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<br />(206) 849-6260 | 1700 7th Ave, Suite 2100, PMB 552, Seattle, WA 98101 | publicfaclitiesgroup.org <br /> F. Proposed Payment of Pre-Development Costs. Under PFG’s proposed <br />financing and delivery method, payment of all costs, expenses, and fees incurred by Developer in <br />connection with the evaluation, planning, design, permitting, and preparation of the Site for <br />development of the Project, including, without limitation, third-party due diligence costs, <br />professional services, governmental fees, studies, investigations, and any other costs reasonably <br />related to preparing the Project for construction, whether or not the Project proceeds to <br />construction (collectively, the “Pre-Development Costs”) would be the responsibility of the City. <br /> G. Proposed Payment of Fees Upon Termination. Under PFG’s proposed <br />financing and delivery method, even if the bond financing does not close, the City would pay the <br />final payment application for Pre-Development Costs, together with reimbursement to PFG for its <br />third-party professional fees (including reasonable attorneys’ fees and costs) related to the services <br />provided pursuant to this Agreement. The City would only be required to pay the bond fee to PFG <br />if the bond financing closes. <br /> H. Proposed IRMA Provision. Under PFG’s proposed financing and delivery <br />method, the City would retain a financial advisor as its independent registered municipal advisor. <br />If the City determined to use PFG’s proposed financing and delivery method, then, in the parties’ <br />agreements regarding such method, the City would state that it relies solely on that advisor, and <br />will not rely on PFG, to provide advice on proposals from financial services firms concerning the <br />issuance of municipal securities and municipal financial products, including the Bonds and <br />investments of Bond proceeds and escrow investments. <br />3. Scope of Services. PFG will assist the City in evaluating PFG’s proposed financing <br />and delivery method. <br />4. Reimbursement to PFG for Exploratory Period Activities. The City <br />acknowledges that PFG will incur costs during the Exploratory Period. The City will reimburse <br />without mark-up for third-party invoices actually paid by PFG related to the Project during the <br />Exploratory Period up to a maximum total amount of $40,000. All costs must be pre-approved in <br />writing by the City’s Project Manager, Scott Pattison. The City may reject requests for <br />reimbursement that are not so preapproved. PFG will provide back-up information for <br />reimbursement requests as requested by the City. <br />5. PFG is Not a Municipal Advisor. The City has retained PFM Financial Advisors <br />LLC (“PFM”) as its independent registered municipal advisor. During the Exploratory Period, <br />including any extensions thereto, the City will rely solely on PFM, and will not rely on PFG, to <br />provide advice on proposals from financial services firms concerning the issuance of municipal <br />securities and municipal financial products, including the Bonds and investments of Bond proceeds <br />and escrow investments. <br />6. Counterparts/Amendments. This Agreement may be executed in counterparts, <br />each of which shall be deemed an original, but all of which together shall constitute one and the <br />same instrument. The parties agree that this Agreement may be executed by electronic signature, <br />including, without limitation, DocuSign or AdobeSign or other nationally recognized electronic