65D - 3RD AND BROADWAY AD HOC - Laserfiche WebLink

Home Browse Search

experienced and knowledgeable legal counsel. Accordingly, any rule of law (including California Civil Code Section 1654) or legal decision that would require interpretation of any ambiguities in this Agreement against the party that has drafted it is not applicable and is waived. The provisions of this Agreement shall be interpreted in a reasonable manner to effect the purposes of the parties and this Agreement, 5.4 Rights and Remedies are Cumulative. Except as otherwise expressly stated in this Agreement, the rights and remedies of the parties are cumulative, and the exercise by either party of one or more of such rights or remedies shall not preclude the exercise by it, at the same time or different times, of any other rights or remedies for the same default or any other default by the other party, 5.5 Termination by the Developer Prior to Conveyance. In the event that prior to conveyance of the City Property to the Developer: S.5.1 If the Developer identifies any existing contamination on the City Property, and the Developer elects not to remediate any such existing contamination, or for any other reason the Developer determines that the condition of the City Property is not suitable for development pursuant to this Agreement; or 5.5.2 If any of the Developer's conditions precedent to conveyance are not satisfied by the time set foith in this Agreement despite City's good faith efforts to do so, and such failure is not cured within thirty (30) days after written notice from Developer or, if such failure cannot be reasonably cured within such 30 day period, the City is not diligently acting to cure such failure in a thriely manner; or 5.5.3 Si�bject to Force Majeure, all conditions precedent to conveyance are satisfied or waived by the party benefiting from such condition and the City, despite City's good faith efforts, is unable to tender conveyance of fee interest in the City Property or possession thereof in the manner and condition and by the date provided in this Agreement, and any such failure is not cured within fifteen (15) days after written demand by the Developer or, if such failure cannot be reasonably cured within such fifteen (15) day period, the City is not diligently acting to cure such tenure In a timely manner; or 5.5.4 The Developer is unable, despite diligent efforts, to secure reasonable financing necessary for development of the City Property, or otherwise determines that the development of the City Property is not feasible due to the economic conditions then in existence, and the City and Developer are unable to mutually agree upon an alternative approach, which may include modifications or amendments to this Agreement; or 5.5.5 The City is in default under any other provision of this Agreement and such default is not cured within the applicable time periods; then this Agreement and any rights of the City or any assignee or transferee in this Agreement pertaining thereto or arising therefrom with respect to the Developer may, at the option of the Developer be terminated by written notice thereof to the City, as the Developer's sole and 5 5394, 00000\2.9009220.1 65D-31