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"Required Operations" shall collectively refer to the following on and with respect to Auto <br />Mall dealerships conducting its automotive retail sales and service operations in the City: (i) Auto <br />Mall dealerships retaining and continuing to own or lease sufficient facilities in the City to allow <br />the automotive retail sales and service operations to be conducted; (ii) Auto Mall dealerships' <br />operation of the automotive retail sales and service operations within the corporate boundaries of <br />the City; and (iii) Auto Mall dealerships not transferring or otherwise relocating the automotive <br />retail sales or service operations as reported to the State Board of Equalization to another facility <br />or location outside of the City. <br />"Sales Tax(es)" means that portion of taxes that is allocated, paid to, and actually received <br />by City from the imposition of the Bradley -Burns Uniform Sales and Use Tax law (commencing <br />with Section 7200 of the California Revenue and Taxation Code), or any successor law thereto, <br />arising from all taxable sales transactions, occurring from Required Operations conducted by Auto <br />Mall dealerships within the City during the Operating Period. "Sales Tax" shall not include sales <br />tax revenues that are provided to a city based upon a special election and are limited to be used <br />for a specified governmental function or functions. <br />"Sales Tax Reports" shall include, for each Contract Year: (i) a statement identifying the <br />amount of Sales Tax paid by Auto Mall dealerships from Required Operations within the City <br />during the Contract Year; and, (ii) copies of all statements and reports filed with the State Board <br />of Equalization. <br />2.1 Loan Amount. On behalf of the Auto Mall, the City shall make payment to EMI in <br />an amount not to exceed $1,032,948.00 ("Loan Amount") for the delivery and installation of a <br />new 75 -foot tall double face digital illuminated pylon Sign at the Santa Ana Auto Mall, including <br />the demolition and removal of the old sign, pursuant to the terms of the EMI purchase order <br />attached hereto as Exhibit B. The City shall not be responsible for any other payments, expenses, <br />or change orders beyond the Loan Amount. <br />2.1.1 Interest Rate. The Loan Amount shall include an interest rate of <br />0.92%, which is the California Local Agency Investment Fund ("LAIF") rate of return as of June <br />30, 2017. <br />2.2 Reoavment of Loan Amount to Cl <br />2.2.1 Calculation of Auto Mall Consideration. The Auto Mall will be <br />responsible for repaying the Loan Amount, including interest, to the City. Each Contract Year the <br />Auto Mall will receive Loan Repayment credit for 50% of the new sales tax revenue generated to <br />the City over the base year, which will be applied as a yearly repayment of the Loan Amount. The <br />base year shall be calendar year 2016, in which the City received two -million, four -hundred and <br />eighty-three thousand, and eight -hundred and eighty-nine dollars ($2,483,889.00) in sales tax <br />revenue from the Auto Mall. At the end of 10 Contract Years of repayments, commencing with <br />calendar year 2018 and continuing through calendar year 2027, the remaining Loan Amount not <br />covered by the Loan Repayments, if any, will be due and payable by the Auto Mall to the City. <br />2.2.1.1 Subject to Paragraph 2.1.1.2 below, for Required <br />Operations conducted by Auto Mall dealerships in the Operating Period, the Auto Mall shall <br />receive Loan Repayment credit toward the Loan Amount based on the actual net amount of Sales <br />Tax directly received by the City from the State Board of Equalization during that Contract Year. <br />75A3 23 <br />