Common use of Taxes, Assessments, Encumbrances and Liens Clause in Contracts

Taxes, Assessments, Encumbrances and Liens. The Developer shall pay when due all real estate taxes and assessments assessed and levied on the Site for any period subsequent to conveyance of title for the Site and delivery of possession thereof to the Developer. Subject to the provisions of Section 314 below, prior to the issuance of a Certificate of Completion for the Site or a Phase or any portion thereof, the Developer shall not place or allow to be placed on the Site or such Phase or portion thereof, as applicable, any mortgage, trust deed, encumbrance or lien unauthorized by this Agreement. The Developer shall remove or have removed any unpermitted levy or attachment made on the Site (or any portion thereof), or shall assure the satisfaction thereof, within a reasonable time, but in any event prior to a sale thereunder. Nothing herein contained shall be deemed to prohibit the Developer or its successors or assigns from contesting the validity or amounts of any tax, assessment, encumbrance or lien, nor to limit the remedies available to the Developer in respect thereto; provided, however, that for a period of five (5) years following the issuance by the Agency of the allocation bonds to finance all or a part of its obligations under this Agreement, the Developer or a successor or assign undertaking vertical development on the Site (exclusive of home buyers or purchasers or tenants of completed buildings) shall not contest the assessor's valuation of taxable property owned by it to obtain a reduction in such assessed valuation below that amount of the property valuation for property tax purposes relied upon by the Agency to project Agency receipt of annual tax increment to support the issuance of tax allocation bonds by the Agency, if as a direct result of such reduction in the assessed value of the property the Agency will experience a shortfall in its receipt of the amount of tax increment below the amount required to make annual debt service payments and maintain required debt service ratios under such tax allocation bonds ("Bond Deficiency"). If the Developer or a successor or assign undertaking vertical development on the Site shall be in violation of the preceding sentence, then, in such event and for so long as such violation continues and there is a Bond Deficiency resulting therefrom, the Developer or such successor or assign, as applicable, shall make annual payments directly to the Agency, as in lieu property tax payments ("In Lieu Property Tax Payments") in the amount of such Bond Deficiency but in no event greater than the amount (when added to the amount of property taxes payable with respect to the property) that would have been paid in property taxes had the assessed valuation of the property not been successfully contested. The provision of this Section shall be included in every Assignment and Assumption Agreement with an approved assignee under Section 107 hereof and shall be binding upon such assignees irrespective of whether such provisions are included in the Assignment and Assumption Agreement. The Developer shall not be responsible or liable hereunder for a violation of this Section by an approved assignee.

Taxes, Assessments, Encumbrances and Liens. The Developer Redeveloper shall pay when due all real estate taxes and assessments assessed and levied on the Site for any period subsequent to conveyance of title for the Site and to or delivery of possession thereof of the Site. Prior to the Developer. Subject to the provisions of Section 314 below, prior to the issuance conveyance of a Certificate of Completion for the Site or a Phase or any portion thereofCompletion, the Developer Redeveloper shall not place or allow to be placed on the Site or such Phase or portion thereof, as applicable, any mortgage, trust deed, encumbrance or lien unauthorized by this Agreement. The Developer Redeveloper shall remove or have removed any unpermitted levy or attachment made on the Site (or any portion Portion thereof), or shall assure the satisfaction thereof, within a reasonable time, but in any event prior to a sale thereunder. Nothing herein contained constrained shall be deemed to prohibit the Developer or its successors or assigns Redeveloper from contesting the validity or amounts of any tax, assessment, encumbrance or lien, nor to limit the remedies available to the Developer Redeveloper in respect thereto; provided, however, that for a period of five (5) years following the issuance by the Agency . The covenants of the allocation bonds Redeveloper set forth in this Section 315 relating to finance all the placement of any unauthorized mortgage, trust deed, encumbrance or lien shall remain in effect only until a part Certificate of its obligations under Completion of Construction has been recorded with respect to the Site upon which any unauthorized mortgage, trust deed, encumbrance or lien might be placed. Disposition and Development Agreement No. 93-001 Page 17 0. [s3161 Prohibition Against Transfer of Site, the Buildings or Structures Thereon and Assignment of Agreement After conveyance of title and prior to the delivery by Agency to Redeveloper for recordation of a Certificate of Completion pursuant to Section 324, the Redeveloper shall not, except as permitted by this Agreement, sell, transfer, convey, assign or lease the Developer whole or a successor or assign undertaking vertical development on any part of the Site (exclusive or the buildings or improvements thereon without the prior written approval of home buyers or purchasers or tenants of completed buildings) the Agency. This prohibition shall not contest apply subsequent to the assessor's valuation of taxable property owned by it to obtain a reduction in such assessed valuation below that amount recordation of the property valuation Certificate of Completion with respect to the improvements upon the Site. This prohibition shall not be deemed to prevent the granting of easements or permits to facilitate the development of the Site or to prohibit or restrict the negotiation or leasing of any part or parts of a building or structure to be effective at or about such time as said improvements are substantially completed, nor shall it prohibit granting any security interest expressly described in this Agreement for