HomeMy WebLinkAboutWaiver and Release Agreement
WAIVER AND RELEASE AGREEMENT
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This Waiver and Release Agreement is entered into this ?"3 'day of V ~ 1997 by
and between Mobilia, Ltd. ("Mobilia"), and the Columbia Heights Economic Development
Authority (the "EDA") as successor in interest to the Housing and Redevelopment Authority in
and for the City of Columbia Heights ( the "HRA").
1. On November 30, 1995, a representative of Zaidan Holdings, Inc. ("Zaidan") delivered
a check in the amount of $158,099.22 to the HRA as payment in full of the outstanding
balance of the Promissory Note given by Zaidan to the HRA dated March 10, 1995 (the
"Note"). The Note was secured by that certain Subordinated Mortgage given by Mobilia
to the HRA dated March 10, 1995 (the "Mortgage").
2. The payoff amount was calculated as follows:
Principal Balance Due:
Plus interest from 3/10/95
Less 10/16/95 payment
Less Credit Amount
Plus Credit Amount interest
$250,522.00
14,550.87
( 26,822.00)
( 80,686.01)
534.36
Total Paid:
$ 158,099.22
3. Under paragraph (f) of the Note, the full Credit Amount was the total tax increment
attributable to the Property that is payable to the HRA in calendar year 1995 and arising
from an estimated market value of $4,800,000, less the tax increment that would have
been attributable to the Property payable in calendar year 1995 if the assessor's market
value had been $1,630,800; provided that only the portion of the Credit Amount actually
received by the HRA as of December I, 1995 was applicable as a credit against amounts
due on or before December 1, 1995.
4. As of the payoff on November 30, 1995, property taxes for the first half of 1995 had been
paid, but taxes for the second half of 1995 were delinquent. As of that date, the HRA
had actually received only $80,686.01 of the Credit Amount, attributable to first-half 1995
property taxes. The amount applied as a credit on November 30, 1995 was therefore
$80,686.01.
5. On November 30, 1995 Zaidan elected to pay the balance due as described in paragraph
2 above, notwithstanding the fact that, had the second-half 1995 taxes been timely paid,
Zaidan would have been entitled to a full Credit Amount of $161,372.02.
6. Mobilia understands that the Note has been paid in full in accordance with its terms.
7. Mobilia hereby waives and releases any claims it has or may have against the EDA or its
successors and assigns or the City of Columbia Heights, arising from or in connection
with the Note or the Mortgage, including without limitation any right or interest in the
amount of $80,686.01 representing the portion of the Credit Amount not applied as a
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credit against amounts due under the Note, except as otherwise provided in Section 8
hereof.
8. Notwithstanding anything to the contrary herein, upon or after receipt by the EDA or its
successors and assigns of tax increment attributable to the second-half 1995 property taxes
on the Property, the EDA agrees that it will payor reimburse Mobilia or its successor and
assigns for 50 percent of the cost of acquiring and installing an interactive security
surveillance system ("Security System") in the parking ramp adjacent to the Columbia
Heights Office Center, provided that the total reimbursement shall not exceed $30,000.
The Security System must be approved by the EDA and the City, and must be installed
within one year after receipt by the EDA of the tax increment attributable to second half
1995 property taxes on the Property. Mobilia or its successors and assigns shall comply
with all bidding requirements otherwise applicable to the Security System if the EDA
acquired such system directly. The EDA will provide advice and assistance regarding
such bidding requirements.
9. Mobilia will hold harmless, defend and indemnify the EDA and the City for any claim
brought by Zaidan arising from or in connection with the Note or the Mortgage, including
without limitation any right or interest in the amount of $80,686.01 representing the
portion of the Credit Amount not applied as a credit against amounts due under the Note,
except as otherwise provided in Section 8 hereof.
10. The EDA will deliver to Mobilia or its successors and assigns a satisfaction of the
Mortgage in recordable form upon payment by Mobilia or its successor or assigns to the
EDA the amount of $4,962.41, which amount represents and shall be applied to payment
of property taxes payable in calendar year 1997 against the Walkway Property (as defined
in the Management Agreement), including reimbursement to the City of Columbia Heights
for its payment of the first-half property taxes on such property prior to the date of this
Agreement.
Date~ 2. ~ ~cl, 1997
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