Laserfiche WebLink
<br />INITIAL TERM OR (3) BREACH ANY OBLIGATION OF THIS AGREEMENT, THE <br />DAMAGES TO THE DEVELOPER WOULD BE EXTREMELY DIFFICULT AND <br />IMPRACTICABLE TO ASCERTAIN DUE TO FLUCTUATION OF MARKET <br />CONDITIONS AND THE INABILITY TO ASCERTAIN LOST OPPORTUNITY COSTS, <br />AND THAT THEREFORE, THE SUMS SET FORTH ABOVE ARE A REASONABLE <br />ESTIMATE OF THE DAMAGES TO THE DEVELOPER, SUCH DAMAGES <br />INCLUDING COSTS OF NEGOTIATING AND DRAFTING OF THIS AGREEMENT <br />AND ANY AGREEMENT, THE LAND USE ENTITLEMENTS AND NEGOTIATIONS <br />FOR PURCHASE OF OTHER PROPERTY IN THE DISTRICT, IF ANY OTHER COSTS <br />INCURRED IN CONNECTION HEREWITH, AND LOST OPPORTUNITY COSTS OF <br />THE DEVELOPER. DEVELOPER AGREES THAT IT SHALL BE ENTITLED ONLY TO <br />THE PREC DING LIQUIDATED DAMAGES AS ITS SOLE REMEDY. <br /> <br />~Developer's Initials <br /> <br /> <br />14. No Development Commitment Made. <br /> <br />A. By its execution of this Agreement, the Agency is not committing itself to or <br />agreeing to undertake: (a) financing, acquisition or disposition of the development; or (b) <br />any other acts or activities requiring the subsequent independent exercise of discretion <br />by the Agency, the City or any agency or department thereof, and the Developer has no <br />reasonable expectation that such commitments will be made in the future. The parties <br />recognize that one or more of the conditions to the Developer's development proposal <br />to formulated during the negotiating period may fail to be met as a result of negotiations, <br />subsequent studies, reviews and proceedings involving the exercise of discretion by the <br />Agency, the City or any agency or department thereof. <br /> <br />This Agreement does not constitute a disposition of property by the <br />Agency or the City and does not require a public hearing. Execution of this Agreement <br />by the Agency is merely an agreement to enter into a period of exclusive negotiations <br />according to the terms hereof, reserving final discretion and approval by the Agency and <br />the City as to any Disposition and Development Agreement and all permits, approvals, <br />decisions and/or proceedings in connection therewith. <br /> <br />15. Non-Assignability/No Removals or Substitutions <br /> <br />The make-up of the Developer is a critical element of the Agency's <br />willingness to enter into this Agreement. Therefore any attempted partial or full <br />assignment, or the removal of either principal member from the Developer shall be a <br />material breach by the Developer entitling the Agency to terminate this Agreement. <br />Likewise, no person or entity shall become a principal of the Developer without the <br />written consent of the Agency Board of Directors, as determined in their sole and <br />absolute discretion. The Developer intends to form a limited liability company or similar <br />entity for the purposes of carrying out this Agreement as well as enter into the <br /> <br />5 <br />