Credit Enhancement Agreement

1、Credit Enhancement AgreementCredit Enhancement Agreement Credit Enhancement Agreement CREDIT ENHANCEMENT AGREEMENT betweenAAA, _(ADDRESS) and BBB CORPORATION Dated as of _,_,_(M/D/Y) . TABLE OF CONTENTS ARTICLE I Section 1. 1. Definitions Section 1. 2. Interpretation and Construction Section 1. 3. D

2、evelopment Program Section 1. 4. Completion Section 1. 5. City Costs Section 1. 6. Agreement Controls ARTICLE II Section 2. 1. Creation of Development Program Fund Section 2. 2. Liens Section 2. 3. Deposits into Development Program Fund Section 2. 4. Monies Held in Trust ARTICLE III Section 3. 1. Cr

3、edit Enhancement Payments Section 3. 2. Failure to Make Payment Section 3. 3. Manner of Payments Section 3. 4. Obligations Unconditional Section 3. 5. Limited Obligation Section 3. 6. Calculation of Retained Tax Increment Section 3. 7. Revaluation ARTICLE IV Section 4. 1. Pledge of Project Cost Acco

4、unt Section 4. 2. Perfection of Interest Section 4. 3. Further Instruments Section 4. 4. No Disposition of Developer Subaccount Section 4. 5. Access to Books and Records ARTICLE V Section 5. 1. Events of Default Section 5. 2. Remedies on Default Section 5. 3. Remedies Cumulative Section 5 . 4. Agree

5、ment to Pay Attorneys Fees and Expenses Section 5. 5. Tax Laws ARTICLE VI Section 6. 1. Effective Date and Term Section 6. 2. Cancellation and Expiration of Term ARTICLE VII Section 7. 1. Consent to Pledge and/or Assignment Section 7. 2. Pledge, Assignment or Security Interest Section 7. 3. Assignme

6、nt ARTICLE VIII Section 8. 1. Successors Section 8. 2. Parties in Interest Section 8. 3. Severability Section 8. 4. No Personal Liability of Officials of the City Section 8. 5. Counterparts Section 8. 6. Governing Law Section 8. 7. Notices Section 8. 8. Amendments Section 8. 9. Net Agreement Section

7、 8. 10. Benefit of Assignee or Pledges Section 8.1 1. Integration Section 8.1 2. Disputes Section 8.1 3. Arbitration THIS CREDIT ENHANCEMENT AGREEMENT dated as of _,_,_(M/D/Y), between the AAA, _ (the City), a municipal body corporate and politic and a political subdivision of the State of _, and BB

8、B Corporation (the Developer), a _(ADDRESS) corporation with a place of business in Bath, _(ADDRESS) . WITNESSETH THAT WHEREAS, the City designated The BBB Municipal Development and Tax Increment Financing District #1 and The BBB Municipal Development and Tax Increment Financing District #2 (the Dis

9、tricts) pursuant to Chapter 207 of Title 30-A of the _(ADDRESS) Revised Statutes, as amended, by action of the City Council at a City Council Meeting held on _,_,_(M/D/Y) (the Vote) and pursuant to the same Vote adopted a development program and financial plan for the Districts (the Development Prog

10、ram); and WHEREAS, the _(ADDRESS) Department of Economic and Community Development has reviewed and accepted the District and the Development Program effective _,_,_(M/D/Y); and WHEREAS, the Development Program contemplates the execution and delivery of a credit enhancement agreement between the Cit

11、y and the Developer; and WHEREAS, the City and the Developer desire and intend that this Credit Enhancement Agreement be and constitute the credit enhancement agreement contemplated by and described in the Development Program; NOW, THEREFORE, in consideration of the foregoing and in consideration of

12、 the mutual promises and covenants set forth herein, the parties hereby agree as follows: ARTICLE I DEFINITIONS: INTERPRETATIONS SECTION 1. 1. DEFINITIONS. The terms defined in this Article I shall, for all purposes of this Agreement, have the meanings herein specified, unless the context clearly re

13、quires otherwise: Agreement shall mean this Credit Enhancement Agreement between the City and the Developer. Captured Assessed Value shall mean the valuation amount by which the then current assessed value of the Districts exceeds the Original Assessed Value of the Districts. City means the AAA, _(A

14、DDRESS), a municipality duly organized and existing under the laws of the State of _(ADDRESS). City Share means (a) all of the Retained Tax Increment Revenues other than the Developer Share thereof plus (b) all interest and earnings on all of the Retained Tax Increment Revenues, except as provided i

15、n Section 3.1(e) hereof. Developer means BBB Corporation, a _(ADDRESS) corporation with a place of business in Bath, _(ADDRESS). Development Program means the development program for the District as adopted by the Bath City Council at a Meeting held on _,_,_(M/D/Y). Development Program Fund means th

16、e development program fund described in the Financial Plan section of the Development Program and established and maintained pursuant to Article II hereof. Developer Share means (a) 100% of the Real Property Increment with respect to the Land Level Facility and 50% of the Real Property Increment wit

17、h respect to the Existing Facility and 50% of the Personal Property Increment with respect to the Land Level Facility and 50% of the Personal Property Increment with respect to the Existing Facility, for each of the twenty-five years of the term of this Agreement (mencing with the year _ Tax Year) o

