R2010-167 RECEIVING AND FILING PROPOSED REDEVELOPMENT AGREEMENT

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T r 1 c obligations, agreements, conditions, or restrictions, ar deprive or limit the City of or with respect to any rights or remedies or controls with respect to the Project or the construction thereof; it being the intent of this, together with other provisions of this Agreement, that (to the fullest extent permitted by law and equity and excepting only in the manner and to the extent specifically provided otherwise in this Agreement) no transfer of the Project, a Phase (or any portion thereofl, or any interest therein, however consummated or occurring, and whether voluntary or involuntary, shall operate legally or practically, to deprive or limit the City of any rights or remedies or controls regarding the Project and the construction thereof that the City would have had, had there been no such transfer. No such transfer shall be deemed to transfer any rights of the Redeveloper to the reimbursements set forth under Article IV above, unless such rights are expressly set forth in the instrument of assignment. 9.3 Status of Assignee. Any assignee of the Redeveloper prior to Substantial Completion, who is approved under the terms of 9.1 above, shall be considered the "Redeveloper" for all purposes of this Agreement as to such portion of the Project that has been assigned. 9.4 Assignment to Affiliated Entity. Nothing herein shall be construed to prevent the Redeveloper from assigning its interest in this Agreement to an affiliated entity owned or controlled by the Redeveloper or a majority of the owners of the Redeveloper, provided that such entity has the financial capacity to perform the obligations of the Redeveloper pursuant to this Agreement(though the City may not receive any more financial capacity than that possessed by the Redeveloper on the date hereo fl and such entity in writing assumes such obligations and conditions in compliance with the terms and conditions set forth in Section 9.1.2(a)through (d)of this Agreement. 9.5 No Release of Redeveloper. Any consent by the City to any total or partial transfer of the Project or the Project Site shall not be deemed a release of the Redeveloper from any of its obligations hereunder, or from any conditions or restrictions to which the Redeveloper is subject, unless the Redeveloper is expressly released in writing by the City. ARTICLE X: DEFAULT AND REMEDIES 10.1 Events of Default. The following shall be events of default (the "Events of Default") with respect to this Agreement: 10.1.1 Misrepresentation. lf any material representation made by the Redeveloper or the City in this Agreement, or in any certificate, notice, demand or request made by the Redeveloper or the City in writing and delivered to the other party pursuant to or in connection with any of said documents shall prove to be untrue or incorrect in any material respect as of the date made; or 10.1.2 Breach. Breach by the Redeveloper or the City of any material covenant, warranty or obligation set forth in this Agreement. 10.2 Remedies Upon Default. In the case of an Event of Default by either party hereto or any successors to such party, such party or successor shall, upon written notice from the other party, take immediate action to cure or remedy such Event of Default within sixty (60) days after receipt of such notice (or within a reasonable time if the Event of Default City of Decatur/Slumberland Redevelopment Agreement 16