AgdaPkt 2015-07-27 Joint SA and PFA

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8.A. - Page 68 (i) In the case of any monetary default, cure the monetary default, within fifteen (15) business days after expiration of the time period for the Developer to cure the monetary default; (ii) In the case of any non - monetary default that a Lender can reasonably cure without possession of the Site, provided that the Lender has cured all monetary defaults, the Lender commences the cure of such non - monetary default, within thirty (30) days following expiration of the time period for the Developer to cure the non - monetary default and, then, diligently prosecutes the cure of such non - monetary default to completion, within a reasonable time; (iii) In the case of any non - monetary default that a Lender cannot reasonably cure without possession of the Site, provided that the Lender has cured all monetary defaults, the Lender commences proceedings to foreclose on its Permitted Encumbrance, within sixty (60) days after expiration of the time period for the Developer to cure the non - monetary default and, then, diligently pursues such foreclosure proceedings to completion, within a reasonable time. After obtaining possession of the Site, if at all, the Lender shall commence the cure of all non - monetary defaults that a Lender can reasonably cure, within thirty (30) days after obtaining possession of the Site and, then, diligently prosecute the cure of such non - monetary defaults to completion, within a reasonable time; and (iv) Perform all of the Developer's covenants of this Agreement that can be performed by such Lender, until such time as the applicable Permitted Encumbrance shall be released or reconveyed or the fee title to all of the Site shall be transferred by judicial foreclosure, exercise of power of sale or assignment in lieu of foreclosure, pursuant to the Permitted Encumbrance. (g) Conditions Precedent to Termination. Any right of the City to terminate this Agreement following any Default by the Developer shall be conditioned upon the City having first given to each Lender of which the City has received notice and an address for service of notices, written notice of the Default and no Lender timely curing such Default, timely acquiring fee title to all of the Site or timely commencing foreclosure proceedings under its Permitted Encumbrance to acquire fee title to all of the Site. (h) Extension of Cure Right. If a Lender is prohibited from commencing or prosecuting a judicial foreclosure or exercising a power of sale under its Permitted Encumbrance to acquire possession of all of the Site, by reason of any bankruptcy stay or injunction, the time periods specified in paragraph (f)(iii), above, shall be extended by the period of the bankruptcy stay or injunction (so long as such stay or injunction has not been lifted), so long as the Lender shall have cured any monetary default of the Developer under this Agreement and shall continue to pay current all monetary obligations of the Developer under this Agreement, as and when the same fall due. (i) Permitted Encumbrance Actions. If a Permitted Encumbrance is in default, at any time, the Lender shall, as provided by Law, have the right, without the City's prior consent, subject to paragraph (j), below, to: 82483.00019\9644366.13 ATTY /AGR /2015.146 /HAMILTON - WINSLOW DDA REV: 07 -22 -15 VR Page 27 of 102