Common use of Conditions Precedent to Reimbursements Clause in Contracts

Conditions Precedent to Reimbursements. Developer hereby understands and agrees that all of the Pay-As-You-Go CID Financing described in this Article V is expressly subject to and conditioned upon the governing body of the City approving the CID Petition described in Recitals P and Q hereof in its sole discretion. Developer further understands and agrees that it shall not receive any reimbursements for eligible CID Improvement Costs from Pay-As-You-Go CID Financing from the CID unless and until the conditions precedent set forth below have been fully satisfied as determined by the City in its sole reasonable discretion or waived in whole or in part by the City in its sole reasonable discretion: (a) The costs and expenses for which Developer seeks reimbursement must in all events be eligible CID Improvement Costs within the CID; (b) Developer has complied in all respects with, and is not in breach of, this Second Amended and Restated Agreement; (c) Upon Substantial Completion of the Minimum Improvements for Phase 1 of the Project, Developer shall have access to $6,623,926 of the CID Cap; (d) Upon Substantial Completion of all remaining components of the Multi-Sport Complex – Future Phases and the Minimum Improvements for Phase 2 of the Project, Developer shall have access to the balance of the CID Cap; (e) There are no actions or omissions of Developer which with the passage of time, will become occurrences of default under this Second Amended and Restated Agreement; (f) Developer has paid to the City all sums due and owing by and from the Developer to the City under this Second Amended and Restated Agreement, under any other agreement, or under Applicable Laws and Requirements; (g) For each such reimbursement, the City received (along with all backup or supplementary documentation required hereunder or requested by the City) and approves a Certificate of Expenditure in accordance with this Second Amended and Restated Agreement;and (h) Developer has, at Developer's sole expense, recorded a memorandum reflecting the terms of this Second Amended and Restated Agreement in the office of the ▇▇▇▇▇▇▇ County Records and Tax Administration as required by Section 14.16 below.; and

Conditions Precedent to Reimbursements. Developer hereby understands and agrees that all of the Pay-As-You-Go CID Financing described in this Article V is expressly subject to and conditioned upon the governing body of the City approving the CID Petition described in Recitals P and Q hereof in its sole discretion. Developer further understands and agrees that it shall not receive any reimbursements for eligible CID TDD Improvement Costs from Pay-As-You-Go CID TDD Financing from the CID for any particular Phase, unless and until the conditions precedent set forth below have been fully satisfied as determined by the City in its sole reasonable discretion or waived in whole or in part by the City in its sole reasonable discretionfor such particular Phase: (a) The costs and expenses for which Developer seeks reimbursement must in all events be eligible CID TDD Improvement Costs within the CIDCosts; (b) Developer has complied in all respects with, and is not in breach of, this Second Amended and Restated Agreement; (c) Upon Substantial Completion of the Minimum Improvements for Phase 1 of the Project, Developer shall have access to $6,623,926 of the CID Cap; (d) Upon Substantial Completion of all remaining components of the Multi-Sport Complex – Future Phases and the Minimum Improvements for Phase 2 of the Project, Developer shall have access to the balance of the CID Cap; (e) There are no actions or omissions of Developer which with the passage of time, will become occurrences of default under this Second Amended and Restated Agreement; (d) Upon Substantial Completion of the Minimum Improvements for Phase 1 of the Project, Developer shall have access to $21,000,000 of the TDD Cap; (e) Upon Substantial Completion of the all remaining components of the Multi-Sport Complex – Future Phases and other Minimum Improvements for Phase 2 of the Project, Developer shall have access to the entire $40,145,000 35,000,000 TDD Cap; (f) Pursuant to Section 4.04(e) above, upon Substantial Completion of the Minimum Improvements for Phase 1 of the Project (except for and excluding the Arena and Multi- Sport Complex), and Substantial Completion of the Minimum Improvements for Phase 2 of the Project, and Substantial Completion of at least 88,000 266,000 square feet of additional New Retail Space on or before December 31, 2026, then Developer shall have access to $21,000,000 of the TDD Cap; (g) Developer has paid to the City all sums due and owing by and from the Developer to the City under this Second Amended and Restated Agreement, under any other agreement, Agreement or under Applicable Laws and Requirements; (gh) For each such reimbursement, the City received (along with all backup or supplementary documentation required hereunder or requested by the City) and approves a Certificate of Expenditure in accordance with this Second Amended and Restated Agreement;andAgreement; (hi) Developer shall not be entitled to any reimbursement unless and until KDOT is fully paid the KDOT Payment as set forth in Section 4.04(a);and (j) Developer has, at Developer's sole expense, recorded a memorandum reflecting the terms of this Second Amended and Restated Agreement in the office of the ▇▇▇▇▇▇▇ County Records and Tax Administration as required by Section 14.16 below.; and