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substantially the form set forth in EXHIBIT B attached hereto. The Authority and the Developer agree <br />that the consideration from the Developer for the purchase of the TIF Note will consist of the Developer's <br />payment of Public Development Costs incurred by the Developer in at least the principal amount of the <br />TIF Note. Before delivery of the TIF Note, the Developer shall have: <br />(i) delivered to the Authority written evidence in a form satisfactory to the Authority <br />that the Developer has paid Public Development Costs in at least the principal amount of $546,000; <br />(ii) submitted the Construction Plans to the Authority and obtained approval for the <br />Construction Plans from the Authority; <br />(iii) submitted and obtained Authority approval of financing in accordance with <br />Section 7.1 hereof; and <br />(iv) delivered to the Authority an investment letter in a form reasonably satisfactory to <br />the Authority. <br />(b) The Developer understands and acknowledges that the Authority makes no <br />representations or warranties regarding the amount of Available Tax Increment, or that revenues pledged <br />to the TIF Note will be sufficient to pay the principal of and interest on the TIF Note. Any estimates of <br />Tax Increment prepared by the Authority or its municipal advisors in connection with the TIF District or <br />this Agreement are for the benefit of the Authority, and are not intended as representations on which the <br />Developer may rely. <br />(c) The Authority acknowledges that the Developer may assign or sell the TIF Note to a lender <br />or other party. The Authority consents to this type of assignment or sale, conditioned upon receipt of an <br />investment letter from the lender or other party in a form reasonably acceptable to the Authority. <br />(d) If the TIF District is disqualified as described in Section 4.6 hereof, the Authority is <br />required by the TIF Act to stop payments of Available Tax Increment to pay principal of and interest on <br />the TIF Note. <br />Section 3.7. Payment of Administrative Costs. The Developer has deposited with the Authority <br />$ to pay Administrative Costs of the City and the Authority. The City and the Authority will use <br />such deposit to pay "Administrative Costs," which term means out-of-pocket costs incurred by the City <br />and the Authority, together with staff and consultant costs of the City and the Authority, all attributable to <br />or incurred in connection with the negotiation and preparation of this Agreement, the TIF Plan, and other <br />documents and agreements in connection with the establishment of the TIF District and redevelopment of <br />the Redevelopment Property, and not previously paid by the Developer. At the Developer's request, but <br />no more often than monthly, the Authority will provide the Developer with a written report including <br />invoices, time sheets or other comparable evidence of expenditures for Administrative Costs and the <br />outstanding balance of funds deposited. At any time the deposit drops below $1,000, the Developer shall <br />replenish the deposit to the full $ within thirty (30) days after receipt of written notice thereof <br />from the Authority. If at any time the Authority or the City determines that the deposit is insufficient to <br />pay Administrative Costs, the Developer is obligated to pay such shortfall within fifteen (15) days after <br />receipt of a written notice from the Authority containing evidence of the unpaid costs. If Administrative <br />Costs incurred, and reasonably anticipated to be incurred are less than the deposit by the Developer, the <br />Authority shall return to the Developer any funds not anticipated to be needed. <br />Section 3.8. Records. The Authority and its representatives will have the right at all reasonable <br />times after reasonable notice to inspect, examine and copy all books and records of Developer relating to <br />51691 M JAE MU205-47 <br />