12-12-2016 EDA Packet - Laserfiche WebLink

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CORE/0808310.0004/125458168.8 5 9. Subordination of Development Agreement. Regardless of the priority of any rights or interests otherwise available or belonging to Authority and notwithstanding anything to the contrary set forth in the Development Agreement, each and every right and interest of Authority in and to the Property of any kind whatsoever, including without limitation any rights or interests acquired in the Property pursuant to the Development Agreement, are hereby subjected and subordinated and shall remain in all respects and for all purposes, subject, subordinate and junior to the provisions of the Mortgage and other Loan Documents (as defined in the Project Addendum) and to the rights of Bank thereunder and the liens created thereby. The subordination effected hereby shall extend to any and all advances heretofore or hereafter made pursuant to the terms of the Loan Documents and to any amendment, modification, extension, replacement or renewal of any of the Loan Documents, including any amendment which increases the principal amount secured by the Mortgage. If (a) Bank does not elect to give Authority the Assumption Notice, and (b) Bank forecloses the Mortgage or Developer delivers to Bank a deed in lieu of foreclosure, then upon the completion of such foreclosure and the expiration of the applicable redemption period, or upon recording of a deed in lieu of foreclosure, all right, title and interest of Authority in or to the Property, whether pursuant to the Development Agreement or otherwise, shall terminate automatically and shall be null and void without the need for the execution or recording of any other documents. If Bank has provided Authority with the Assumption Notice, then the rights of Authority under the Development Agreement shall survive foreclosure of the Mortgage or acceptance of a deed in lieu of foreclosure. Except as specifically agreed to herein, nothing in this Assignment, including a foreclosure by Bank or acceptance of a deed in lieu of foreclosure, shall extinguish the Development Agreement as an agreement between Authority and Developer or limit the rights and remedies of Authority as against Developer. 10. Event of Default. As used herein, the term “Event of Default” shall mean the occurrence of any Event of Default under the Development Agreement, the TIF Note, the Loan Agreement or any other Loan Documents, or any related documents. 11. Remedies. Upon the occurrence of an Event of Default, Bank may without demand or performance or other demand, advertisement, or notice of any kind, except such notice as may be required under the Uniform Commercial Code, and all of which are, to the extent permitted by law, hereby expressly waived, collect the amounts payable to Developer pursuant to the Development Agreement or the TIF Note and shall hold such amounts free and clear of the interest of Developer therein and shall be entitled to own, hold, dispose of and otherwise deal with the amounts payable pursuant to the Development Agreement and the TIF Note in its own right and name as its own property, or in the name of Developer or otherwise, exercise any right of Developer to demand, collect, receive and receipt for, compromise, compound, settle and prosecute and discontinue any suits or proceedings in respect of any or all of the amounts payable pursuant to the Development Agreement or the TIF Note; take any action that Bank may deem necessary or desirable in order to collect the amounts payable pursuant to the Development Agreement and the TIF Note, including, without limitation, the power to perform or direct the performance by any other party to any contracts which are a part of the Development Agreement; exercise any of the remedies available to a secured party under the Uniform Commercial Code and/or to proceed to protect and enforce this Assignment by suits or proceedings or otherwise; and to enforce any other legal or equitable remedy available to Bank. The foregoing remedies are cumulative of and in addition to and are not restrictive of or in lieu of, the rights or remedies