05 - JOINT PH - Vista Del Rio DDA

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(1) (i) any of the Senior Loan documents is revolted or terminated, in whole or in part and for any reason (except due to repayment of such loans), without the Executive Directors' prior written consent, or (ii) Vista Del Rio defaults or otherwise fails to perform any of its duties or obligations under or in connection with any of the Senior Loan documents, subject to all applicable notice and cure periods, or (iii) any of the Senior Loan documents is amended, supplemented or otherwise modified without City's prior written consent, which consent shall not be unreasonably withheld. Notwithstanding anything to the contrary contained herein, City hereby agrees that any cure of any default made or tendered by the Limited Partner shall be deemed to be a cure by Vista Del Rio and shall be accepted or rejected on the same basis as if made or tendered by Vista Del Rio. 20.2 Remedies Upon Default. Upon the occurrence of any Event of Default, City or Agency may, at their respective option and in their absolute discretion, do any or all of the following: (a) By written notice to Vista Del Rio, declare the principal of all amounts owing under the Loan Documents, together with all accrued interest and other amounts owing in connection therewith, to be immediately due and payable, regardless of any other specified due date; provided that any Event of Default described in Section 20.1 (e) shall automatically, without notice or other action on the part of City or Agency, cause all such amounts to be immediately due and payable; (b) In its own right or by acourt-appointed receiver, tape possession of the Property/Project, enter into contracts for and otherwise proceed with the completion of the construction by expenditure of its own funds; (c) Exercise any of its rights under the Loan Documents and any rights provided by law, including, without limitation, the right to seep specific performance and the right to foreclose on any security and exercise any other rights with respect to any security, all in such order and manner as City or Agency elects in their sole and absolute discretion; and, (d) Suspend or terminate the award of HOME Program funds, if Vista Del Rio fails to comply with any term or condition of such award. (e) Suspend or terminate the award of the tax increment funds or Agency Loan proceeds if Vista Del Rio fails to comply with any term of that award. (f) Authority may suspend or terminate the award of any Project Based Section 8 assistance if Vista Del Rio fails to comply with any term or condition of that award. 20.3 Cumulative Remedies: No Waiver. City's and Agency's rights and remedies under the Loan Documents are cumulative and in addition to all rights and remedies provided by law. The exercise by City or Agency of any right or remedy shall not constitute a cure or waiver of any default, nor invalidate any notice of default or any act done pursuant to any such notice, nor prejudice the Agency or City in the exercise of any other right or remedy. No waiver of any default shall be implied from any omission by City or Agency to tape action on account of such default if such default persists or is repeated. No waiver of any default shall affect any default other than the default expressly waived, and any such waiver shall be operative only for the time and to the extent stated. No waiver of any provision of any Loan Document shall be construed as a waiver of any subsequent breach of the same provision. City's or Agency's consent to or approval of any act by Vista Del Rio requiring further consent or approval shall not be deemed to waive or render unnecessary City's or Agency's consent to or approval of any subsequent act. The Agency or the City's acceptance of the DOCSOC/ 1475221 v5/200272-0004 42