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7.A. - Page 143 Reimbursement Agreement may be carried over and considered a portion of the Deposit required under this Agreement. a. Upon termination of this Agreement by the City or the Developer, as provided in Section 7.2, to the extent provided herein, a portion of the Deposit in the amount of Twenty Five Thousand Dollars ($25,000) ("Pre-Closin� Liquidated Dama�es Amount") may be retained by the City as liquidated damages as provided in Section 7.4, and such liquidated damages shall be the sole remedy prior to conveyance of the City Property to the Developer. Following payment of all costs to be paid for with the Deposit, any remaining balance of the Deposit then held by the City (including all interest paid thereon) shall be returned to the Developer. Upon termination of this Agreement by the Developer under subparagraph (i) of Section 7.3.2 hereof due to a Default by the City, then any remaining balance of the Deposit remaining after payment of all costs to be paid for with the Deposit (including all interest paid thereon) to the date of such Default shall be returned to the Developer by the City. If the Developer is in default with respect to any provision of this Agreement after Notice to the Developer and the expiration of the applicable cure period set forth in this Agreement, the City may, but shall have no obligation to, use the Deposit or any portion of the Deposit to cure such default or to compensate the City for any expense incurred by the City to cure such default. If this Agreement has not been terminated as a result of such default, the Developer, on demand from the City, shall promptly restore such Deposit to the full amount required by this Section 1.2. b. If this Agreement shall not have been theretofore cancelled or terminated, or the Deposit shall not have been returned to the Developer, the Deposit shall be used, disbursed and credited as follows: 1. The Deposit shall be used by the City to pay for costs incurred by the City after the date of this Agreement and from time to time, in accordance with the City's Budget, in connection with the City's implementation of this Agreement and Developer's proposed development of the Proj ect on the Site, including without limitation all costs incurred by the City for planning, design review and Approvals required for the Developer's construction of the Proj ect on the Site, and all legal, architectural and proj ect management services through Completion (as defined in Section 4.13.1) of construction of the Project; provided, however, in no event shall the Deposit or Developer be required to pay any costs related to an actual or alleged default under this Agreement by City. 2. On a monthly basis, or more frequently if required based on the amount or number of expenses, the City shall provide Developer with (i) an accounting of each cost item incurred by the City and paid for with the Deposit funds, together with copies of paid invoices or other documentation or description reasonably satisfactory to the Developer to evidence such costs, excluding any confidential information; and (ii) a reconciliation of the costs incurred against the budgeted costs. 3. Subject to the second grammatical paragraph of this Section 1.2, on or before the last day of each month, the Developer shall replenish the Deposit amount by 82483.00009\7571312.11 15 ATTY/AGR/2013.118/BLOCK 2 HUNTER STORM REV: 07-19-13 PT