Resolution 5871 - Laserfiche WebLink

of all proceeds from any loan secured by any such mortgage, deed of trust, sale or leaseback shall not be used for any purpose other than payment of the Purchase Price, Development permitting expenses and other costs directly related to the Development Plan. Notwithstanding the foregoing, prior to the City and OM entering into a Rezone Development Agreement and OM's acknowledgment in writing that all Key Development Permits have been obtained with conditions acceptable to OM, the City will consent to OM placing encumbrances on the City Property that, collectively, would require the payment of amounts in excess of Ten Million Dollars ($10,000,000.00) if OM provides financial assurance devices including but not limited to unconditional guaranties that are reasonably acceptable to the City. The cost of reviewing any proposed financing, including reasonable outside legal counsel fees and costs, shall be paid for by OM. OM shall notify the City prior to granting any mortgage, deed of trust, sale and leaseback, or other form of conveyance for financing secured by the City Property. The words "mortgage" and "deed of trust," as used herein, include all other appropriate modes of financing real estate acquisition, construction, and land development. 19.3 Holder Not Obligated to Construct Improvements The holder of any mortgage,deed of trust, or other security interest and the lessor under a leaseback or grantee under any other conveyance for financing authorized by this Agreement shall in no way be obligated by the provisions of this Agreement to construct or complete the Minimum Development Elements or any other improvements on the City Property or to guarantee such construction or completion. Nor shall any covenant or any other provision in the grant deed or deed for the City Property be construed so to obligate such holder. Provided, however, any bidder at any foreclosure shall take the City Property subject to this Agreement. Nothing in this Agreement shall be deemed to construe, permit, or authorize any such holder to devote the Site to any uses or to construct any improvements thereon other than those uses or improvements that are described as part of the Development Permits. 19.4 Notice of Default to Mortgage or Deed of Trust or Other Security Interest Holders; Right to Cure Whenever the City shall deliver any notice or demand to OM with respect to any breach or default by OM in completion of construction of the improvements, the City shall, at the same time, deliver a copy of such notice or demand to each holder of record of any mortgage, deed of trust, or other security interest and to the lessor under a leaseback or to the grantee under any other conveyance for financing authorized by this Agreement, who has previously made a written request to the City therefore. Each such holder shall (but only insofar as the rights of the City are concerned)have the right, at the holder's option, after the receipt of the notice to cure or remedy or commence to cure or remedy any such default to cure or remedy any such default and to add the cost thereof to the security interest debt and the lien on its security interest or to the obligations of the lessee under any leaseback or of the grantor under any other conveyance for financing. In the event there is more than one such holder, the right to cure or remedy a breach or default of OM under this Section 19.4 shall be exercised by the holder first in priority or as the holders may otherwise agree among themselves, but there shall be only one exercise of such right to cure and remedy a breach or default of OM under this Section 19.4. Nothing contained in this Agreement shall be deemed to permit or authorize such holder to undertake or continue the construction or completion of the improvements (beyond the extent necessary to conserve or -50- 06107-0063 LEGA1.13023969.1