Ord04 2265 - Laserfiche WebLink

Browse Search

7.03 Non-Liabilitv of Citv Officials, Employees and Agents. No member, official, employee or agent of the City shall be personally liable to the Developer, or any successor in interest, in the event of any default or breach by the City or for any amount that may become due to the Developer or successor on any obligation under the terms of this Agreement. 7.04 Enforced Delay. In addition to specific provisions of this Agreement, nonperformance by any party hereunder shall not be deemed to be a default where delays or defaults are due to war; insurrection; strikes, lock-outs or other labor disturbances; riots; floods; earthquakes; fires; casualties; acts of God; acts of the public enemy; epidemics; quarantine restrictions; freight embargoes; lack of transportation; governmental restrictions (excluding those imposed by City) or priority; litigation (including suits filed by third parties concerning or arising out of this Agreement or suits (except suits filed by the parties) challenging approvals of the construction of the Improvements by the City; weather or soils conditions which will necessitate delays; acts of the other party; acts or failure to act of any public or governmental agency or entity (other than the acts or failure to act of the City); or any other similar causes beyond the control or without the fault of the party claiming an extension of time to perform. The party claiming such extension shall send written notice of the extension to the other within thirty (30) days from the commencement of the cause. 7.05 Cooperation in Litigation Developer, the City, and Developer's contractors shall have an affirmative duty to cooperate with one another in the conduct of any suit arising from this Agreement or from construction, operation or management of the Property pursuant to this Agreement; provided, however, that such duty to cooperate shall be limited by any conflict of interest which arises during the course of any such suit. 7.06 Estoppel Certificate. Either Developer or City may, at any time, and from time to time, deliver written notice to the other party requesting such party to certify in writing that, to the knowledge of the certifying party, (i) this Agreement is in full force and effect and a binding obligation of the parties, (ii) this Agreement has not been amended or modified either orally or in writing, or if so amended, identifying the amendments, and (iii) the requesting party is not in default in the performance of its obligations under this Agreement, or if in default, such notice shall describe the nature and amount of any such default. A party receiving a request hereunder shall execute and return such certificate within thirty (30) days following the receipt thereof. The Planning Director of the City shall have the right to execute any certificate requested by Developer hereunder. City acknowledges that a certificate hereunder may be relied upon by transferees and mortgagees. 1289\02\ 175277 .12 14