08-13-2003 Council Agenda - Laserfiche WebLink

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or at such other address with respect to any such party as that party may, from time to time, designate in writing and forward to the other, as provided in this Section. Section 11.5 Counterparts. This Agreement may be executed in any number of counterparts, each of which shall constitute one and the same instrument. Section 11.6 Modification. If the Developer is requested by the holder of a Mortgage or by a prospective holder of a prospective Mortgage to amend or supplement this Agreement in any manner whatsoever, the City will, in good faith, consider the request with a view to granting the same unless the City, in their reasonable judgment, conclude that such modification is not in the public interest, or will significantly and undesirably weaken the financial security provided to the interests of the City by the terms and provisions of this Agreement. Section 11.7 Law Governing. This Agreement will be governed and construed in accordance with the laws of the State. Section 11.8 Legal Opinions. Upon execution of this Agreement the Developer shall deliver an opinion of counsel to the Developer in the form attached hereto as Exhibit E. Section 11.9 City Approvals. Any approval, execution of documents, or other action to be taken by the City pursuant to this Agreement, for the purpose of carrying out the terms of this Agreement or for the purpose of determining sufficient performance by Developer under this Agreement, may be made, executed or taken by the Mayor and Administrator of the City without further approval by the City Council. The Mayor and Administrator of the City may, but shall not be required to, consult with other City staff with respect to such matters. Section 11.10 Rule of Construction. The parties agree that this Agreement is not intended, nor shall it be construed, as a joint venture or other partnership between the City and the Developer or as empowering the Developer to act as an agent of the City, it being the intent of the parties that the Developer is at all times acting as an independent contractor and not as a partner or agent of the City. Section 11.11 Reasonable Consent. Where consent is required by either party to this Agreement, such consent shall not be unreasonably withheld. 1549292v2 '17 -31-