Good Faith Compliance. The Parties agree to cooperate in good faith and to do all things necessary to effectuate this Agreement.
Good Faith Compliance. During the Periodic Review, the City Manager shall review Developer’s good-faith compliance with the terms of this Agreement. At the conclusion of the Periodic Review, the City Manager shall make written findings and determinations, on the basis of substantial evidence, as to whether or not Developer has complied in good faith with the terms and conditions of this Agreement. The decision of the City Manager shall be appealable to the City Council. If the City Manager finds and determines that Developer has not complied with such terms and conditions, the City Manager may recommend to the City Council that it terminate or modify this Agreement by giving notice of its intention to do so, in the manner set forth in California Government Code §§ 65867 and 65868. The costs incurred by City in connection with the Periodic Review process described herein shall be shared equally by Developer and City.
Good Faith Compliance. During each annual review, Developer is required to demonstrate good faith compliance with the terms of this Agreement.
Good Faith Compliance. During each periodic review, Developer shall be required to demonstrate good faith compliance with the terms of this Agreement. Developer agrees to furnish reasonable evidence of good faith compliance as City, in the exercise of its reasonable discretion, may require. If requested by Developer, City agrees to provide to Developer, a certificate that Developer, or a duly authorized Transferee, is in compliance with the terms of this Agreement, provided Developer reimburses City for all reasonable and direct costs and fees incurred by City with respect thereto.
Good Faith Compliance. The characterization and timing of payments under this Agreement are intended to comply with proposed regulations under IRC Section 409(A). Notwithstanding any provision of this Agreement to the contrary, the Company reserves the right to modify the characterization and/or timing of any payment under this Agreement in order to comply with final regulations as issued by the Internal Revenue Service and shall not be held liable for delay or acceleration of any payments associated with this Agreement in order to comply with such regulations. Subject to the consent of the Company, which consent shall not be unreasonably withheld, Employee may request the amendment or modification of this Agreement or the delay of any payment hereunder to the extent Employee deems necessary or advisable to comply with the provisions of IRC Section 409A. Employee acknowledges that neither the Company nor its directors, officers or employees has provided him with advice about the terms and conditions of this Agreement, including the taxation of benefits and payments hereunder, and that neither the Company nor its directors, officers or employees has any ongoing obligation to do so. Employee has been advised to consult tax counsel prior to the execution of this Agreement and he has done so or determined that such counsel is not necessary.
Good Faith Compliance. During the Periodic Review, the Community Development Director shall review Developer’s good-faith compliance with the terms of this Agreement. At the conclusion of the Periodic Review, the Community Development Director shall make written findings and determinations, on the basis of substantial evidence, as to whether or not Developer has complied in good faith with the terms and conditions of this Agreement. The decision of the Community Development Director shall be appealable to the City Council. If the Community Development Director finds and determines that Developer has not complied with such terms and conditions, the Community Development Director may recommend to the City Council that it terminate or modify this Agreement by giving notice of its intention to do so, in the manner set forth in California Government Code Sections 65867 and 65868, after providing an opportunity to cure pursuant to Section 10.01 of this Agreement.
Good Faith Compliance. During each periodic review, Owner shall be required to demonstrate good faith compliance with the terms of this Agreement. Owner shall furnish such reasonable evidence of good faith compliance as City, in the exercise of its reasonable discretion, may require. If requested by Owner, City shall provide to Owner, a certificate that Owner or a duly authorized Estoppel Certificate pursuant to the provisions of Section 13 of this Agreement.
Good Faith Compliance. During a review, Owner shall be required to demonstrate good faith compliance with the terms of the Agreement. The burden of proof on this issue shall be on Owner.
Good Faith Compliance. Each party hereto agrees to cooperate in good faith and to do all things reasonably necessary to effectuate this AGREEMENT. Initials_____ Initials_____Initials_____ FILM FINANCING AGREEMENT
Good Faith Compliance. CRANE and MELA agree to cooperate in good faith and to do all things reasonably necessary to effectuate this AGREEMENT.
