Common use of Additional Proceeds Clause in Contracts

Additional Proceeds. In the event and to the extent any of the Sources of Financing for the Project exceed the amounts shown in this Method of Financing and the Project Budget, then the resulting “Additional Proceeds” shall first be used to pay for any increased costs of the Project as set forth in a Project Budget at Closing approved in writing by the Mayor for which there are no other Sources of Financing, and thereafter, twenty-five percent (25%) of such Additional Proceeds shall be paid to Developer to be used first to pay a return on the Developer Equity, and the other seventy-five percent (75%) of such Additional Proceeds shall be used to reduce or repay the City Loan, excluding the Relocation costs as described in Section 2.2 i. of this Method of Financing. Developer shall make any payment of Additional Proceeds to the City within thirty (30) days following written request from the City or its authorized designee. Additional Proceeds shall be deemed to exist to the extent Developer obtains (i) a Permanent Loan in a principal amount in excess of the estimated amount of the Permanent Loan shown in the Sources of Financing table in Section 2 above, (ii) any additional grant funds (including, without limitation energy efficiency rebates), (iii) equity raised from the sale of Low Income Housing Tax Credits in excess of the estimated amount of the Low Income Housing Tax Credits shown in the Sources of Financing table in Section 2 above, (iv) proceeds from the refinancing of the initial Permanent Loan in excess of the amount needed to pay in full the then-current balance of the Permanent Loan, plus any amount actually used by Developer to repair, maintain, upgrade, renovate or perform similar work on the Leasehold or Project in a manner consistent with the terms and conditions of the DDA and Agreement Affecting Real Property as reasonably determined by the Mayor, or

Additional Proceeds. In the event and to the extent any of the Sources of Financing for the Project exceed the amounts shown in this Method of Financing and the Project Budget, then the resulting “Additional Proceeds” Proceeds shall first be used as follows: (i) upon Construction Closing, any such Additional Proceeds shall be used to pay for any increased costs of the Project as set forth in a revised Project Budget at Closing approved in writing by the Mayor for which there are no other Sources of Financing; (ii) upon completion of a cost certification performed not later than six (6) months following Completion of the Project, at Borrower’s expense, by an independent certified public accountant acceptable to the City (or its authorized designee), any resulting Additional Proceeds realized shall be paid as follows: first, seventy-five percent (75%) of such Additional Proceeds shall be paid to the Owner solely for Owner’s payment of amounts due under the Land Note, and thereafter, twenty-five percent (25%) of such Additional Proceeds shall be paid to, or shall reduce loan amounts attributable to Developer the construction of the Affordable Units on a proportionate basis relative to be used first the respective loan amounts as follows: (a) to pay a return on the Developer EquityCity, to reduce the principal amount of the City Loan, (b) to the Housing Commission, to reduce the principal amount of the Housing Commission Loan, and (c) to HCD, to reduce the other seventyamount of the XXX Loan; and second, after the Land Note is paid in full, twenty-five percent (25%) of any remaining Additional Proceeds shall be paid to Owner, and seventy- five percent (75%) of such Additional Proceeds shall be used paid to, or shall reduce loan amounts attributable to the construction of the Affordable Units on a proportionate basis relative to the respective loan amounts as follows: (a) to the City, to reduce or repay the principal amount of the City Loan, (b) to the Housing Commission, excluding to reduce the Relocation costs as described in Section 2.2 i. principal amount of this Method the Housing Commission Loan, and (c) to HCD, to reduce the amount of Financingthe XXX Loan. Developer Borrower shall make any payment of Additional Proceeds to the City within thirty (30) days following written request from the City or its authorized designee. Additional Proceeds shall be deemed to exist to the extent Developer Borrower obtains (i) a Permanent Loan in a principal amount in excess of the estimated amount of the Permanent Loan shown in the Sources of Financing table in Section 2 aboveof the Method of Financing (Attachment No. 3 to the OPA), (ii) any additional grant funds (including, without limitation energy efficiency rebates), or (iii) equity raised from the sale of Low Income Housing Tax Credits in excess of the estimated amount of the Low Income Housing Tax Credits shown in the Sources of Financing table in Section 2 above, (iv) proceeds from the refinancing of the initial Permanent Loan Method of Financing,. The allocation of Additional Proceeds described in excess this paragraph shall not apply in favor of the amount needed to pay in full City, the then-current balance of the Permanent LoanHousing Commission or HCD, plus any amount actually used by Developer to repair, maintain, upgrade, renovate or perform similar work on the Leasehold or Project in a manner consistent with the terms and conditions of the DDA and Agreement Affecting Real Property shall be adjusted as reasonably determined necessary, to the extent that such allocation is prohibited by any established federal or State law, regulation or policy governing the Mayoruse of any Sources of Financing issued by federal or State agencies or will cause an adverse effect under any established federal or State law, orregulation or policy.

