AgdaPkt 2020-10-26 Joint SA PFA - Laserfiche WebLink

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7.A. - Page 56 of 176 10/09/2020 Utilities, the maintenance of which is currently funded by the Maintenance District. The Parties acknowledge and agree that City will not accept ownership of the facilities in the nature of "wet utilities" that service Seaport Plaza, which may include but are not necessarily limited to the storm water pump station within Seaport Plaza, and the underground domestic water, sanitary, and storm water lines, and the surface drainage facilities including curbs, gutters, and catch basins, within Seaport Plaza and Cardinal Way ("Seaport Plaza Wet Utilities") and the maintenance of those Seaport Plaza Wet Utilities shall remain the responsibility of HCP and its successors as fee owner of Seaport Plaza. The boundaries of the CFD shall be coextensive with those of the Property (inclusive of City -owned parcels and Initial Non -Taxable Parcels (as defined in the RMA), which the Parties agree will initially be exempt from the special tax levy). Upon the filing of a petition by Owners pursuant to Government Code Section 53318(c), the City Council shall adopt a resolution of intention to establish the CFD and, following adoption, City shall use good faith, diligent efforts, in compliance with Government Code Sections 53318 et seq., to establish and implement the CFD pursuant to the terms of this Agreement, including scheduling of necessary public hearings in connection with the adoption of a resolution of formation. Provided Owners and SCOA meet all of their respective obligations under this Section 4, including the obligation to fund all CFD Advanced Costs as provided in Subsection (c) below, City shall take all necessary steps to form the CFD and shall cause the CFD, upon formation, to become subject to and to comply with the provisions of this Agreement specifically applicable to the CFD. Owners and SCOA shall cooperate with City in the formation of the CFD, including the timely submission of all petitions, waivers and consents. City shall be responsible for conducting all proceedings and public hearings for the establishment of the CFD, including, without exception, the prosecution and adoption of all resolutions, ordinances and orders, the processing of the boundary map, the publishing of proper notice of the public hearing, and the balloting of the property owners, all pursuant to the Code to establish the CFD and levy the Special Taxes. (b) Levee Improvements. Upon formation of the CFD, the CFD shall serve to finance the City's acquisition of the Levee Improvements, and potentially certain other public improvements within the CFD boundary which may lawfully be financed under the Code and other applicable law pursuant to the Purchase Contract if provided for under the rate and method of apportionment of special tax ("RMA") or included in the CFD Formation Proceedings. (c) Advance of Expenses; Reimbursement. SCOA shall advance to City the actual out of pocket costs of formation of the CFD and other costs and expenses associated with the CFD ("CFD Advanced Costs"). Such CFD Advanced Costs may include, without limitation, legal, financial, special tax consultant, appraisal and engineering costs and expenses associated with (i) formation of the CFD; (ii) the drafting and adoption of the RMA; (iii) determination of the value of Property, if necessary; and (iv) any other costs or expenses reasonably incurred in connection with the formation of the CFD. CFD Advanced Costs shall be included in both the Final Design and Construction Budget and the Final Project Costs and thereby, pursuant to Section 15, in the Acquisition Price, by which they will be reimbursed to SCOA in accordance with the terms of the Purchase Agreement. (d) Special Tax. The CFD shall be authorized to levy, and Owners, as the qualified landowner electors of the CFD, shall approve two special taxes (collectively, the "Special Tax") in accordance with the approval of the RMA as a part of the CFD Formation Proceedings; the OAK #4819-4834-1908 v19 9 ATTY/AGR/2020.230/SEAPORT LEVEE AGREEMENT 238