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

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7.A. - Page 58 of 176 10/09/2020 the RMA, to finance City's acquisition of the Levee Improvements and the maintenance of the New Levee and the Seaport Centre Wet Utilities, the maintenance of which is currently funded by the Maintenance District (and excluding the existing Seaport Plaza Wet Utilities, the maintenance of which shall remain the responsibility of HCP and its successors), and agree not to protest or object to formation of the CFD or levy of an appropriate Special Tax consistent herewith. (i) Limited Liability of CitX. Notwithstanding any other provision of this Agreement, City shall not be liable for or obligated to pay any costs or expenses in connection with the CFD or the Levee Improvements except to the extent monies are available from CFD Advanced Costs and/or Special Taxes and specifically authorized by law for payment of such costs or expenses. 0) Amendment of SCOA CC&Rs. SCOA and Owners further agree to execute, acknowledge and record an amendment to the existing SCOA CC&Rs, which will include a provision obligating each Owner and its respective successors and assigns to pay in perpetuity an amount equal to the Service Special Tax as defined in Section 4(d) of this Agreement, if for any reason the CFD or its taxing powers are ever eliminated or reduced for any reason, including by any vote of the qualified electors in the CFD ("Service Special Tax Provision"). The City shall be named as a third party beneficiary with respect to the Service Special Tax Provision, and the Service Special Tax Provision shall provide that it may not be modified without the prior written consent of the City, which consent shall not be unreasonably withheld. For avoidance of doubt, the City's third party beneficiary right, as well as its right to approve modifications, is limited solely to the Service Special Tax Provision and does not extend to any other provision in the SCOA CC&Rs. The substance and form of the Service Special Tax Provision shall be subject to review and approval of the City Attorney, which approval shall not be unreasonably withheld. (k) Dissolution of the Maintenance District and Establishment of Reserve Funds. As part of the CFD Formation Proceedings the City Council shall adopt a resolution pursuant to Chapter 18, Article XII of the City's Municipal Code and the 1911 Act, for the dissolution of the Maintenance District as of June 30, 2021. Commencing July 1, 2021, and continuing thereafter in perpetuity, the CFD shall be responsible for financing the operations and maintenance of the Seaport Centre Wet Utilities, and initially for the Seaport Centre Levee, and upon acceptance by the City, the New Levee. In connection with the dissolution of the Maintenance District, Owners and SCOA will take such actions and execute such documents as are necessary to effectuate the City's transfer of the balance in the Maintenance Reserve account funded by the Maintenance District and being maintained by City to the Maintenance Reserve account to be funded by the CFD to serve as the CFD's initial Maintenance Reserve for only the Seaport Centre Wet Utilities and the Seaport Centre Levee. (1) Initial Acquisition Price Payment. Prior to or in connection with the CFD Formation Proceedings and at least ninety (90) days prior to July 1 of each five fiscal year period thereafter, commencing with the period July 1, 2021, the City shall prepare (or cause to have prepared) a Repair and Replacement Plan for Wet Utilities (as defined in the RMA) for the Seaport Centre Wet Utilities to substantiate the adequacy of the Maintenance Reserve for capital repairs and replacement costs for the Seaport Centre Wet Utilities for the next five -fiscal year period. In connection with acceptance of the Levee Improvements, and at least ninety (90) days OAK #4819-4834-1908 v19 11 ATTY/AGR/2020.230/SEAPORT LEVEE AGREEMENT 240