COMPONENT PARTS OR COMPONENT ENTITIES,
EXCEPT AS EXPRESSLY SET FORTH HEREINBELOW:
Hotel Component - 5.30%
A-B Office Component - 13.35%
C-D Office Component - 13.35%
Entertainment/Retail Component - 63.25%
Baseball Component - 4.75%
In the event that the A-B Office Component and/or C-D Office Component are
divided into additional Components pursuant to the Declaration (i.e., separate A
and B Components and/or C and D Components), the obligation set forth above for
each Office Component may be divided into approximately equal shares between the
two new constituent Components.
The Authority further acknowledges that the
Entertainment/Retail Component may be further subdivided into the "ERC Main
Site" and "ERC Parking Site" to segregate the parking facilities in the
Entertainment/Retail Component from other operating facilities pursuant to terms
to be agreed by the Parties in the Project Agreements.
(D)
DEVELOPER ACKNOWLEDGES AND AGREES THAT EXCEPT AS
SET FORTH ABOVE DEVELOPER
11
SHALL HAVE NO FURTHER RIGHT TO SEGREGATE THE PROJECT SITE INTO COMPONENT PARTS
OR COMPONENT INTERESTS, EXCEPT IN CONNECTION WITH A REQUEST FOR A MODIFICATION
TO THE APPROVED MASTER PLAN AS PROVIDED IN THE REDEVELOPMENT AGREEMENT.
SECTION 8.
BOROUGH ESCROW.
(A)
ON OR ABOUT THE DATE HEREOF, BOROUGH AND
AUTHORITY HAVE ENTERED INTO A CERTAIN SECOND ADDENDUM TO SETTLEMENT AGREEMENT
(THE "SECOND ADDENDUM"), PURSUANT TO WHICH THE AUTHORITY'S PAYMENTS IN LIEU OF
TAXES AND OTHER PAYMENTS TO THE BOROUGH WILL BE MODIFIED TO REFLECT THE
DEVELOPMENT OF THE PROJECT.
THE SECOND ADDENDUM REQUIRES THE AUTHORITY TO POST
A $150,000 ESCROW WITH BOROUGH (THE "$150,000 ESCROW") TO COVER REASONABLE COSTS
INCURRED BY THE BOROUGH IN THE NEGOTIATION OF THE SECOND ADDENDUM, AND
CUSTOMARILY INCURRED IN PERFORMANCE OF THE BOROUGH'S OBLIGATIONS UNDER
PARAGRAPHS 13 AND 14 OF THE SECOND ADDENDUM. DEVELOPER HAS AGREED TO POST THE
$150,000 ESCROW IN SATISFACTION OF AUTHORITY'S OBLIGATION UNDER THE SECOND
ADDENDUM, AS SET FORTH HEREINBELOW.
(B)
DEVELOPER SHALL EITHER (I) DEPOSIT THE $150,000
ESCROW DIRECTLY WITH BOROUGH, OR (II) DEPOSIT THE $150,000 ESCROW WITH THE
AUTHORITY.
IN THE EVENT THE DEVELOPER DEPOSITS THE $150,000 ESCROW DIRECTLY
WITH THE BOROUGH, THE AUTHORITY SHALL NOTIFY THE BOROUGH THAT THE $150,000
ESCROW REQUIRED BY THE SECOND ADDENDUM HAS BEEN DEPOSITED ON THE AUTHORITY'S
BEHALF BY THE DEVELOPER, AND THE AUTHORITY WILL REQUEST THAT BOROUGH DEPOSIT
SAME INTO A SEPARATE ACCOUNT THAT SHALL BE DRAWN DOWN UPON BY BOROUGH PURSUANT
TO THE TERMS OF THE SECOND ADDENDUM.
IN THE EVENT THE DEVELOPER DEPOSITS THE
$150,000 ESCROW WITH THE AUTHORITY, THE AUTHORITY SHALL IMMEDIATELY DEPOSIT SUCH
SUM WITH THE BOROUGH AS THE AUTHORITY'S ESCROW PURSUANT TO THE SECOND ADDENDUM.
THE $150,000 ESCROW SHALL BE PAID IN TWO INSTALLMENTS WITH ONE-THIRD BEING DUE
ON THE GROUND LEASE EXECUTION DATE AND TWO-THIRDS BEING ON THE DEVELOPMENT
RIGHTS FEE FUNDING DATE.
(C)
ON A MONTHLY BASIS (OR OTHER TIME PERIOD IN
WHICH BOROUGH PROVIDES SAME), THE AUTHORITY SHALL PROVIDE DEVELOPER WITH A
STATEMENT OF COSTS AND EXPENSES PAID FROM THE $150,000 ESCROW.
DEVELOPER HEREBY
ACKNOWLEDGES THAT BECAUSE THE BOROUGH WILL BE DRAWING FROM THE $150,000 ESCROW