Additional Proceeds. In As further described in the Method of Financing, in the event and to the extent any of the Sources of Financing for the Project exceed the amounts shown in this the Method of Financing and the Project Budget, then the resulting excess portion of the Sources of Financing (“Additional Proceeds” ”) shall first be used as follows: (i) upon Construction Closing, any such Additional Proceeds shall be used to pay for any increased costs of the Project as set forth in a revised Project Budget at Closing approved in writing by the Mayor for which there are no other Sources of Financing; (ii) upon completion of a cost certification performed not later than six (6) months following Completion of the Project, at Borrower’s expense, by an independent certified public accountant acceptable to the City (or its authorized designee), any resulting Additional Proceeds realized shall be paid as follows: first, seventy-five percent (75%) of such Additional Proceeds shall be paid to the Owner solely for Owner’s payment of amounts due under the Land Note, and thereafter, twenty-five percent (25%) of such Additional Proceeds shall be paid to, or shall reduce loan amounts attributable to Developer the construction of the Affordable Units on a proportionate basis relative to be used first the respective loan amounts as follows: (a) to pay a return on the Developer EquityCity, to reduce the principal amount of the City Loan, (b) to the Housing Commission, to reduce the principal amount of the Housing Commission Loan, and (c) to HCD, to reduce the other amount of the XXX Loan; and (iii) third, after the Land Note is paid in full, twenty-five percent (25%) of any remaining Additional Proceeds shall be paid to Owner, and seventy-five percent (75%) of such Additional Proceeds shall be used paid to, or shall reduce loan amounts attributable to the construction of the Affordable Units on a proportionate basis relative to the respective loan amounts as follows: (a) to the City, to reduce or repay the principal amount of the City Loan, excluding (b) to the Relocation costs as described in Section 2.2 i. Housing Commission, to reduce the principal amount of this Method the Housing Commission Loan, and (c) to HCD, to reduce the amount of Financingthe XXX Loan. Developer shall make any payment The allocation of Additional Proceeds to described in this paragraph shall not apply in favor of the City within thirty (30) days following written request from City, the City Housing Commission or its authorized designee. Additional Proceeds HCD, or shall be deemed to exist adjusted as reasonably necessary, to the extent Developer obtains (i) a Permanent Loan in a principal amount in excess that such allocation is prohibited by any established federal or State law, regulation or policy governing the use of the estimated amount of the Permanent Loan shown in the any Sources of Financing table in Section 2 aboveissued by federal or State agencies or will cause an adverse effect under any established federal or State law, (ii) any additional grant funds (including, without limitation energy efficiency rebates), (iii) equity raised from the sale of Low Income Housing Tax Credits in excess of the estimated amount of the Low Income Housing Tax Credits shown in the Sources of Financing table in Section 2 above, (iv) proceeds from the refinancing of the initial Permanent Loan in excess of the amount needed to pay in full the then-current balance of the Permanent Loan, plus any amount actually used by Developer to repair, maintain, upgrade, renovate regulation or perform similar work on the Leasehold or Project in a manner consistent with the terms and conditions of the DDA and Agreement Affecting Real Property as reasonably determined by the Mayor, orpolicy.

