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facilitate public use; and <br />WHEREAS, City and Benefactor have entered into this Agreement to set forth the parties' <br />understanding and obligations relating to the acquisition, use and development of the Property; <br />NOW THEREFORE, in consideration of the foregoing and ofthe mutual promises made <br />herein, Benefactor and City agree as foliows: <br />1. Term. This Agreement shall commence on its Effective Date and shall continue until all <br />payments required to be made by Benefactor hereunder have been made, unless terminated <br />at an earlier date as provided herein. <br />2. Effective Date; Condition Precedent. The Effective Date of this Agreement is the later o£ <br />(a) the date on which the ODOT Contract is signed by the authorized representatives of the <br />City and the State of Oregon, or (b) the date on which this document has been signed by the <br />Benefactor and the authorized representative of the City. The execution of the ODOT <br />Contract is an express condition precedent to the commencement and existence of each of <br />Benefactor's and City's rights, duties and obligations hereunder. <br />3. Consideration; Status of Benefactor. Benefactor represents that his undertakings, promises <br />and covenants herein are donated as a gift to City, in consideration of City's promises and <br />covenants herein and the execution of the ODOT Contract by the City. By executing this <br />Agreement, City acknowledges and accepts Benefactor's gift. At no time shall Benefactor <br />or any of its officers, agents, contractors or employees be, or be deemed to be, an agent or <br />employee of City. <br />4. Pled~e of Fundin~. Benefactor hereby makes his irrevocable promise and pledge to pay <br />directly to City payments in the amounts and not later than the dates shown in Exhibit A <br />attached to this Agreement. Benefactor understands and acknowledges that his payments <br />will be used by the City on a pass-through basis to make the payments of principal and <br />interest required under the ODOT Contract for the City's purchase of the Property. All <br />-payments shall be made in guaranteed funds in the form of certified check or money order, <br />payable to the City of Eugene and labeled "Pre's Park Acquisition Account." Payment so <br />made shall be delivered to: <br />City of Eugene <br />Public Works Department, Administration Division <br />858 Pearl Street <br />Eugene, Oregon 97401 <br />Benefactor has the right to prepay all or any portion of the principal components shown on <br />Exhibit A at any time. City shall immediately apply any such prepayment received from <br />Benefactor to prepay an equivalent amount of principal under the ODOT Contract and shall <br />adjust Exhibit A in a manner consistent with the State's adjustment of the payments <br />A~reement for Acquisition and Development of Pre's Rock Park - Pa~e 2 <br />