end of the Section:
"Notwithstanding the foregoing, Phase I Retail Part A Substantial Completion
shall be deemed to have occurred for all purposes of this Agreement if (i) not less
than One Hundred Twenty Thousand (120,000) gross square feet of retail space
forming part of Phase I Retail Part A shall have been Substantially Completed by
no later than June 1, 2020, and (ii) not less than One Hundred Sixty Thousand
(160,000) gross square feet of retail space forming part of Phase I Retail Part A
shall have been Substantially Completed by no later than January 1, 2022, and (iii)
not less than Two Hundred Thousand (200,000) gross square feet of retail space
forming part of Phase I Retail Part A shall have been Substantially Completed by
no later than January 1, 2023."
Consistent with the foregoing phased Substantial Completion of Phase I Retail Part A, as
conforming amendments, Sections 4.2, 4.2.1 and 4.2.2 of the Agreement hereby are
amended in their entirety to read as follows:
"4.2 Development Incentive. Subject to CRA Approval, City Approval and
County Approval, and commencing after the Substantial Completion of Phase I Retail
Part A (being no less than One Hundred Twenty Thousand (120,000) gross square feet of
retail space), on an annual basis in all cases, as an inducement to the development of the
Project, the CRA agrees to pay to the Incentive Payment Administrator a percentage of
Incremental TTF as follows:"
"4.2.1 Payment of Incremental TIF. On an annual basis for each calendar
year, commencing after the Base Year and after Substantial Completion of not less than
One Hundred Twenty Thousand (120,000) gross square feet of retail space forming part of
Phase I Retail Part A and continuing throughout the Term of this Agreement, subject to
reduction under Section 4.2.2 below, the CRA shall pay to Incentive Payment
Administrator an incentive payment equal to Fifty -Seven Percent (57%) of the Incremental
TTF (the "Incentive Payment"). All Incentive Payments shall be due and payable within
thirty (30) days of the CRA's receipt of incremental TIF. For the avoidance of any doubt,
no Incentive Payment will be due for any period prior to the Substantial Completion of the
One Hundred Twenty Thousand (120,000) gross square feet of retail space forming part of
Phase I Retail Part A. For the avoidance of any doubt, to the extent any Phase I Retail
Part A threshold set forth in Section 2.72 (as herein modified) is not satisfied as of any
specified date, the Incentive Payment shall not be paid to the Incentive Payment
Administrator for such year or for each applicable year thereafter_ until such time as such
retail development threshold for Phase I Retail Part A is achieved."
"4.2.2.1 Phase I Retail Part A: If Substantial Completion of not
less than One Hundred Twenty Thousand (120,000) gross square feet of retail space
forming part of Phase I Retail Part A shall not have occurred prior to January 1, 2021,
then the Incentive Payment based upon the Incremental TIF derived from such
uncompleted portions of the Phase I Retail shall be reduced in accordance with the
following schedule: (i) by ten percent (10%) for all or a portion of the Improvements
totaling less than 120,000 gross square feet of retail space comprising part of Phase I Retail
Part A which have not achieved Substantial Completion as of January 1, 2021; (ii) by
twenty percent (20%) for all or a portion of the Improvements totaling less than 160,000
gross square feet of retail space comprising part of Phase I Retail Part A which have not
achieved Substantial Completion as of January 1, 2022, but have achieved Substantial
Completion as of January 1, 2023; and (iii) by thirty percent (30%) for all or a portion of
the Improvements totaling less than 200,000 gross square feet of retail_ comprising part of
the Phase I Retail Part A which have not achieved Substantial Completion as of January
1, 2023, but shall have achieved Substantial Completion as of January 1, 2024. If
Substantial Completion shall not have occurred with respect to all or any portion of the
Improvements comprising part of Phase I Retail Part A as of June 1, 2024, then the
Incentive Payment based upon the Incremental TIF derived from all or a portion of the
Improvements comprising the Phase I Retail Part A shall automatically be divested and
shall terminate and be of no further force and effect for all or such portions of
Improvements comprising part of Phase I Retail Part A which have not achieved
Substantial Completion, and Incentive Payment Administrator shall not be entitled to any
Incremental TTF with respect to any of the Improvements comprising part of the Phase I
Retail Part A which are not Substantially Completed by January 1, 2024."