Expiration:
If not executed and returned with the deposit within five business days from
the date hereof this term sheet shall be considered null and void.
Confidentiality:
Subject to the provisions and requirements of New Hampshire R.S.A.
Chapter 91-A, (i) the Sponsor, Investor, and CDE all agree to treat the
terms of this term sheet as confidential and shall not share the terms with
any other party without the express written consent of Investor and CDE,
except the term sheet may be shared with each party’s counsel and financial
advisor; (ii) once this letter has been acknowledged, any other proposals
regarding the tax credit equity from the Project shall not be entertained, and
(iii) all information and materials received by Investor and CDE are to be
kept confidential, and all parties will negotiate in good faith to close the
transaction. Upon acknowledging this term sheet, it is further warranted
that (i) all negotiations, if any, with all other parties have been terminated
and (ii) Sponsor is not a party to any other letter of intent, proposal or
similar document from any other party regarding the tax credit equity from
the Project. The prevailing party in any proceeding to enforce the terms of
this section or the sections labeled “Initial Deposit,” “Transaction Costs,”
“Exclusivity,” and “Confidentiality” under this term sheet shall be entitled
to its reasonable attorney's fees and costs.
Notwithstanding the foregoing, the parties hereto shall be permitted to
disclose to any and all persons, without limitation of any kind, the tax
treatment and tax structure (as defined in Treasury Regulation Section
1.601 1-4(c)) of the transaction contemplated by this Term Sheet and all
materials of any kind (including opinions or other tax analyses) relating to
such tax treatment and tax structure.
Equal
Opportunity
Provider
In accordance with federal law and the U.S. Department of the Treasury
policy, this institution is prohibited from discriminating on the basis of
race, color, national origin, sex, age or disability. To file a complaint of
discrimination, write to Department of the Treasury, Office of Civil Rights
and Diversity, 1500 Pennsylvania Ave. NW, Washington D.C., 20220 or
call (202) 622-1160
This is not a commitment or offer to lend or invest, but only describes the proposed terms for
discussion purposes. This term sheet does not purport to summarize all terms, conditions,
representations, warranties and other provisions that may be contained in loan and equity
documentation. Neither the proposed terms herein nor any oral understandings relating to a loan
are binding until and unless such terms or understandings have been reduced to a written
agreement executed by the CDE, Investor, and Sponsor. Except as provided above, the terms of
this proposal are for Sponsor and Sponsor’s confidential use and may not be disclosed by it to
any other person other than its employees, attorneys and financial advisors, and then only in
connection with the transaction being discussed and on a confidential basis, except where
disclosure is required by law, or where the CDE consent to the proposed disclosure. Each party
shall bear its own expenses and proceed at its own risk, except as set forth above in the section
labeled “Deposit” and “Transaction Costs.”
MCD/NPAC Term Sheet 7
