Resolution 1999-27 - Laserfiche WebLink

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Boulder Countg Clerk, CO RG R 31,88 1950373 Page~ 3 0£ 6 parent and aubaidiary or--om, hereby waivm any propfi~ry rights and fights of confid~Riality it may have with ~ to any information u~assary for or g~cmte, d in core, ration with tl~ imple, mentation of this Ag~ammt. Sam's furtlwr agrae, s to daf~ad, ia&:mni~y and hold han~ss 11~ City, and its officers and its employees, from and against ail liability, claims, demands, and eXlmaSes, inaluding court costs mci a=omey fe~s, which arise out of or a~ ia any mann~ connmlzd with any diaseanination of any inform~t, ion n~zssary for or generated ia connection with the impl~m~tation of this Alge, m~t. Sam's shall inv~tigar~, handle, n~lX)~ to, and provid~ defense for any cl~fead against any such liability, claims, and dmnands, and bear all other costs and exi~nsas relat~t thereto, including court costs and atton~ys' 8. Corrmlisnee with ~!aeAp_~vals. The City shall not be rexluired to rna~ any rebate payments pux'suant to this ~~t ~ the event of noncompliance by Sam's with th~ t~i,.s, conditions and rextuirexm~ts of the approval final PUD 6avelopm~at plan gov~m:ing Sam's Club, if such noncompliance is not cur~ and brought into eoa~lianc~ within £ffte~ (I5) da~ of writ'a~ notice of noncompliance to Sam's. The notice shall sp~:dy the conditions of noncomplianc~ and shall be se, at to Sam's at its axldr~ss and in the manner set forth in Paragraph 22, bmlow. Nothi_n_g hea~ia shall be construed to limit or affect any oth<' rights or ~aedi~ available to the City in the event of noncompliance with th~ apgnavad final PTo'D dcvelopm~t plan governing Sam's Club. 9. Aff~t of Ch.~_.~ in Sales Tax Rate.. Any increase ia the City salts tax ate shall not affect tbe rebate paymants to be mad~ pursuant to thi~ Agr~men*4 rather, the amount of the rebate .tmylm~ts wilt continue to be based upon a sal~; tax ram of thr~ p~ment 0.0%). A.W dccrcasc in the City sales tax rare shall cause th~ amount of the rcbam payments made pursuant to rbis Agr~m~[ to be fifty percent (50%) of the i, ev~nue$ a6~aally received by the City from applicatitm of the redueect sale~ tax ram. 10. Source and_ _ _A.Erm:~_ '~on of Pa~nen~. The CAty shall have the right to maim rebate payments requir~ under tixis ~t from auy som~.e dem'mme, a by the City. The City's obligation to malc¢ payme,~s und~ this A,gxeement is from year to year on]y, aad payments shall be subj~--t to annual ~propriation in th~ sol~ and ab$olate discretion of the City Council of th~ City. Nothing in this Agreeam~t is intu-ndrxl to nor shal} be constru~:d to cmaIe any mrfltiple-fiscal yP~a- ~ or indinmt City debt or f':scal obligation whatsoever. 11. PriorObligations of CAn,. The parties ~cally acknowledge and agree that all obligations of the City un&r ,iris ~ia'c are subordinat~ to any ~xisting or future financial obligations of the City, including without limima'on any outstanding or futun: salos tax revenu~ borated dr, bt mci a~y other out~ancting or futura bond obligatiolas. Sam's acknowled~s that such pre-existing or futuxe financial obligations may affe~ the fum~ sales tar n~vonu~ to b~ retained by the City. ] 2. No Joint Ventare or Parmership/~o Assumption of Liability. Nothing conmim~l ~ this Agreea~t is intended to create a pam~ship or joint wntare betweena the City and Sam's, and