Common use of EDC Bonds Clause in Contracts

EDC Bonds. (a) The Commission and the Town agree to take the steps necessary to cause the issuance of EDC Bonds of the Town secured by a pledge of Pledged TIF Revenues (as defined herein), in one or more series, pursuant to Indiana Code 36-7-11.9 and -12, as amended (the “EDC Act”), and provide the proceeds of the EDC Bonds, net of (i) costs of issuance of the EDC Bonds, (ii) capitalized interest, if necessary and (iii) funding a debt service reserve for the EDC Bonds, if necessary, to the Developer for costs of the Project. The EDC Bonds shall mature no later than twenty-five (25) years from the date on which the first obligation payable from the TIF Revenues is payable. (b) The EDC Bonds will be payable solely from a pledge by the Commission of eighty percent (80%) of the TIF Revenues resulting from the parcels located in the Project Site (the “Pledged TIF Revenues”). The remaining twenty percent (20%) of the TIF Revenues not pledged to the payment of the EDC Bonds shall remain in the allocation fund for the TIF Area and be available for use by the Commission for any purpose authorized by the RDC Act. (c) The Developer will purchase the EDC Bonds or will provide a purchaser for the EDC Bonds. Prior to the sale of the EDC Bonds, the Developer will negotiate the specific terms of the EDC Bonds including, but not limited to, interest rates, interest accrual periods, payment dates, denominations, reserve requirements, if any, tax status, capitalized interest requirements, if any, and final maturities (but in any event not to exceed 25 years from the date the first obligation is issued that is payable from Pledged TIF Revenues). Cost of issuance shall be payable from the proceeds of the EDC Bonds or otherwise be payable by the Developer and shall include all reasonable costs of the Developer, the Town and the Commission incurred in the development of this MOU, any further agreements of the parties in respect of the Project, and the issuance of the EDC Bonds including but not limited to fees and expenses of local counsel, bond counsel, Developer counsel, municipal advisory expenses, engineering fees, trustee expenses, advertising costs, bond printing expenses and other issuance related expenses. The par amount of the EDC Bonds shall be sized based upon the anticipated amount of Pledged TIF Revenues available to fully support payment of the EDC Bonds as determined by the municipal advisor to the Town and the Commission, but is presently anticipated to be not less than $4,000,000. (d) The Developer may modify the scope or timing of any phase or work within a phase for the Project, or combine a separate work into additional phases, so long as the Developer is proceeding to complete the Project. The Developer shall at all times keep the Commission and Town advised as to any changes in scope, phases or timing of the Project that would impact the timing for the issuance of the EDC Bonds. (e) The parties agree that the Project will not commence until the Town and Commission have completed the establishment of the TIF Area as evidenced by the adoption by the Commission of a confirmatory resolution and the filing of the same with the Department of Local Government Finance and the Xxxxx County Auditor. The parties will coordinate on the timing for the issuance of the EDC Bonds so as to accommodate the construction schedule and financing needs for the Project. (f) The Town agrees that it shall use its best efforts to assist the Developer in meeting schedule requirements, and in furtherance thereof, the Town agrees to complete all review and grant all approvals expeditiously so long as the plans and specifications or other documents or performance meet the Town’s usual and established requirements. Any costs of the Project that exceed the construction fund proceeds from the EDC Bonds shall be the responsibility of the Developer, and neither the Town nor the Commission shall have any responsibility for the payment thereof. (g) The parties agree to mutually cooperate in acquiring all necessary easements or rights-of-way for the construction and installation of the Project. (h) Any Pledged TIF Revenues (i) in excess of the amount necessary to pay the EDC Bonds and any Parity Obligations on an annual basis, (ii) to fund any required reserves and (iii) to reimburse Developer for interest or principal due on the EDC Bonds paid by Developer for which the Pledged TIF Revenues were insufficient at the time such amounts were then due; shall be used, as determined by the Commission, to either (x) redeem or defease all or a portion of the EDC Bonds prior to maturity or (y) pay costs of other local improvements in or serving the TIF Area (or to pay debt service on obligations issued for additional local public improvements in or serving the TIF Area). (i) The Town and the Commission reserve the right to issue additional obligations payable from Pledged TIF Revenues or make additional pledges of Pledged TIF Revenues on a parity with the EDC Bonds (“Parity Obligations”) to refund outstanding the EDC Bonds or Parity Obligations or to finance additional local public improvements in, serving, connected to or benefitting the TIF Area, provided: (1) All payments due under the EDC Bonds and all payments on any Parity Obligations shall be current to date in accordance with the terms thereof, with no payment in arrears. (2) For Parity Obligations, the Developer and the Commission shall have received a