Common use of Sponsors and Sponsor Affiliates Clause in Contracts

Sponsors and Sponsor Affiliates. The Company may designate from time to time other Sponsors or Sponsor Affiliates pursuant to the provisions of Sections 12-44-30(19) or (20), respectively, and Section 00-00-000 of the Negotiated FILOT Act, which Sponsors or Sponsor Affiliates shall be Persons who join with the Company and make investments with respect to the Expansion Project, or who participate in the financing of such investments, who agree to be bound by the terms and provisions of this Agreement and who shall be Affiliates of the Company or other Persons described in Section 6.01(b) hereof. All other Sponsors or Sponsor Affiliates who otherwise meet the requirements of Section 12-44-30 (19) or (20) and Section 00-00-000 of the Negotiated FILOT Act must be approved by Resolution of the County Council. To the extent that a Sponsor or Sponsor Affiliate invests an amount equal to the Standard FILOT Minimum Requirement at the Expansion Project prior to the end of the Investment Period the investment by such Sponsor or Sponsor Affiliate shall at least qualify for the Negotiated FILOT under Section 5.01 hereof (subject to the other conditions set forth therein) in accordance with Section 12-44-30(19) of the Negotiated FILOT Act. To the extent that the aggregate investment in the Expansion Project prior to the end of the Investment Period by the Company, all Sponsors and Sponsor Affiliates and, to the extent provided by law, other Co-Investors, exceeds $5,000,000 as provided in Section 12-44-30(19) of the Negotiated FILOT Act, all investment by such Sponsors and Sponsor Affiliates during the Investment Period shall at least qualify for the Negotiated FILOT pursuant to Section 5.01 (subject to the other conditions set forth therein) regardless of whether each such entity invested amounts equal to the Standard FILOT Minimum Requirement. The Company shall provide the County and the Department of Revenue with written notice of any Sponsor or Sponsor Affiliate designated pursuant to this Section 6.02 within ninety (90) days after the end of the calendar year during which any such Sponsor or Sponsor Affiliate has placed in service Negotiated FILOT Property to be used in connection with the Expansion Project, all in accordance with Section 12-44-130(B) of the Negotiated FILOT Act.

Sponsors and Sponsor Affiliates. The Company may designate designate, from time to time time, other Sponsors or Sponsor Affiliates pursuant to the provisions of Sections 12-44-44- 30(19) or (20), respectively, and Section 00-00-000 of the Negotiated Simplified FILOT Act, which Sponsors or Sponsor Affiliates shall be Persons who join with the Company and other Co-Investors and make investments with respect to the Expansion Project, or who participate in the financing of such investments, who agree to be bound by the terms and provisions of this Agreement and who shall be Affiliates of the Company or other Sponsors or Sponsor Affiliates, or other Persons described in Section 6.01(b) 8.02 hereof. All other Sponsors or Sponsor Affiliates who otherwise meet the requirements of Section 12-44-30 (19) or (20) ), respectively, and Section 00-00-000 of the Negotiated Simplified FILOT Act must be approved by the County in writing (such approval not to be unreasonable withheld, conditioned or delayed and to be provided by a Resolution of the County Council. To the extent that a Sponsor or Sponsor Affiliate invests an amount equal to the Standard FILOT Minimum Requirement at the Expansion Project prior to the end of the Investment Period the investment by such Sponsor or Sponsor Affiliate shall at least qualify for the Negotiated FILOT under Section 5.01 hereof (subject to the other conditions set forth therein) in accordance with Section 12-44-30(19) of the Negotiated FILOT Act). To the extent that the aggregate investment in the Expansion Project prior to by the end of the Investment Period by the Company, all Sponsors and Sponsor Affiliates andexceeds Five Million Dollars ($5,000,000.00), to the extent provided permitted by law, other Co-Investors, exceeds $5,000,000 as provided in Section 12-44-30(19) of the Negotiated Simplified FILOT Act, all investment by such Sponsors and Sponsor Affiliates during the Investment Period shall at least qualify for the Negotiated FILOT pursuant to Section 5.01 of this Agreement (subject to the other conditions set forth therein) regardless of whether each such entity invested amounts equal to the Standard FILOT Minimum RequirementInvestment Commitment by the end of the Investment Period. The Company shall provide the County and the Department of Revenue with written notice of any other Sponsor or Sponsor Affiliate designated pursuant to this Section 6.02 8.04 within ninety (90) days after the end of the calendar year during which any such Sponsor or Sponsor Affiliate has placed in service Negotiated FILOT Property property to be used in connection with the Expansion Project, all in accordance with Section 12-44-130(B) of the Negotiated Simplified FILOT Act. The parties agree that, if any Sponsor or Sponsor Affiliate ceases to become party to this Agreement, the Agreement shall continue to remain in effect with respect to any remaining Sponsors or Sponsor Affiliates.

