R2006-77 AUTHORIZING REDEVLOPMENT AGREEMENT Olde Towne Redevelopment

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6. EVENTS OF DEFAULT AND REMEDIES Material failure or delay by either the Municipality or Developer to timely u � erform an term or rovision of thi hall constitute an event of default under this p y p s Agreement s Agreement. The party who so fails or delays must,upon receipt of written notice of the existence of such event of default, immediately commence to cure, correct or remedy such event of default and thereafter proceed with diligence to cure such event of default. The party claiming such event of default shall give written notice of the claimed event of default to the other party specifying the event of default complained of. Except as required to protect against immediate, irreparable harm,the party asserting an event of default may not institute proceedings against the other party until thirty(30)days after having given such notice. If such event of default is cured within such thirty (30) day period, the event of default shall not be deemed to constitute a "default"under this Agreement. If the event of default is one which cannot reasonably be cured within a thirty(30) day period, upon request and with appropriate showings the cure period shall be extended for such time as is reasonably necessary for the curing of the same, so long as there is diligent proceeding to cure such event of default. If such event of default is cured within such extended period, the event shall not be deemed to constitute a default under this Agreement. However, an event of default not cured as provided above shall constitute a default under this Agreement. Except as otherwise expressly provided in this Agreement, any failure or delay by either party in asserting any of its rights or remedies as to any event of default or default shall not operate as a waiver of any such event of default or default of any rights or remedies it may have as a result of such event of default or default. The sole remedy of the Developer in the event of a default by the Municipality under any of the terms and provisions of this Agreement shall be to institute legal action against the Municipality for specific performance or other appropriate equitable relief. Under no circumstances shall the Municipality be subject to any monetary liability or be liable for damages (compensatory or punitive)under the provisions,terms and conditions of this Agreement. Except as to the foregoing, the parties shall have all remedies with respect to this Agreement available under applicable law. Notwithstanding anything herein to the contrary,the Municipality shall be liable for no amount hereunder in excess of Incremental Taaces duly deposited into the Special Account. 7. LIMITED LIABILITY TO OTHERS Except as otherwise expressly provided herein, the Municipality shall not be obligated to make any payments to any person other than the Developer, nor shall the Municipality be obligated to pay any contractor, subcontractor, mechanic, materialman providing services or materials to the Developer for or in respect of the Development Project. 8. TIlVIE: UNAVOIDABLE DELAY Time is of the essence of this Agreement. Provided, however, the Developer shall not be deemed in default with respect to any obligations under this Agreement on its part to be performed if the Developer fails to timely perform the same and such failure is due in whole or in part to any strike, lockout, labor trouble (whether legal or illegal), civil disorder, inability to procure materials, weather conditions, wet soil conditions, failure or interruption of power, restrictive governmental laws and regulations, condemnation, riots, insurrections, war, fuel shortages, accidents, casualties, Acts of God, acts caused directly or indirectly by the Municipality (or the Municipality's agents or, employees) or third parties, or any other similar cause beyond the reasonable control of Developer, including but not limited to delays in