Agmt12 Hunter/Storm, LLC Negotiation of Disposition and Development Agmt

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Section 4.02. Payment of Costs Already Incurred. Concurrently with execution of this Agreement, Developer shall reimburse City in the amount of TWENTY-ONE THOUSAND SEVEN HUNDRED FORTY-FIVE AND FORTY-FOUR ONE HUNDREDTHS DOLLARS ($21,745.44) ("Reimbursement Amount") in cash for those costs and expenses expended by City between the Preliminary Reimbursement Agreement Termination Date and the Effective Date of this Agreement in connection with the City's (and City's Consultants') review, evaluation, consideration, processing of Developer's Proposal, and negotiation, analysis, drafting and implementation of the potential disposition and development agreement. Developer agrees to pay the Reimbursement Amount in accordance with Section 4.03(a) below. Section 4.03. Ever�reen Deposit. (a) Developer deposited funds with City to reimburse City for costs and expenses incurred by City in connection with City's review, evaluation, consideration and processing of Developer's Proposal pursuant to the Preliminary Reimbursement Agreement. The Parties anticipate that all invoices submitted as of the Preliminary Reimbursement Agreement Termination Date have been reimbursed in full by Developer. The Parties agree that City will draw on the balance remaining on deposit with City upon termination of the Preliminary Reimbursement Agreement to pay the Reimbursement Amount. The Parties anticipate that there will be a further balance remaining on deposit after payment of the Reimbursement Amount. In such event the remaining balance on deposit with City will be credited by City toward the Evergreen Deposit required in Section 4.03(b) below. (b) Developer shall establish and fund a deposit account designed to ensure that City is never required to perform work for which reimbursement funds have not been previously deposited ("Evergreen Deposit"). The Evergreen Deposit shall contain funds necessary to cover three months' worth of budgeted expenditures by City relating to City's review, evaluation, consideration, processing of Developer's Proposal, and negotiation, analysis, drafting and implementation of the potential disposition and development agreement - i) the month in which work is being done, ii) the month in which invoices are being prepared for the prior month's work; and iii) the month those invoices are being reimbursed by Developer. Developer shall fund the Evergreen D initially by depositing with City on or before the Effective Date the sum of ONE HLJNDRED FIFTY THOUSAND DOLLARS ($150,000) in the form of a cashier's check. Developer shall replenish the Evergreen Deposit on a monthly basis until termination of this Agreement pursuant to Section 2.02 or Section 5.03 or as long as expenditures made by City relating to City's review, evaluation, consideration, processing of Developer's Proposal, and negotiation, analysis, drafting and implementation of the potential disposition and development agreement remain unreimbursed, whichever is later. Beginning on the Effective Date, Developer shall replenish the Evergreen Deposit by depositing on or before the last day of each month the full amount of all invoices delivered by City to Developer within the previous month. Thus, for example, on or before August 31, 2012, Developer would replenish the Evergreen Deposit by depositing the sum of all invoices submitted by City to Developer during the month of July 2012. (c) In the event City determines that total invoices for any particular three-month period are likely to exceed $150,000, City may request that Developer increase the total funds available in the Evergreen Deposit accordingly. If Developer does not agree to increase the ATTY/AGR/2012.094/HUNGER STORM DDA REIMBURSEMENT AGREEMENT BLOCK 2 REV:07-20-12 VR Page 4 of 10