Additional Proceeds. In the event and to the extent any of the Sources of Financing for the Project exceed the amounts shown in this the Method of Financing and the Project Budget, then the resulting “Additional Proceeds” Proceeds shall first be used to pay for any increased costs of the Project as set forth in a revised Project Budget at Closing approved in writing by the Mayor Agency Executive Director for which there are no other Sources of Financing, and thereafter, twenty-five fifty percent (2550%) of such Additional Proceeds shall be paid to Developer to be used first to pay a return on the Deferred Developer Equity, Fee and the other seventy-five fifty percent (7550%) of such Additional Proceeds shall be used to reduce or repay the City Agency Loan, excluding and provided that, upon the Relocation costs as described Construction Closing, the Housing Commission enters into that certain Housing Commission Agreement with the Agency, the applicable portion of such remaining Additional Proceeds shall be used to reduce or repay the Housing Commission Loan and the Agency Loan in Section 2.2 i. proportion to their respective original principal balances. Based on the anticipated original principal balances of this Method such two loans, out of Financingthe 50% of Cost Savings allocated to the Agency and the Housing Commission, 20.84% of the such Cost Savings shall be paid to the Agency to reduce the principal amount of the Agency Loan and 79.16% of the such Cost Savings shall be paid to the Housing Commission to reduce the principal amount of the Housing Commission Loan. Developer Borrower shall make any payment of Additional Proceeds to the City Agency within thirty (30) days following written request from the City Agency or its authorized designee. Additional Proceeds shall be deemed to exist to the extent Developer Borrower obtains (i) a Permanent Loan in a principal amount in excess of the estimated amount of the Permanent Loan shown in the Sources of Financing table in Section 2 aboveof the Method of Financing (Attachment No. 3 to the OPA), (ii) any additional grant funds (including, without limitation energy efficiency rebates), (iii) equity raised from the sale of Low Income Housing Tax Credits in excess of the estimated amount of the Low Income Housing Tax Credits shown in the Sources of Financing table in Section 2 aboveof the Method of Financing, or (iv) proceeds from the refinancing of the initial Permanent Loan in excess of (y) the amount needed to pay in full the then-current balance of the Permanent Loan, plus (z) any amount actually used by Developer Borrower to repair, maintain, upgrade, renovate or perform similar work on the Leasehold or Project in a manner consistent with the terms and conditions of the DDA OPA and Agreement Affecting Real Property as reasonably determined by the MayorAgency Executive Director. The allocation of Additional Proceeds described in this paragraph shall not apply in favor of the Agency or the Housing Commission, oror shall be adjusted as reasonably necessary, to the extent that such allocation is prohibited by any established federal or State law, regulation or policy governing the use of any Sources of Financing issued by federal or State agencies or will cause an adverse effect under any established federal or State law, regulation or policy with respect to the calculation of the “tiebreaker” score attributable to the application submitted by Borrower to CTCAC seeking an allocation of Low Income Housing Tax Credits toward the Project.

Additional Proceeds. In the event and to the extent any of the Sources of Financing for the Project exceed the amounts shown in this Method of Financing and the Project Budget, then the resulting “Additional Proceeds” Proceeds shall first be used to pay for any increased costs of the Project as set forth in a revised Project Budget at Closing approved in writing by the Mayor Agency Executive Director for which there are no other Sources of Financing, and thereafter, twenty-five fifty percent (2550%) of such Additional Proceeds shall be paid to Developer to be used first to pay a return on the Deferred Developer Equity, Fee and the other seventy-five fifty percent (7550%) of such Additional Proceeds shall be used to reduce or repay the City Agency Loan, excluding and provided that, upon the Relocation costs as described Construction Closing, the Housing Commission and the Agency enter into that certain Agency/Housing Commission Agreement, the applicable portion of such remaining Additional Proceeds shall be used to reduce or repay the Housing Commission Loan and the Agency Loan in Section 2.2 i. proportion to their respective original principal balances. Based on the anticipated original principal balances of this Method such two loans, out of Financingthe 50% of Additional Proceeds allocated to the Agency and the Housing Commission, 20.84% of the such Additional Proceeds shall be paid to the Agency to reduce the principal amount of the Agency Loan and 79.16% of such Additional Proceeds shall be paid to the Housing Commission to reduce the principal amount of the Housing Commission Loan. Developer Owner shall make any payment of Additional Proceeds to the City Agency within thirty (30) days following written request from the City Agency or its authorized designee. Additional Proceeds shall be deemed to exist to the extent Developer Owner obtains (i) a Permanent Loan in a principal amount in excess of the estimated amount of the Permanent Loan shown in the Sources of Financing table in Section 2 above, (ii) any additional grant funds (including, without limitation energy efficiency rebates), (iii) equity raised from the sale of Low Income Housing Tax Credits in excess of the estimated amount of the Low Income Housing Tax Credits shown in the Sources of Financing table in Section 2 3. above, or (iv) proceeds from the refinancing of the initial Permanent Loan in excess of (y) the amount needed to pay in full the then-current balance of the Permanent Loan, plus (z) any amount actually used by Developer Owner to repair, maintain, upgrade, renovate or perform similar work on the Leasehold or Project in a manner consistent with the terms and conditions of the DDA OPA and Agreement Affecting Real Property as reasonably determined by the MayorAgency Executive Director. The allocation of Additional Proceeds described in this paragraph shall not apply in favor of the Agency or the Housing Commission, oror shall be adjusted as reasonably necessary, to the extent that such allocation is prohibited by any established federal or State law, regulation or policy governing the use of any Sources of Financing issued by federal or State agencies or will cause an adverse effect under any established federal or State law, regulation or policy with respect to the calculation of the “tiebreaker” score attributable to the application submitted by Owner to CTCAC seeking an allocation of Low Income Housing Tax Credits toward the Project.