08-22-2001 Council Agenda - Laserfiche WebLink

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1316916v1 9.5. Authority's Option to Cure Default on Mortgage. Any Mortgage must provide that, in the event that the Developer is in default under the Mortgage the Mortgagee must notify the City in writing of: (a) the fact of the default; (b) the elements of the default; and (c) the actions required to cure the default. If the default under such Mortgage entitles the Mortgagee to foreclose upon the Project or any portion thereof, and any applicable grace periods have not expired, the Mortgagee must grant the City the right to cure the Default upon the same terms as the Developer. 9.6. Subordination for the Benefit of a First Mortgagee. Under the terms of the Purchase Agreement, the City is conveying the property to the Developer subject to a right of reverter in favor of the City which allows the City to obtain a court order transferring title to the Development Property back to the City if the Developer does not complete construction of the Minimum Improvements in compliance with the requirements of Section 6.3 of this Agreement on or before June 30, 2002. The Authority agrees that, with respect to any First Mortgage the City approves pursuant to Section 9.2 above, the City will execute the First Mortgage for purposes of subjecting its reversionary interest in the Development Property to the lien of the First Mortgage. The First Mortgage must expressly provide that the City is executing the First Mortgage solely for the purposes of subjecting its future interest in the Development Property to the lien of the First Mortgage and that the City has no obligation to perform and assumes no liability for the Developer's failure to perform any obligations of the Developer under the First Mortgage. The City agrees to subordinate its rights under this Agreement, but not its rights under the Assessment Agreement described in Section 7 of this Agreement, to the rights of a first Mortgage the City approves pursuant to Section 9.2. 9.7. Developer's Obligation to Perform Mortgage Obligations. The Developer must fully perform each of its obligations under any Mortgage so as to prevent a Mortgagee's commencement of proceedings to foreclose a Mortgage. 10. PROHIBITIONS AGAINST ASSIGNMENT AND TRANSFER. 10.1. Status of Developer; Transfer of Substantially All Assets. The Developer will maintain its existence as a limited liability company and will not wind up or otherwise dispose of all or substantially all of its assets; provided that the Developer may sell or otherwise transfer to another entity organized under the laws of one of the United States or to an individual, all or substantially all of its assets as an entirety and thereafter wind up and be discharged from liability hereunder if the transferee entity or individual assumes in writing, for the benefit of the City, all of the obligations of the Developer under this Agreement. 10.2. Prohibition Against Transfer of Property and Assignment of Agreement. A Page 60