Sponsors and Sponsor Affiliates. The Company may designate from time to time other Sponsors or Sponsor Affiliates pursuant to the provisions of Sections 12-44-30(19) or (20), respectively, and Section 00-00-000 of the Negotiated FILOT Act, which Sponsors or Sponsor Affiliates shall be Persons who join with the Company and make investments with respect to the Expansion Project, or who participate in the financing of such investments, who agree to be bound by the terms and provisions of this Agreement and who shall be Affiliates of the Company or other Persons described in Section 6.01(b) hereof. All other Sponsors or Sponsor Affiliates who otherwise meet the requirements of Section 12-44-30 (19) or (20) and Section 00-00-000 of the Negotiated FILOT Act must be approved by Resolution of the County Council. To the extent that a Sponsor or Sponsor Affiliate invests an amount equal to the Standard FILOT Minimum Statutory Investment Requirement at the Expansion Project prior to the end of the Investment Compliance Period the investment by such Sponsor or Sponsor Affiliate shall at least qualify for the Negotiated FILOT under Section 5.01 hereof (subject to the other conditions set forth therein) in accordance with Section 12-44-30(19) of the Negotiated FILOT Act. To the extent that the aggregate investment in the Expansion Project prior to the end of the Investment Compliance Period by the Company, all Sponsors and Sponsor Affiliates and, to the extent provided by law, other Co-Investors, exceeds $5,000,000 as provided in Section 12-44-30(19) of the Negotiated FILOT Act, all investment by such Sponsors and Sponsor Affiliates during the Investment Period shall at least qualify for the Negotiated FILOT pursuant to Section 5.01 of this Agreement (subject to the other conditions set forth therein) regardless of whether each such entity invested amounts equal to the Standard FILOT Minimum Statutory Investment Requirement. An Event of Default or failure to comply with any investment or job requirement hereunder or, to the extent permitted by law, under the Act, by one Sponsor or Sponsor Affiliate shall not result in an Event of Default or failure to comply by any other Sponsor or Sponsor Affiliate except to the extent that such Event of Default or failure to comply results in the failure to comply with an aggregate investment or job requirement, and any remedies provided hereunder or, to the full extent permitted by law, under the Act shall affect only the defaulting or non-complying Sponsor or Sponsor Affiliate. The Company shall provide the County and the Department of Revenue with written notice of any Sponsor or Sponsor Affiliate designated pursuant to this Section 6.02 within ninety (90) days after the end of the calendar year during which any such Sponsor or Sponsor Affiliate has placed in service Negotiated FILOT Property to be used in connection with the Expansion Project, all in accordance with Section 12-44-130(B) of the Negotiated FILOT Act.