property tax purposes relied upon by financing the Agency to project Agency receipt acquisition and development of annual tax increment to support the issuance Site. In the absence of tax allocation bonds specific written agreement by the Agency, if as a direct result of no such reduction in the assessed value of the property transfer, assignment or approval by the Agency will experience a shortfall in its receipt of the amount of tax increment below the amount required to make annual debt service payments and maintain required debt service ratios under such tax allocation bonds ("Bond Deficiency"). If the Developer or a successor or assign undertaking vertical development on the Site shall be in violation deemed to relieve the Redeveloper or any other party from any obligations under this Agreement until completion of the preceding sentence, then, in such event and for so long development as such violation continues and there is evidenced by a Bond Deficiency resulting therefrom, the Developer or such successor or assign, as applicable, shall make annual payments directly to the Agency, as in lieu property tax payments ("In Lieu Property Tax Payments") in the amount Certificate of such Bond Deficiency but in no event greater than the amount (when added to the amount of property taxes payable with respect to the property) that would have been paid in property taxes had the assessed valuation of the property not been successfully contested. The provision of this Section shall be included in every Assignment and Assumption Agreement with an approved assignee under Section 107 hereof and shall be binding upon such assignees irrespective of whether such provisions are included in the Assignment and Assumption Agreement. The Developer shall not be responsible or liable hereunder for a violation of this Section by an approved assigneeCompletion.

Taxes, Assessments, Encumbrances and Liens. The Developer Buyer shall pay when due any and all real estate taxes and assessments (including any possessory interest tax) assessed and levied on the Site for Property or any period subsequent portion thereof and Buyer hereby agrees to conveyance of title for the Site indemnify, defend and delivery of possession thereof to the Developerhold City and all City Representatives free and harmless against any and all Losses and Liabilities arising from such taxes and assessments. Subject to the provisions of Section 314 below, prior Prior to the issuance of a Certificate of Completion Occupancy for the Site or a Phase or any portion thereofProject, the Developer Buyer shall not place or allow to be placed on the Site Site, or such Phase or any portion thereof, any Encumbrance unless it first obtains the written consent of City (which consent shall not to be unreasonably withheld, conditioned or delayed). Notwithstanding the foregoing, the City hereby approves the recordation of a deed of trust in favor of a holder of a Security Financing Interest for the construction of the Project, or the refinancing thereof, as applicableset forth in the Financing Plan. Buyer shall promptly notify the City of any Encumbrance that, without prior written approval from the City, has been created or attached to the Property, or a portion thereof, prior to issuance of a Certificate of Occupancy for the Project and shall promptly remove, or shall have removed, any mortgage, trust deed, encumbrance or lien such unauthorized by this Agreement. The Developer shall remove or have removed Encumbrance and any unpermitted levy or attachment made on the Site (Property, or any portion thereof), or shall assure the satisfaction thereof, within a reasonable time, but in any event prior to a sale thereunder. Nothing contained herein contained shall be deemed to prohibit the Developer or its successors or assigns Buyer from contesting the validity or amounts of any tax, assessment, encumbrance tax assessment or any mechanic’s lien, nor to or limit the remedies available to the Developer in Buyer with respect thereto; provided, however, that for a period of five (5) years following the issuance by the Agency of the allocation bonds . With respect to finance all or a part of its obligations under this Agreement, the Developer or a successor or assign undertaking vertical development on the Site (exclusive of home buyers or purchasers or tenants of completed buildings) mechanic’s liens Buyer shall not contest the assessor's valuation of taxable property owned by it be required to obtain promptly remove a reduction mechanic’s lien provided that Buyer in such assessed valuation below that amount of the property valuation for property tax purposes relied upon by the Agency to project Agency receipt of annual tax increment to support the issuance of tax allocation bonds by the Agency, if as a direct result of such reduction in the assessed value of the property the Agency will experience a shortfall in its receipt of good faith and diligently contests the amount and/or validity of tax increment below same, and provided that Buyer posts a bond in the amount required to make annual debt service payments and maintain required debt service ratios under such tax allocation bonds ("Bond Deficiency"). If the Developer or a successor or assign undertaking vertical development on the Site shall be in violation of the preceding sentence, then, in such event and for so long as such violation continues and there by applicable law which bond is a Bond Deficiency resulting therefrom, the Developer or such successor or assign, as applicable, shall make annual payments directly reasonably satisfactory to the Agency, as in lieu property tax payments ("In Lieu Property Tax Payments") in the amount of such Bond Deficiency but in no event greater than the amount (when added to the amount of property taxes payable with respect to the property) that would have been paid in property taxes had the assessed valuation of the property not been successfully contested. The provision of this Section shall be included in every Assignment and Assumption Agreement with an approved assignee under Section 107 hereof and shall be binding upon such assignees irrespective of whether such provisions are included in the Assignment and Assumption Agreement. The Developer shall not be responsible or liable hereunder for a violation of this Section by an approved assigneeCity.

