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B. If any portion, section, subsection, sentence, clause, paragraph or phrase of <br />this Contract is for any reason held invalid, such decision shall not affect the <br />validity of the remaining portions of this Contract. <br />C. The action or inaction of the CITY shall not constitute a waiver or amendment <br />to the provisions of this Contract. To be binding, amendments or waivers <br />shall be in writing, signed by the parties and approved by written resolution of <br />the City Council. The CITY's failure to promptly take legal action to enforce <br />this Contract shall not be a waiver or release. <br />15. This Contract will be filed with the offices of the Ramsey County Recorder and the <br />Ramsey County Registrar of Titles. This Contract's effectiveness is contingent upon the <br />City Attorney's approval of the Property title at the time of filing. <br />16. This Contract shall be binding upon and inure to the benefit of the CITY and the <br />DEVELOPER and their successors and assigns, and all future owners of all or any part of <br />the Property, and shall be deemed to be covenants running with the land. <br />A. Each right, power or remedy herein conferred upon the CITY is cumulative <br />and in addition to every other right, power or remedy, express or implied, now <br />ar hereafter arising, available to the CITY, at law or in equity, or under any <br />other agreement, and each and every right, power and remedy herein set forth <br />ar otherwise so existing may be exercised from time to time as often and in <br />such order as may be deemed expedient by the CITY and shall not be a waiver <br />of the right to exercise at any time thereafter any other right, power or remedy. <br />B. The DEVELOPER may not assign this Contract without the written <br />permission of the City Council. <br />17. Notices. Required notices to the DEVELOPER shall be in writing, and shall be either <br />hand delivered to the DEVELOPER, its employees or agents, or mailed to the <br />DEVELOPER by registered mail at the following address: <br />PPF RTL Rosedale Shopping Center, LLC <br />c/o Morgan Stanley Real Estate Advisors, Inc. <br />Suite 800 <br />3424 Peachtree Road NE <br />Atlanta, GA 30326 <br />Attention: Asset Manager <br />with copies to <br />Bill Moston <br />JLL Americas Retail <br />200 E. Randolph Drive <br />Chicago, IL 60601 <br />Page 5 of 9 <br />