Sponsors and Sponsor Affiliates. The Company may designate from time to time other Sponsors or Sponsor Affiliates pursuant to the provisions of Sections 12-44-30(19) or (20), respectively, and Section 00-00-000 of the Negotiated FILOT Act, which Sponsors or Sponsor Affiliates shall be Persons who join with the Company and make investments with respect to the Expansion Project, or who participate in the financing of such investments, who agree to be bound by the terms and provisions of this Agreement and who shall be Affiliates of the Company or other Persons described in Section 6.01(b7.01(b) hereof. All other Sponsors or Sponsor Affiliates who otherwise meet the requirements of Section 12-44-30 (19) or (20) and Section 00-00-000 of the Negotiated FILOT Act must be approved by Resolution of the County Council. To the extent that a Sponsor or Sponsor Affiliate invests an amount equal to met the Standard FILOT Minimum Requirement at the Expansion Project prior to the end of the Investment Period the minimum investment by such Sponsor or Sponsor Affiliate shall at least qualify for the Negotiated FILOT requirement under Section 5.01 hereof (subject to the other conditions set forth therein) in accordance with Section 12-44-30(19) of the Negotiated FILOT Act, such Sponsor or Sponsor Affiliate shall qualify for the Negotiated FILOT payable under Section 6.01 hereof, subject to the other conditions set forth therein and in accordance with the Negotiated FILOT Act. To In addition, the extent County acknowledges that the aggregate investment in the Expansion Project prior to the end of the Investment Period by the Company, all Sponsors and Sponsor Affiliates and, to the extent provided by lawthe Negotiated FILOT Act, other Co-Investors, exceeds exceeded $5,000,000 as within the period provided in Section 12-44-30(1930(14) of the Negotiated FILOT Act, and that, therefore, all investment by such Sponsors and Sponsor Affiliates during the Investment Period shall at least qualify qualifies for the Negotiated FILOT pursuant to Section 5.01 6.01 of this Agreement (subject to the other conditions set forth therein) regardless of whether each such entity invested amounts equal to the Standard FILOT Minimum Requirementminimum statutory investment requirement. An Event of Default or failure to comply with any investment or job requirement hereunder or, to the extent permitted by law, under the Act, by one Sponsor or Sponsor Affiliate shall not result in an Event of Default or failure to comply by any other Sponsor or Sponsor Affiliate except to the extent that such Event of Default or failure to comply results in the failure to comply with an aggregate investment or job requirement, and any remedies provided hereunder or, to the full extent permitted by law, under the Act shall affect only the defaulting or non-complying Sponsor or Sponsor Affiliate. The Company shall provide the County and the Department of Revenue with written notice of any Sponsor or Sponsor Affiliate designated pursuant to this Section 6.02 7.02 within ninety (90) days after the end of the calendar year during which any such Sponsor or Sponsor Affiliate has placed in service Negotiated FILOT Property to be used in connection with the Expansion Project, all in accordance with Section 12-44-130(B) of the Negotiated FILOT Act.

Sponsors and Sponsor Affiliates. The Any Company may designate from time to time other Sponsors or Sponsor Affiliates pursuant to the provisions of Sections 12-44-30(19) or (20), respectively, and Section 00-00-000 of the Negotiated FILOT Act, which Sponsors or Sponsor Affiliates shall be Persons who join with the Company Companies and make investments with respect to the Expansion Project, or who participate in the financing of such investments, who agree to be bound by the terms and provisions of this Agreement and who shall be Affiliates of the any Company or other Persons described in Section 6.01(b) hereof. All other Sponsors or Sponsor Affiliates who otherwise meet the requirements of Section 12-44-30 (19) or (20) and Section 0012- 44-00-000 130 of the Negotiated FILOT Act must be approved by Resolution of the County Council. To the extent that a Sponsor or Sponsor Affiliate Co-Investor invests an amount equal to the Standard FILOT Minimum Statutory Investment Requirement at the Expansion Project prior to by the end of the Investment Compliance Period the all investment by such Sponsor or Sponsor Affiliate shall at least qualify for the Negotiated FILOT payable under Section 5.01 hereof (subject to the all other terms and conditions set forth thereinherein as to the Minimum FILOT Requirement) in accordance with Section 12-44-30(19) of the Negotiated FILOT Act. To the extent that the aggregate investment in the Expansion Project prior to by the end of the Investment Compliance Period by the CompanyCompanies, all Sponsors and Sponsor Affiliates and, to the extent provided by law, other Co-Co- Investors, exceeds $5,000,000 as provided in Section 12-44-30(19) of the Negotiated FILOT Act, all investment by such Sponsors and Sponsor Affiliates during the Investment Period shall at least qualify for the Negotiated FILOT pursuant to Section 5.01 of this Agreement (subject to the other conditions set forth therein) regardless of whether each such entity invested amounts equal to the Standard FILOT Minimum RequirementStatutory Investment Requirement by the end of the Compliance Period. The Any Company shall provide the County and the Department of Revenue with written notice of any Sponsor or Sponsor Affiliate designated pursuant to this Section 6.02 within ninety (90) days after the end of the calendar year during which any such Sponsor or Sponsor Affiliate has placed in service Negotiated FILOT Property to be used in connection with the Expansion Project, all in accordance with Section 12-44-130(B) of the Negotiated FILOT Act.

