Township Council Meeting — Packet

WHEREAS, Section 9.01 of the Financial Agreement provides that the Township, on written application: “will consent to a sale of the Project (or a portion thereof) and the transfer of this Agreement (as pertaining to a portion of the Project) to another “Entity” (as such term is defined in the Financial Agreement) provided that: (a) in the event that the Project or relevant portion thereof has not been completed, the transferee Entity shall have demonstrated to the reasonable satisfaction of the Township that it possesses the experience and capitalization necessary to complete the Project (or relevant portion thereof), which determination shall not be unreasonably withheld; (b) the transferee Entity does not own any other Project subject to long term tax exemption at the time of transfer; (c) the transferee Entity is formed and eligible to operate under the Exemption Law; (d) the Entity is not then in Default of this Agreement or in violation of Applicable Law; (e) the Entity’s obligations under this Agreement are fully assumed by the transferee Entity; (f) the transferee Entity abides by all terms and conditions of this Agreement including, without limitation, the filing of an application pursuant to N.J.S.A. 40A:20-8, and any other terms and conditions of the Township in regard to the Project; and (g) no Annual Service Charge is due and owing by the Entity.”; and WHEREAS, Redeveloper and Stonehill have demonstrated to the Township that all of the above conditions have been satisfied, and more specifically: (a) is not applicable as the Project is complete, as evidenced by the Certificate of Completion; (b) Stonehill does not currently and will not own any other project subject to a long term tax exemption at the time of transfer; (c) Stonehill will be an urban renewal entity formed and eligible to operate under the Exemption Law; (d) Redeveloper is not in Default under the Financial Agreement or in violation of Applicable Law; (e) Stonehill has agreed to fully assume all of Redeveloper’s obligations under the Financial Agreement; (f) Stonehill has agreed to abide by all terms and conditions of the Financial Agreement and any other terms and conditions of the Township in regard to the Project, provided Stonehill shall not be required to file a new application pursuant to N.J.S.A. 40A:20-8 because the Project is Complete; and (g) no Annual Service Charge is

Township in regard to the Project, provided Stonehill shall not be required to file a new application pursuant to N.J.S.A. 40A:20-8 because the Project is Complete; and (g) no Annual Service Charge is due and owing by the Redeveloper. 2 55246/0018-51196376v5