Agmt21 ROEM Project at 353 Main - Laserfiche WebLink

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Section 7.4 Remedies (a) Upon the happening of any of the above-described events in Section 7.4, the City shall first notify the Developer in writing of its purported breach, failure or act above described, giving the Developer in writing forty-five (45) days from receipt of such notice to cure, or, if cure cannot be accomplished within said forty-five (45) days, to commence to cure such breach, failure, or act. In the event the Developer fails to cure within said forty-five (45) days, or if such breach is of a nature that it cannot be cured within forty-five (45) days, Developer fails to commence to cure within said forty-five (45) days and diligently complete such cure within a reasonable time thereafter but in no event later than one hundred twenty (120) days, then the City shall be afforded all of its rights at law or in equity by taking any or all of the following remedies: (1) Prosecuting an action for damages or specific performance; and (2) Any of the remedies specified in Section 7.6 through Section 7.10. (b) Notwithstanding the notice and cure periods set forth above, with respect to a Developer Event of Default described in subsection 7.4(a)(5), (6), or (7) above, the City may initiate enforcement action, without the provision of any notice, or the passage of any cure period. Section 7.5 Option Purchase. Enter and Possess. (a) The City shall have the additional right at its option to purchase, enter and take possession of the Property or any portion thereof owned by the Developer with all improvements thereon, if prior to the issuance of the Certificate of Occupancy for the Improvements, there is an uncured Developer Event of Default pursuant to Section 7.4. (b) Such right to repurchase, reenter and repossess, to the extent provided in this Agreement, shall be subordinate and subject to and be limited by and shall not defeat, render invalid or limit: (1) Any approved Senior Lien permitted by this Agreement; or (2) Any rights or interest provided in this Agreement for the protection of the holder of such Senior Lien Interests, including any interests held by the Investor Limited Partner. (c) To exercise its right to repurchase, reenter and take possession with respect to the Property owned by the Developer, the City shall pay to the Developer in cash an amount equal to: (1) The Purchase Price paid to the Developer for the Property; plus (2) The fair market value of the improvements existing on the applicable portion of the Property at the time of the repurchase, reentry and repossession; less REV: 06-17-2020 PR 1199\09\2727850.8 ATTY/AGR.2020.100/353 Main Street Apartments LP (Page 50 of 143)