Sponsors and Sponsor Affiliates. The Company may designate from time to time other Sponsors or Sponsor Affiliates pursuant to the provisions of Sections 12-44-30(19) or (20), respectively, and Section 00-00-000 of the Negotiated FILOT Act, which Sponsors or Sponsor Affiliates shall be Persons who join with the Company and make investments with respect to the Expansion Project, or who participate in the financing of such investments, who agree to be bound by the terms and provisions of this Agreement Agreement, provided, such Persons must deliver to the County and who shall be Affiliates the Department of Revenue a joinder agreement substantially in the form attached hereto as Exhibit B; provided, that any Sponsor Affiliate designated by the Company pursuant to this Section 9.03: (i) shall not, at the time of such designation, appear on any restricted United States government list (including, but not limited to, any list maintained by the Office of Foreign Assets Control) of denied or other Persons described sanction parties, or whose principle investors including individuals on such lists; and, (ii) is neither identified as, nor controlled by, a Person engaging in Section 6.01(b) hereof. All other Sponsors or Sponsor Affiliates who otherwise meet investment activities in Iran as identified in the requirements of Section 12-44-30 (19) or (20) and list maintained by the State Fiscal Accountability Authority per Section 00-00-000 of the Negotiated FILOT Act must be approved by Resolution Title 11, Chapter 57 of the County CouncilCode (the “Iran Divestment Act”), regardless of the possible fact that such Sponsor Affiliate might not be deemed as a vendor or contractor with the State under the Iran Divestment Act. To the extent that a Sponsor or Sponsor Affiliate invests an amount equal to the Standard FILOT Minimum Requirement minimum investment requirement set forth in the Act at the Expansion Project prior to by the end of the Investment Period the Compliance Period, all investment by such Sponsor or Sponsor Affiliate shall at least qualify for the Negotiated FILOT payable under Section 5.01 hereof (subject to the all other terms and conditions set forth thereinherein as to the Investment Requirement) in accordance with Section 12-44-30(19) of the Negotiated FILOT Act. To the extent that the aggregate investment in the Expansion Project prior to the end of the Investment Period by the Company, all Sponsors and Sponsor Affiliates and, to the extent provided by law, other Co-Investors, exceeds $5,000,000 as provided in Section 12-44-30(19) of the Negotiated FILOT Act, all investment by such Sponsors and Sponsor Affiliates during the Investment Period shall at least qualify for the Negotiated FILOT pursuant to Section 5.01 (subject to the other conditions set forth therein) regardless of whether each such entity invested amounts equal to the Standard FILOT Minimum Requirement. The Company shall provide the County and the Department of Revenue with written notice of any Sponsor or Sponsor Affiliate designated pursuant to this Section 6.02 9.03 within ninety (90) days after the end of the calendar year during which any such Sponsor or Sponsor Affiliate has placed in service Negotiated FILOT Economic Development Property to be used in connection with the Expansion Project, all in accordance with Section 12-44-130(B) of the Negotiated FILOT Act, provided that delivery of the joinder agreement described above shall satisfy such notice requirement.