CARIBOU INDUSTRIES, INC.-2017 - Laserfiche WebLink

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REIMBURSEMENT AGREEMENT This Reimbursement Agreement ("Agreement") is dated Aul 2017, for reference purposes only, and is entered into by and among the ITY OF SANTA ANA, a California charter city in the County of Orange of the State of California ("City"), and CARIBOU INDUSTRIES, INC., a Nevada Corporation ("Developer"). City and Developer are sometimes referred to in this Agreement individually, as a "Party" and, collectively, as the "Parties." This Agreement is entered into by the Parties with reference to the following recited facts (each, a "Recital'): RECITALS A. City and Developer are parties to an Exclusive Negotiation Agreement, dated 0 l �-� , 2017 (the "Negotiation Agreement"), pursuant to which City and Developer have entered into discussions necessary to evaluate the Project and to negotiate a DDA, if any. Capitalized terms used but not defined in this Agreement have the meaning assigned to them in the Negotiation Agreement. B. The Parties desire to enter into this Agreement to establish the terms and conditions upon which Developer will reimburse City for bona fide, actual costs paid and/or costs accrued in connection with and direedy_.related to the -Project and. the negotiation and execution of the DDA, if any, such as expenses for engineers, architects, financial consultants, legal, planning and other consultants and contractors retained by the City ("Eligible Expenses"). NOW THEREFORE, in consideration of the mutual covenants set forth herein and the mutual benefits to be derived therefrom, the Parties agree as follows: TERMS 1. Incorporation of Recitals. The Parties agree that the Recitals constitute the factual basis upon which City and Developer have entered into this Agreement. City and Developer each acknowledge the accuracy of the Recitals and agree that the Recitals are incorporated into this Agreement as though fully set forth at length. 2. Reimbursement of Costs. Developer agrees to reimburse the City for Eligible Expenses pre -approved by Developer and City, up to a maximum of Fifty -Thousand Dollars ($50,000.00), payable within thirty (30) days after receipt by Developer of written documentation from City evidencing such Eligible Expenses. 3. Assignability. This Agreement may not be assigned by any Party without the prior and express written consent of the other Parties, which consent shall not be unreasonably withheld, conditioned or delayed. Any attempted assignment of this Agreement not in compliance with the terms of this Agreement shall be null and void and shall confer no rights or benefits upon the assignee. 4. No Prior Ageeme_nts and No Oral Modifications. This Agreement represents the entire understanding of City and Developer with respect to the subject matter hereof and 1