Agmt09 Mental Health Association of San Mateo County

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writing of any and all changes whatsoever in the identity of the parties either comprising or in control of participant, as well as any and all changes in the interest or the degree of control of Participant by any such party, of which information Participant or any of its members, officers or shareholders has been notified or may otherwise have knowledge or information. This Agreement may be terminated by the Agency and/or the City if there is any significant or material change, whether voluntary or involuntary, in membership, ownership, management or control of Participant (other than such changes occasioned by the death or incapacity of any individual) that has not been approved by the Agency and/or the City at the time of such change, prior to issuance of a final Certificate of Completion for the Project; provided, however, that: (a) the Agency and/or the City shall first notify Participant in wri ting of its intention to terminate this Agreement pursuant hereto, and (b) Participant shall have twenty (20) days following the date of receipt of such wri tten notice to commence and thereafter diligently and continuously proceed with the cure of the default of Participant hereunder, and (c) Participant shall submit evidence of the satisfactory completion of such cure to the Agency and/or the City within thirty (30) days following the receipt of such written notice in a form and substance deemed satisfactory to the Agency and/or the City, in its reasonable discretion. d. It is the intent of the Parties that Participant shall form a Community Housing Development Organization (the ~CHDO") in conjunction with the development of the Property and the Project. Any transfer of the Property and or assignment of rights and obligations of Participant hereunder from Participant to the CHDO shall not be subject to the requirements of this Section 1.04, and shall not require additional approval of the Agency and/or the City. ARTICLE II AGENCY AND CITY ASSISTANCE Section 2.01. Agency Assistance Precedent. and Conditions a. The Agency hereby agrees that in order to assist Participant in the development of the Project, the Agency shall, subj ect to the terms and condi tions contained herein, provide monetary assistance in an amount not to exceed One Hundred Fifty- Nine Thousand Two Hundred and Two Dollars ($159,202) to be used by Participant to pay for required offsite improvements related to construction of the Project as more fully described in Exhibit ~B- 1" attached hereto and incorporated herein by this reference (the ~Development Grant") and a subsidy to be used for the sole purpose of paying City fees related to the construction of the Project in an amount not to exceed Ninety Thousand, Seven Hundred Ninety-Eight 3