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for the first five (5) years of its operation commencing on the first day of the <br />month following the day the Company begins retail sales to the public from <br />the Project Location ("the Commencement Date"). The five-year rebate <br />period shall commence upon and run continuously from the <br />Commencement Date. <br />4. Payment of Rebates; Cap; Inspection. The maximum amount of the rebates <br />payable pursuant to Sections 1 and 2 above shall in no event exceed the <br />calculation of 50% of the fees or taxes described in Sections 1 and 2 paid <br />to the City and a not to exceed cap of five thousand dollars ($5,000). The <br />maximum amount of the rebates payable pursuant to Section 3 above shall <br />in no event exceed the calculation of 40% of the taxes described in Section <br />3 above; provided, further that the total maximum amount of rebates <br />payable pursuant to Section 3 shall in no event three thousand one hundred <br />dollars ($3,100). Sales Tax rebates pursuant to Section 3 shall terminate <br />when the Company has received from the City the last rebate payment <br />under this Agreement for five-year rebate period or when the Company has <br />received $3,100 in rebate payments, whichever first occurs. The building <br />permit fee and construction use tax rebates in Sections 1 and 2 pertaining <br />to each phase of the Project shall be paid by the City to Company within <br />120 days following issuance of the certificate of occupancy or final <br />inspection for the applicable portion of the Project work, as reasonably <br />determined by the City, subject to Sections 5 and 6 below. The Sales Tax <br />rebate provided for in Section 3 above shall be paid by the City to Company <br />in annual installments, on or before February 28 of the following year. At <br />the end of each month, on or before the 201" of the following month, the <br />Company shall be responsible to remit to the City its total monthly <br />Sales/Use Tax payment on the appropriate Sales/Use Tax return form. All <br />rebate payments will be remitted by the City to the Company at the address <br />set forth in Section 8. <br />5. No Interest; Inspection and Disclosure of Records. No interest shall be paid <br />on any amounts subject to rebate under this Agreement. Each party and its <br />agents shall have the right to inspect and audit the applicable records of the <br />other party to verify the amount of any payment under this Agreement, and <br />each party shall cooperate and take such actions as may be necessary to <br />allow such inspections and audits. The Company acknowledges that <br />implementation of this Agreement requires calculations based on the <br />amount of taxes collected and paid by the Company with respect to the term <br />of this Agreement and issuance of rebate payment checks in amounts <br />determined pursuant to this Agreement, and that the amounts of the rebate <br />payment checks will be public information. The Company, for itself, its <br />successors, assigns, and affiliated entities, hereby releases and agrees to <br />hold harmless the City and its officers and employees from any and all <br />liability, claims, demands, and expenses in any manner connected with any <br />dissemination of information necessary for or generated in connection with <br />the implementation of rebate provisions of this Agreement. <br />Page 2 of 6 <br />