Resolution 3399 - Laserfiche WebLink

DRS462 period specified in the Construction Contract, and such payment shall be deemed prepayment of any and all Lease Rent Payments hereunder, and this Lease shall thereupon terminate. 19. 3 Obligations Not Severable. The obligations of Lessor under this Article XIX are integral to this Lease and may not be severed herefrom without invalidating the entire Lease. The City shall have the right in addition and without prejudice to any other rights hereunder, to demand and have specific performance of Lessor's obligation to assign all its right, title and interest in the Ground Lease, Lease and Improvements. ARTICLE XX: TAX COVENANTS 20. 1 Tax Exempt Status of Interest Portion of Lease Payments. The Lessor and City intend that the interest portion of the Lease Payments hereunder shall be exempt from federal income tax payable by the Lessor or its assignee(s) . City and Lessor hereby each covenant that they will not make any use of the Improvements or the Leased Premises which will cause this Lease to be treated as an "arbitrage bond" within the meaning of Section 148 (a) of the federal Internal Revenue Code of 1986 as amended, and applicable regulations thereunder, at the time of such use. The City will comply with the applicable requirements of Section 148 (a) of the Code and the applicable regulations thereunder throughout the term of the Lease. City and Lessor each covenant that they will not act or fail to act in a manner which will cause the Lease to be considered obligations not described in Section 103 (a) of the Code. The City and Lessor each further covenant that they will take no actions which would cause the Lease to be treated as a "private activity bond" as defined in Section 141 of the Code then in effect. ARTICLE XXI: DEFINITIONS 21. 0 Definitions. As used in this Lease, the following terms shall have the following meanings: "Acquisition Price" means the total amount necessary to acquire all of Lessor's right, title and interest in the Improvements, the Ground Lease and the Lease, in accordance with the Construction Contract, equivalent to the Base Bid Contract Amount, plus or minus Additional Costs, plus $100. The aggregate principal component of Lease Payments may, in the sole discretion of the City, exceed the Acquisition Price. "Additional Costs" means any amounts required to be paid by the City under the Construction Contract in addition to, or in reduction of, the Base Bid Contract Amount, including, but not limited to, amounts payable for City approved change orders and delay damages, and sales tax payable upon transfer of title to the Improvements in accordance with Section 19 . 2 . B-19