certificate prepared by an independent, qualified accountant or feasibility consultant (the “Certifier”) certifying the amount of the Pledged TIF Revenues estimated to be received in each succeeding year, adjusted as provided below, which estimated amount shall be at least equal to one hundred fifty percent (150%) of the debt service requirements with respect to the EDC Bonds, any outstanding Parity Obligations and the proposed Parity Obligations, for each respective year during the term of the outstanding EDC Bonds and Parity Obligations. In estimating the Pledged TIF Revenues to be received in any future year, the Certifier shall base the calculation on assessed valuation actually assessed or estimated to be assessed as of the assessment date immediately preceding the issuance of the Parity Obligations; provided, however, the Certifier shall adjust such assessed values for the current and future reductions of real property tax abatements granted to property owners in the TIF Area and the Certifier may take into account the effect of reassessment on Pledged TIF Revenues to the extent it can be reasonably estimated. (j) The Town and the Commission covenant to use their best efforts to cause the issuance of bonds payable solely from the Pledged TIF Revenues (the “Refunding Bonds”) to refund in full all outstanding EDC Bonds at such time as such Refunding Bonds are marketable in the opinion of an independent municipal advisor or underwriter selected by the Developer and approved by the Commission and Town. (k) The parties to this MOU agree to use their respective best efforts to obtain any additional incentives or economic development assistance from the State of Indiana or any other entity that may be beneficial for the expeditious development of the Project.

EDC Bonds. (a) The Commission and the Town City agree to take the steps necessary use their best efforts to cause the issuance of EDC Bonds of the Town City secured by a pledge of Pledged TIF Revenues (as defined herein), in one or more series, pursuant to Indiana Code 36-7-11.9 and -12, as amended (the “EDC Act”), and provide the proceeds of the EDC Bonds, net of (i) costs of issuance of the EDC Bonds, (ii) capitalized interest, if necessary and (iii) funding a debt service reserve for the EDC Bonds, if necessary, to the Developer for application to costs of the Project. The EDC Bonds shall mature no later than twenty-five (25) years from the date on which the first obligation payable from the TIF Revenues is payable. (b) The EDC Bonds will be payable solely in whole or in part from a pledge by the Commission of eighty percent (80%) of the TIF Revenues resulting from the parcels located in real property and improvements constituting the Project Site (the “Pledged TIF Revenues”). The remaining twenty percent (20%) of the TIF Revenues not pledged to the payment of the EDC Bonds shall remain in the “allocation fund fund” for the TIF Area and be available for use by the Commission for any purpose authorized by the RDC Act. (c) The Developer SEP will purchase the EDC Bonds or will provide a purchaser for the EDC Bonds. Prior to the sale of the EDC Bonds, the Developer will negotiate the specific terms of the The EDC Bonds including, but not limited to, will be issued as “draw bonds,” will bear interest rates, interest accrual periods, payment dates, denominations, reserve requirements, if any, tax status, capitalized interest requirements, if any, and final maturities (but in any event at a rate not to exceed 5.0% payable semiannually based upon a 360- day year comprised of twelve 30-day months with no interest thereon being capitalized, will have principal payable semi-annually (subject to, at the option of the Developer, interest and principal accruing and being unpaid to the extent sufficient TIF Revenues are not then available), will be issued in minimum denominations of $100,000 and integral multiples of $5,000 in excess thereof, will not require a debt service reserve fund, will be issued as taxable obligations and will have a final maturity of no later than 25 years from the date the first obligation is issued that is payable from Pledged TIF Revenues). Cost of issuance shall be payable from the proceeds of the EDC Bonds or otherwise be payable by the Developer and shall include all reasonable costs of the Developer, the Town City and the Commission incurred in the development preparation of this MOU, any further agreements of the parties in respect of the Project, and the issuance of the EDC Bonds including Bonds, including, but not limited to to, fees and expenses of local counsel, bond counsel, Developer counsel, municipal advisory expenses, engineering fees, trustee expenses, advertising costs, bond printing expenses and other issuance related expensesexpenses (the foregoing herein referred to as “Costs of Issuance”). The par amount of the EDC Bonds shall be sized based upon the anticipated amount of Pledged TIF Revenues available to fully support payment of the EDC Bonds as determined by the municipal advisor to the Town City and the Commission, but is presently anticipated to be $3,500,000 (but not more than that amount), resulting in net proceeds available to fund the acquisition and construction of the Project in an amount not less than $4,000,0003,200,000. The City and the Commission will consult with the Developer regarding Costs of Issuance attributable to the City’s and the Commision’s attorneys, financial advisors, consultants and other