18、f the Retained Tax Increment Revenues, provided, however, that such percentages shall be reduced to the following amounts at such time that the aggregate amount of payments by the City to the Developer during the term of this Agreement and pursuant to this Agreement equal $ _; 100% of the Real Prope

19、rty Increment with respect to the Land Level Facility with respect to assessed value equal to the assessed value of Land Level Facility (District #1) real property as of _,_,_(M/D/Y); 35% of the Real Property Increment with respect to the Land Level Facility with respect to assessed value of real pr

20、operty in excess of the assessed value of Land Level Facility (District #1) real property as of _,_,_(M/D/Y); 35% of the Personal Property Increment with respect to the Land Level Facility; 35% of the Real Property Increment with respect to the Existing Facility; and 35% of the Personal Property Inc

21、rement with respect to the Existing Facility. In the event that the Tax Shift Formulas are changed and as a result the Citys Tax Shift amount is decreased by reason of inclusion in the Citys valuation for purposes of the Tax Shift Formulas of any portion of the Captured Assessed Value with respect t

22、o which the Developers Share is determined hereunder, then, mencing with the later of (a) the _ Fiscal Year or (b) the Fiscal Year in which the Tax Shift Formulas are changed, the Developer Share shall be reduced by an amount equal to 50% of the difference, calculated solely with respect to the Deve

23、loper Share of the Retained Tax Increment, between (a) the Tax Shift as determined using the method set forth in the current Tax Shift Formulas and (b) the Tax Shift as properly determined using the then effective State laws relating to state aid to education, revenue sharing and county tax; any red

24、uction under this paragraph shall be calculated annually and applied to reduce the payments of the Developer Share on the next scheduled payment date herein following such calculation. A change in the Tax Shift resulting other than from including Captured Assessed Value in the Citys valuation shall

25、not result in a reduction of the Developers Share. Anything in this Agreement to the contrary notwithstanding, for purposes of calculating the Developers Share, the platform for the Land Level Transfer System (the concrete pad, filled land and pilings supporting the structures thereon) shall be incl

26、uded within the real property increment of the Land Level Facility. District(s) means the BBB Corporation Municipal Development and Tax Increment Financing District #1 (District #1) and The BBB Municipal Development and Tax Increment Financing District #2 (District #2) designated by the City pursuan

27、t to Chapter 207 of Title 30-A of the _(ADDRESS) Revised Statutes, as amended, by vote at City Council Meeting held on _,_,_(M,D,Y), which Districts shall include the Existing Facility and the Land Level Facility. Effective Date means _,_,_(M/D/Y). Existing Facility means the Property consisting of

28、the existing shipbuilding facility of the Developer, located on the parcel shown on Tax _,_(M,D) as Parcel 142 within District #2, including all land, buildings, and all personal property located on such parcel as of _,_(M,D) each year subject to City ad valorem taxes together with all improvements

29、or additions thereto within the existing geographic boundaries of such facility, all as currently depicted on Exhibit A hereto. Financial Plan means the financial plan described in the Financial Plan Section of the Development Program.Fiscal Year means _,_(M/D) to _,_(M/D) of each year or such other

30、 fiscal year as the City may from time to time establish; for purposes of this Agreement, the Fiscal Year _ means the Fiscal Year mencing _,_,_(M/D/Y) and ending _,_,_(M/D/Y) and the Fiscal Year _$ means the Fiscal Year mencing _,_,_(M/D/Y) and ending _,_,_(M/D/Y). Land Level Facility means the land

31、 level facility to be constructed in District #1 by the Developer adjacent to the Existing Facility, together with all land, buildings, personal property located on such adjacent land as of April 1 of each year subject to City ad valorem taxes together with all improvements or additions thereto as d

32、epicted on Exhibit B hereto. Original Assessed Value means $ _, the assessed value of the Districts as of _,_,_(M/D/Y) as the same may be adjusted from time to time in accordance with Section 3.7 hereof. Personal Property Increment means that portion of the Tax Increment attributable to increases in

33、 personal property valuations with respect to personal property located in the Districts. Project means the design, planning, development, acquisition, construction and operation of the Land Level Facility and other BBB Corporation improvements within the Districts as described in the Development Pr

34、ogram. Project Cost Account means the project cost account described in the Financial Plan Section of the Development Program consisting of the City Subaccount and the Developer Subaccount and established and maintained pursuant to Article II hereof and to provisions of 30-A M.R.S.A. Section 5254 (3

35、)(A) (2). Project Costs means project costs as defined in 30-A M.R.S.A. Section 5152(8). Property means all real property and all personal property now or hereafter located in the Districts. Property Taxes means any and all ad valorem property taxes levied, charged or assessed against real or person

36、al property in the Districts by the City, or on its behalf. Real Property Increment means that portion of the Tax Increment attributable to increases in real estate valuations with respect to real estate located in the Districts. Retained Tax Increment Revenues means that portion of the Tax Incremen

37、t to be retained by the City and deposited into the Development Program Fund pursuant to the terms of the Development Program and this Agreement. Tax Increment means the real and personal property taxes exclusive of any state, country or special district tax, assessed by the City on the captured assessed value of proper