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JAH:djm 03/06/90R (REDEV) <br />JAH:djm 03/19/90R <br />JAH:djm 04/04/90R <br />under this Agreement shall become the sole responsibility of the <br />Agency. The Agency shall return to the Developer forthwith the <br />Good Faith Deposit (if not already returned to the Developer) and <br />the Letter of Credit (or Cash Deposit). Simple interest shall <br />accrue upon the unpaid principal balance of the Promissory Note <br />at the rate of eight percent (8%) per year, commencing on the <br />date of such termination. Any unpaid principal balance of the <br />Promissory Note and interest shall be payable solely from Sales <br />and Use Taxes and Tax Increment received by the Agency from those <br />parcels compromising the Project Site; provided that, if such <br />principal balance and interest shall not have been paid in full <br />by the termination date of the Redevelopment Plan, the Agency's <br />duty to make such payments on the Promissory Note shall cease. <br />Promptly upon the payment in full of such principal balance with <br />interest, the Promissory Note shall be cancelled and returned to <br />the Agency and the Deed of Trust shall be reconveyed to the <br />Agency, whereupon the Agency shall have no further rights against <br />or liability to the Developer under this Agreement. <br />2. If at such time the Agency shall have acquired one <br />or more but not all of the Acquisition Parcels, both the duty of <br />the Agency to acquire the remaining Acquisition Parcels and the <br />duty of the Developer to pay any additional Acquisition Costs and <br />all other duties and obligations imposed upon the Developer in <br />this Agreement shall cease, whereupon the Developer shall have no <br />further liability to the Agency under this Agreement. Payment of <br />any costs of the Agency in abandoning the acquisition process <br />under this Agreement shall become the sole responsibility of the <br />Agency. The Agency shall return to the Developer forthwith the <br />Good Faith Deposit (if not already returned to the Developer) and <br />the Letter of Credit (or Cash Deposit). The Agency promptly <br />shall convey to the Developer all Acquisition Parcels it has <br />acquired, whereupon the principal balance of the Promissory Note <br />shall be reduced by the total amount of the Acquisition Costs <br />attributable to such Acquisition Parcels. Simple interest shall <br />accrue upon the remaining principal balance of the Promissory <br />Note at the rate of eight percent (8%) per year, commencing on <br />the date of such termination, and such remaining principal <br />balance plus interest shall be payable solely from Sales and Use <br />Taxes and Tax Increment received by the Agency from those parcels <br />comprising the Project Site; provided that, if such principal <br />balance and interest shall not have been paid in full by the <br />termination date of the Redevelopment Plan, the Agency's duty to <br />make such payments on the Promissory Note shall cease. Promptly <br />upon the payment in full of such principal balance and the <br />accrued interest thereon, the Promissory Note shall be cancelled <br />and returned to the Agency and the Deed of Trust shall be <br />reconveyed to the Agency, whereupon the Agency shall have no <br />further rights against or liability to the Developer under this <br />Agreement. <br />C. Where Neither Party is in Default. This subsection C <br />of Section 1009 sets forth the rights and duties of the parties <br />where this Agreement shall have been terminated without either <br />41 <br />