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city. If the City's objections are not resolved within sixty (60) days after notice to the Rail <br />District of the objections, the City, until the objection is resolved, shall have the right to suspend <br />payment of that portion of their Tax Increment Payment that is mutually accepted by the City <br />and the Rail District to be the calculated amount in question by the City as being unequal in <br />effort to the corresponding to other city or county interlocal agreement. In the event the Rail <br />District disagrees with the City's objection or the calculation of the suspended payment amount, <br />the Rail District may defer the City's objection or the suspension of any payment for an <br />additional ninety (90) days and refer the issue to mediation. The mediation shall be administered <br />by a mutually agreed upon mediator. The mediation shall be nonbinding and any fees of <br />mediation shall be shared equally by all Parties participating in the mediation. If the dispute <br />cannot be satisfactorily mediated and resolved prior to the end of the ninety (90) day delay <br />period, the City shall be entitled to continue suspension of the City's payment until further action <br />by the Parties. <br />7.11. Redetermination of Payments. In the event, there is an additional calculation or <br />redetermination of payments by any Party providing the payments or the Rail District, the Party <br />providing payments shall have no obligation to make any additional payment if the <br />redetermination or recalculation occurs more than eighteen (18) months after the date of a <br />payment. <br />7.12. Audit Rights. The Rail District shall have the right to audit payments and <br />calculations of payments of Tax Increment Payments. Any Party may audit the Rail District's <br />Administrative Costs and Project Costs at the expense of the Party requesting the audit and upon <br />reimbursement to the Rail District of any Rail District costs incurred due to the audit. Rail <br />District records shall be available to Parties under the Open Records Act. <br />-18- <br />