third party costs and expenses in an effort to assure that the aggregate Costs of Issuance, inclusive of the Costs of Issuance atrtributable to the Developer, to be paid from the proceeds of the EDC Bonds will not exceed $300,000. (d) The Developer may modify the scope or timing of any phase or work within a phase for the Project, or combine a separate work into additional phases, so long as the Developer is proceeding with due diligence to complete the Project. The Developer shall at all times keep the Commission and Town City advised as to any changes in scope, phases or timing of the Project that would impact the timing for the issuance of the EDC Bonds. (e) The parties agree that Developer, at its option, may elect to delay the commencement of construction of the Project will not commence until the Town City and Commission have completed the establishment of the TIF Area as evidenced by the adoption by the Commission of a confirmatory resolution and the filing of the same with the Department of Local Government Finance and the Xxxxx Xxxxxxxx County AuditorAuditor or it may commence construction of the Project upon its acquisition of the Project Site. The parties will coordinate on the timing for the issuance of the EDC Bonds so as to accommodate the construction schedule and financing needs for the Project. (f) The Town City agrees that it shall use its best efforts to assist the Developer in meeting schedule requirements, which includes issuance of the EDC Bonds no later than September 30, 2020 (or as soon thereafter is legally permissible) and in furtherance thereof, the Town City agrees to use its best efforts to complete all review and grant all approvals expeditiously so long as the plans and specifications or other documents or performance meet the TownCity’s usual and established requirements. Any costs of the Project that exceed the construction fund proceeds from the EDC Bonds shall be the responsibility of the Developer, and neither the Town City nor the Commission shall have any responsibility for the payment thereof. (g) The parties agree to mutually cooperate in acquiring all necessary easements or rights-of-way for the construction and installation of the Project. (h) Any Pledged TIF Revenues (i) in excess of the amount necessary (i) to pay the EDC Bonds and any Parity Obligations on an annual basis, (ii) to fund any required reserves and (iii) to reimburse Developer SEP for interest or principal principal, if any, due on the EDC Bonds paid by Developer SEP for which the Pledged TIF Revenues were insufficient at the time such amounts were then due; due shall be used, as determined by the Commission, used to either first (x) redeem or defease all or a portion of the EDC Bonds prior to maturity or and (y) second pay costs of other local improvements in or serving the TIF Area (or to pay debt service on obligations issued for additional local public improvements in or serving the TIF Area)) or any other use permitted under the RDC Act. (i) The Town City and the Commission reserve the right to issue additional obligations payable from Pledged TIF Revenues or make additional pledges of Pledged TIF Revenues on a parity with the EDC Bonds (“Parity Obligations”) to refund outstanding the EDC Bonds or Parity Obligations or to finance additional local public improvements in, serving, connected to or benefitting the TIF Area, provided: (1) All payments due under the EDC Bonds and all payments on any Parity Obligations shall be current to date in accordance with the terms thereof, with no payment in arrears. (2) For Parity Obligations, the Developer and the Commission shall have received a certificate prepared by an independent, qualified accountant or feasibility consultant (the “Certifier”) certifying the amount of the Pledged TIF Revenues estimated to be received in each succeeding year, adjusted as provided below, which estimated amount shall be at least equal to one hundred fifty percent (150125%) of the debt service requirements with respect to the EDC Bonds, any outstanding Parity Obligations and the proposed Parity Obligations, for each respective year during the term of the outstanding EDC Bonds and Parity Obligations. In estimating the Pledged TIF Revenues to be received in any future year, the Certifier shall base the calculation on assessed valuation actually assessed or estimated to be assessed as of the assessment date immediately preceding the issuance of the Parity Obligations; provided, however, the Certifier shall adjust such assessed values for the current and future reductions of real property tax abatements granted to property owners in the TIF Area and the Certifier may take into account the effect of reassessment on Pledged TIF Revenues to the extent it can be reasonably estimated. (j) The Town City and the Commission covenant to use their best efforts to cause the issuance of bonds payable solely from the Pledged TIF Revenues (the “Refunding Bonds”) to refund in full all outstanding EDC Bonds of SEP issued pursuant to Section 2(a) hereof at such time as such Refunding Bonds are marketable in the opinion of an independent municipal advisor or underwriter selected by the Developer SEP and approved by the Commission and TownCity. (k) The parties to this MOU agree to use their respective best efforts to obtain any additional incentives or economic development assistance from the State of Indiana or any other entity that may be beneficial for the expeditious development of the Project.