Payment in Lieu of Taxes for Tax Exempt Entities. Developer shall not Transfer a Lot that, pursuant to its Assignment and Assumption Agreement, includes non-residential uses identified in Section 1.2.2, to any Person, or lease or otherwise grant any occupancy rights for space in Improvements owned by Developer to any Person for any use, that is exempt from ad valorem real property taxes without first (i) obtaining from such Person a binding contractual commitment (each, a “PILOT Agreement”), in a form Approved by and for the benefit of the Agency, obligating such Person to make a payment in lieu of taxes equal to the full amount of (x) the ad valorem real property taxes to the extent benefitting the Agency and the City, and (y) Project Special Taxes, in any case that would have been assessed against the Lot or Improvements notwithstanding such ownership, use or occupancy by such Person; (ii) itself entering into a binding PILOT Agreement, in form Approved by and for the benefit of the Agency, requiring Developer to make a payment in lieu of taxes equal to the full amount of (x) the ad valorem real property taxes to the extent benefitting the Agency and the City and (y) Project Special Taxes that would have been assessed against the Lot or Improvements notwithstanding such ownership, use or occupancy by such Person; or
Payment in Lieu of Taxes for Tax Exempt Entities. Developer shall not Transfer a Lot that, pursuant to its Assignment and Assumption Agreement, includes non-residential uses identified in Section 1.2.2, to any Person, or lease or otherwise grant any occupancy rights for space in Improvements owned by Developer to any Person for any use, that is exempt from ad valorem real property taxes without first (i) obtaining from such Person a binding contractual commitment (each, a “PILOT Agreement”), in a form Approved by and for the benefit of the Agency, obligating such Person to make a payment in lieu of taxes equal to the full amount of (x) the ad valorem real property taxes to the extent benefitting the Agency and the City, and (y) Project Special Taxes, in any case that would have been assessed against the Lot or Improvements notwithstanding such ownership, use or occupancy by such Person; (ii) itself entering into a binding PILOT Agreement, in form Approved by and for the benefit of the Agency, requiring Developer to make a payment in lieu of taxes equal to the full amount of (x) the ad valorem real property taxes to the extent benefitting the Agency and the City and (y) Project Special Taxes that would have been assessed against the Lot or Improvements notwithstanding such ownership, use or occupancy by such Person; or (iii) obtaining Approval of the Agency in its sole discretion of such Transfer, lease or occupancy notwithstanding the lack of a PILOT Agreement. Any such payments shall be used by the Agency consistent with the Financing Plan. No PILOT Agreement shall be required with respect to any Unit, childcare facility or the conveyance of property to a utility, Management Entity, owners association or similar Person. In addition, no PILOT Agreement shall be required with respect to an aggregate of up to one hundred thousand (100,000) square feet of space in the Project designated by Developer. The form of any PILOT Agreement shall be Approved by Developer and the Agency. The Agency shall meet and confer with Developer or any Vertical Developer of any such Lot or Improvements upon request for purposes of considering whether a PILOT Agreement is in the best interests of the Project. The obligations of this Section 4.1.1 (and any Assignment and Assumption Agreement with respect thereto and any PILOT Agreement) shall automatically terminate upon the first to occur of: (a) the expiration of the Shipyard Redevelopment Plan (with respect to real property within the Shipyard Site) or of the BVHP Redevelopment...