Taxes, Assessments, Encumbrances and Liens. The A. So long as the Developer owns real property within the Project Site, the Developer shall pay when due all real estate taxes and assessments assessed and levied on the property it owns within the Project Site. In the event that the Developer shall fail to pay all such applicable real estate taxes and assessments, the parties understand and agree that the Unified Government may suspend all reimbursements of Reimbursable Project Costs during any time that such real estate taxes and assessments on the property the Developer owns within the Project Site for remain unpaid. Notwithstanding the foregoing, nothing contained in this Agreement shall prohibit the Developer from contesting the assessed value of the properties, improvements or the taxes thereon in good faith by appropriate proceedings; provided however that (i) Developer shall pay any period subsequent to conveyance and all amounts that are contested under protest while any such proceedings are pending, and (ii) the Unified Government shall suspend all reimbursements of title for Real Property Tax Revenues during any time that such proceedings are pending final resolution. The Developer and any other owners of real property within the Project Site and delivery shall promptly notify the Unified Government in writing of possession thereof to a protest of real estate taxes or valuation of the Developer. 's or such other owners' property within the Project Site. B. Subject to Section 5.06, Xxxxxxxxx agrees that no mechanics' or other liens shall be established or remain against the provisions Project or Project Site, or the funds in connection with any of Section 314 belowthe Project, prior to the issuance of a Certificate of Completion for the Site labor or a Phase materials furnished in connection with any acquisition, construction, additions, modifications, improvements, repairs, renewals, or any portion thereofreplacements so made. However, the Developer shall not place be in default if mechanics' or allow other liens are filed or established and the Developer contests in good faith said mechanics' liens and in such event may permit the items so contested to be placed on remain undischarged and unsatisfied during the Site or period of such Phase or portion thereof, as applicable, contest and any mortgage, trust deed, encumbrance or lien unauthorized by this Agreementappeal therefrom. The Developer hereby agrees and covenants to indemnify and hold harmless the Unified Government in the event any liens are filed against the Project as a result of acts of the Developer, its agents or independent contractors. C. Developer hereby covenants and agrees that it shall remove not take any actions or have removed adopt any unpermitted levy practices or attachment made on the Site (or any portion thereof)procedures which are designed to, or shall assure which may or will have the satisfaction thereofeffect of, within a reasonable timeeliminating, but reducing or diverting in any event prior to a sale thereunder. Nothing herein contained shall be deemed to prohibit the Developer or its successors or assigns from contesting the validity or amounts of way any tax[sales taxes, assessmentuse taxes, encumbrance or lien, nor to limit the remedies available to the Developer in respect thereto; provided, however, that for a period of five (5) years following the issuance by the Agency of the allocation bonds to finance all or a part of its obligations under this Agreement, the Developer or a successor or assign undertaking vertical development on the Site (exclusive of home buyers or purchasers or tenants of completed buildings) shall not contest the assessor's valuation of taxable property owned by it to obtain a reduction in such assessed valuation below that amount of the property valuation for property tax purposes relied upon by the Agency to project Agency receipt of annual tax increment to support the issuance of tax allocation bonds by the Agency, if as a direct result of such reduction in the assessed value of the property the Agency will experience a shortfall in its receipt of the amount of tax increment below the amount required to make annual debt service payments and maintain required debt service ratios under such tax allocation bonds ("Bond Deficiency"). If the Developer or a successor or assign undertaking vertical development on the Site shall be in violation of the preceding sentence, then, in such event and for so long as such violation continues and there is a Bond Deficiency resulting therefrom, the Developer or such successor or assign, as applicable, shall make annual payments directly to the Agency, as in lieu property tax payments ("In Lieu Property Tax Payments") in the amount of such Bond Deficiency but in no event greater than the amount (when added to the amount of and/or] property taxes payable with respect to the property) that would have been paid Unified Government [or the State] in property taxes had connection with sales made or services from, in or on and about the assessed valuation of the property not been successfully contested. The provision of this Section shall be included in every Assignment and Assumption Agreement with an approved assignee under Section 107 hereof and shall be binding upon such assignees irrespective of whether such provisions are included in the Assignment and Assumption Agreement. The Developer shall not be responsible or liable hereunder for a violation of this Section by an approved assigneeProject Site.