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<br />9.6 Severability. rr any tenn, condition, or provision of this Agreement, or the <br />application thereof to any person or circumstance, shall, to any extent, be held to <br />be invalid or unenforceable, the remainder hereof and the application of such term, <br />provision and condition to persons or circumstances other than those as to when or <br />,which it shall be held invalid or unenforceable shall not be affected thereby, and <br />this Agreement, and all of the terms, provisions, and conditions hereof, shall, in all <br />other respects, continue to be effective and to be complied with to the fun extent <br />permitted by law. <br /> <br />9.7 Estoppel Certificates. Each Owner and the Council shall, at any time and from <br />time to time within fifteen (15) days after written request from the Council or the <br />other Owner or such other Owner's mortgagee, execute and deliver to such <br />requesting party or any prospective Owner or mortgagee or prospective mortgagee <br />an acknowledged estoppel certificate, in a form .reasonably satisfactory to such <br />requesting party certifying and stating as follows: (i) this Agreement has not been <br />modified or amended (or if modified or amended, setting forth such modifications <br />or amendments); (ii) this Agreement (as so modified or amended) is in full force <br />and effect (or if not in full force and effect, the reasons therefor); (iii) the certifying <br />entity has no offsets or defenses to its performance of the terms and provisions of <br />this Agreement (or if there are any such defenses or offsets, specifying the same); <br />and (iv) any other accurate statements reasonably required by such requesting <br />party. <br /> <br />9.8 Attorneys' Fees. If the Council or any Owner institutes any action or proceeding <br />against the Councilor another Owner relating to the provisions of this Agreement <br />or any default hereunder, the unsuccessful party in such 'action or proceeding will <br />reimburse the party who is the prevailing party therein for the reasonable expenses <br />of attorneys' fees and disbursements incurred by the successful party. <br /> <br />9.9 No Waiver of Default. No waiver of any default by the Council or any Owner will <br />be implied from the failure by the Councilor any other Owner to take any action in <br />respect of such default No express waiver of any default will affect any default or <br />extend any period of time for performance other than as specified in such express <br />waiver. One or more waivers of any default in the performance of any provjsions <br />of this Agreement will not be deemed a waiver of any subsequent default in the <br />performance of the same provision or any other provision. <br /> <br />9.10 Mechanics' Liens. The Council shall indemnify the Owner of the Northtown Parcel <br />from and against any and all costs an expenses, including attorneys' fees, incurred <br />by the Owner of the N orthtown Parcel in the defense and payment of any <br />mechanics' liens that may be asserted against the Northtown Parcel as a <br />consequence of any labor, services, materials, supplies or equipment furnished or <br />alleged to be furnished to the Council in the course of the performance of the <br />Council's duties or rights hereunder to reconstruct, repair, replace, and remove any <br />portion of the Transit Hub Improvements. <br /> <br />-17- <br /> <br />8l 'd IZVS'oN <br /> <br />^30 ~~OJ 3NIVl8 AllJ <br /> <br />~~dZO:Zl lOOZ 'OS'^ON <br />