2013-11-19_agenda_packet - Laserfiche WebLink

Home

attributable to or incurred in connection with the negotiation and preparation of this Agreement, the Contract, and other documents and agreements in connection with the Development, including without limitation all costs in connection with replatting of the Property and the cost of financial advisors, attorneys, and planning and environmental consultants. In order to secure payment of the Administrative Costs incurred by the Authority during the term of this Agreement, the Developer shall deliver to the Authority cash or a certified check in the amount of $5,000, such delivery to occur upon execution of this Agreement. The Authority will utilize the funds delivered by the Developer to pay or reimburse itself for Administrative Costs. Administrative Costs incurred by the Authority during the term of this Agreement and exceeding $5,000 will be paid by the Authority. Upon termination of this Agreement, the Authority will return to the Developer the funds paid by the Developer to the Authority pursuant to this Section 7, less an amount equal to the Administrative Costs incurred by the Authority through the date of notice of termination, provided that if the parties proceed to the negotiation of the Contract, any portion of the funds delivered by the Developer under this Agreement may be applied to any Administrative Costs incurred in connection with the negotiation and preparation of the Contract and payable by the Developer. For the purposes of this paragraph, Administrative Costs are considered to be incurred if they have been paid, relate to services performed, or are payable under a contract entered into, on or before the date of the notice of termination. This Section 7 shall survive termination of this Agreement and shall be binding on the Developer regardless of the enforceability of any other provision of this Agreement. 8. This Agreement may be terminated upon 5 days written notice by a party to the other party if: (a) in the respective sole discretion of the Authority or the Developer, an impasse has been reached in the negotiation or implementation of any material term or the completion or execution of any material condition of this Agreement or the Contract; or (b) a party fails to perform any of its obligations under this Agreement. If either party terminates the Agreement under this Section 8, the Developer shall remain liable to the Authority to the extent provided under Section 7 of this Agreement. 9. During the term of this Agreement, the Authority agrees that it will not negotiate or contract with any other party concerning the sale or development of the Property. The Developer shall not assign or transfer its rights under this Agreement in full or in part, or enter into any subcontracts to perform any of its obligations hereunder, without the prior written consent of the Authority. 10. In the event that the Developer, its heirs, successors or assigns, fail to comply with any of the provisions of this Agreement, the Authority may proceed to enforce this Agreement by appropriate legal or equitable proceedings, or other similar proceedings, and if the Authority is the prevailing party, the Developer, its heirs, successors or assigns, agree to pay all costs of such enforcement, including reasonable attorneys' fees. 11. If any portion of this Agreement is held invalid by a court of competent jurisdiction, 4