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Subject to the terms of Section 2.1.2, the Loan Repayments for each Contract Year shall be <br />applied to Loan Amount in a single calculation within ninety (90) days following the end of that <br />Contract Year. <br />2.2.1.2 Loan Repayments shall be applied to the Loan Amount from <br />any source of funds legally available to City. In this regard, it is understood and agreed that the <br />Sales Tax from the Auto Mall's Required Operations in the City is being used merely as a measure <br />of the amount of Loan Repayments that are periodically applied by the City to the Loan Amount, <br />and that City does not and legally cannot pledge any portion of that Sales Tax to Auto Mall, <br />2.2,1.3 Once the City receives the sales tax from the Auto Mall, the <br />entire amount of the sales tax revenue will remain with the City. No sales tax will be paid or <br />credited back to the Auto Mall from the City as part of this Agreement. <br />2.2.1.4 City shall analyze the Loan Repayments after five (5) years, <br />in October of 2022, and return to the City Council to provide an update on the sufficiency of the <br />Loan Repayments and the remainder of the Loan Amount. <br />2.2.2 Repayment Procedure. <br />2.2.2.1 After the end of each Contract Year, and no later than one <br />hundred and twenty (120) days after the Auto Mall dealerships' payment of the Sales Tax to the <br />State Board of Equalization for that Contract Year, Auto Mall shall submit to City the Sales Tax <br />Reports for the preceding Contract Year and a written request for application of the Loan <br />Repayment amount for said Calendar Year to the Loan Amount. Any delay shall not constitute <br />either a breach of this Agreement or a waiver of Auto Mall's right to receive Loan Repayment <br />credit under this Agreement, but may result in a delay in the City's application of the Loan <br />Repayment to the extent that such delay by Auto Mall causes the City to be unable to meet its <br />obligations in a timely manner. <br />2.2.2.2 Calculation of the Loan Repayment amount determined by <br />City to be credited to Auto Mall for each Contract Year shall be made by City within ninety (90) <br />days after the later of the following: (i) Auto Mall's submission of its completed Loan Repayment <br />request; and (ii) City's verification, based upon corroborating information provided to City by either <br />the State Board of Equalization and/or a sales tax consultant retained by City, that City has <br />received the Sales Tax attributable to sales from all Required Operations within the City for the <br />applicable Contract Year. Any disapproval by City of an Auto Mall Loan Repayment request shall <br />state in writing the reasons for disapproval and shall be provided to Auto Mall within fifteen (15) <br />days after City has received information necessary to make the determination that the Loan <br />Repayment request cannot be approved. City agrees to expeditiously process Auto Mall's <br />requests for Loan Repayment. Auto Mall expressly understands that nothing contained in this <br />Agreement shall obligate or otherwise commit City to apply the Loan Repayment for a Contract <br />Year unless and until City receives reasonably satisfactory verification that City has received the <br />Sales Tax attributable to sales from the Required Operations in the City for that Contract Year. <br />2.2.2.3 In the event that the State Board of Equalization conducts a <br />review or audit of Auto Mall's Required Operations or Sales Tax payments during the Operating <br />Period that results in an actual and final loss or reduction of monies that City has already applied <br />to the Loan Repayment for one or more Contract Years, or in the event that Auto Mall amends <br />any sales tax returns that causes a reduction in the Sales Tax due to the City for one or more <br />Contract Years, the City shall recalculate the Loan Repayment accordingly. In the event that the <br />75A-24 <br />