Credit Enhancement Agreement

in the event that the tax shift formulas are changed and as a result the city's tax shift amount is decreased by reason of inclusion in the city's valuation for purposes of the tax shift formulas of any portion of the captured assessed value with respect to which the developer's share is determined hereunder, then, commencing with the later of (a) the _________ fiscal year or (b) the fiscal year in which the tax shift formulas are changed, the developer share shall be reduced by an amount equal to 50% of the difference, calculated solely with respect to the developer share of the retained tax increment, between (a) the tax shift as determined using the method set forth in the current tax shift formulas and (b) the tax shift as properly determined using the then effective state laws relating to state aid to education, revenue sharing and county tax; any reduction under this paragraph shall be calculated annually and applied to reduce the payments of the developer share on the next scheduled payment date herein following such calculation.

a change in the tax shift resulting other than from including captured assessed value in the city's valuation shall not result in a reduction of the developer's share.

anything in this agreement to the contrary notwithstanding, for purposes of calculating the developer's share, the platform for the land level transfer system (the concrete pad, filled land and pilings supporting the structures thereon) shall be included within the real property increment of the land level facility.

'district(s)' means the bbb corporation municipal development and tax increment financing district #1 ('district #1') and the bbb municipal development and tax increment financing district #2 ('district #2') designated by the city pursuant to chapter 207 of title 30-a of the _________(address) revised statutes, as amended, by vote at city council meeting held on _________,_________,_________(m,d,y), which districts shall include the existing facility and the land level facility.

'effective date' means _________,_________,_________(m/d/y).

'existing facility' means the property consisting of the existing shipbuilding facility of the developer, located on the parcel shown on tax _________,_________(m,d) as parcel 142 within district #2, including all land, buildings, and all personal property located on such parcel as of _________,_________(m,d) each year subject to city ad valorem taxes together with all improvements or additions thereto within the existing geographic boundaries of such facility, all as currently depicted on exhibit a hereto.