What the filed contracts say
| Contract | What the filed wording says |
|---|---|
| MARA–Starwood strategic agreement | The landowner pays 100% of the budgeted pursuit costs. |
| MARA–Starwood strategic agreement | Failure to fund for ten business days after demand is a non-funding event for the site. |
| MARA–Starwood strategic agreement | Once the budget is spent, the capital partner may add $2m at a time, at its own cost. |
| MARA–Starwood strategic agreement | Unreimbursed pursuit costs become capital account credit in the venture. |
| MARA–Starwood strategic agreement | The capital partner may not commit the landowner to later costs outside the budget. |
| MARA–Starwood strategic agreement | Spending beyond the budget on power, equipment or neighbouring land is shared 50:50 if the other side opts in within ten business days; silence is a no. |
The filed wording
(a) Starwood and/or its Affiliates shall have the right to incur costs and expenses for each Target Property in connection with pursuing and performing the Pre-Development Activities with respect to such Target Property in accordance with the Pursuit Costs Budget applicable to such Target Property (such costs and expenses are referred to herein as the “Approved Pursuit Costs”). MARA shall be 100% responsible for all Approved Pursuit Costs … in the event MARA defaults in its obligation to fund any Approved Pursuit Costs with respect to a Target Property (or any Specified Accretive Assets for which the Parties have agreed to fund on a 50 / 50 basis pursuant to Section 15.23(a)), which failure continues for a period of more than ten (10) Business Days after written demand, such failure with respect to such Target Property (or such Specified Accretive Assets) shall constitute a “Non-Funding Event” … (b) If at any time the Pursuit Costs Budget with respect to any Target Property has been exhausted, Starwood shall have the right from time to time, but not the obligation, upon written notice to MARA, to unilaterally increase the Pursuit Costs Budget for such Target Property (other than for the purpose of incurring Specified Pursuit Costs, which is governed by Section 15.23 below) by increments of $2,000,000 and incur costs and expenses in accordance with such increased Pursuit Costs Budget, with any increased costs and expenses set forth therein being deemed “Approved Pursuit Costs” and for which Starwood and/or its Affiliates shall be 100% responsible. … (e) If the Parties elect to contribute a Target Property to a Joint Venture pursuant to Section 8, then the Parties acknowledge and agree that each Party shall receive capital account credit under the JV Agreement with respect to such Target Property for the amount of the Approved Pursuit Costs funded by (and which have not been reimbursed to) such Party. … (f) While performing the Pre-Development Activities, in no event shall Starwood be permitted to agree or commit to any future cost or liability with respect to any Target Property that would be binding upon MARA or a Target Property following the expiration of the Exclusivity Period with respect to such Target Property unless such future cost or liability is expressly provided for in the applicable Pursuit Costs Budget;
