Common use of Notice of Default to Mortgagee or Deed of Trust Holders; Right to Cure Clause in Contracts

Notice of Default to Mortgagee or Deed of Trust Holders; Right to Cure. Whenever the City may deliver any notice or demand to Developer with respect to any breach or default by the Developer under this Agreement, the City shall at the same time deliver to each holder of record of any mortgage or deed of trust authorized by this Agreement and approved by the City a copy of such notice or demand; provided that the failure to notify any holder of record shall not vitiate or affect the effectiveness of notice to the Developer. Each such holder shall (insofar as the rights granted by the City are concerned) have the right, at its option, within thirty (30) days after the receipt of the notice, to cure or remedy or commence to cure or remedy such default or to the extent such default cannot be cured or remedied within such thirty (30) day period, thereafter to pursue with due diligence the cure or remedy of any such default and to add the cost thereof to the mortgage debt and the lien of its mortgage or deed of trust. Nothing contained in this Agreement shall be deemed to permit or authorize such holder to undertake or continue the construction or completion of the Project, or any portion thereof (beyond the extent necessary to conserve or protect the improvements or construction already made) without first having expressly assumed the Developer’s obligations to the City by written agreement satisfactory to the City. The holder, in that event, must agree to complete, in the manner provided in this Agreement, the improvements to which the lien or title of such holder relates. Any such holder properly completing such improvement shall be entitled, upon compliance with the requirements of Section 310 of this Agreement, to a Release of Construction Covenants. It is understood that a holder shall be deemed to have satisfied the thirty (30) day time limit set forth above for commencing to cure or remedy a Developer default which requires title and/or possession of the Site (or portion thereof) if and to the extent any such holder has within such thirty (30) day period commenced proceedings to obtain title and/or possession and thereafter the holder diligently pursues such proceedings to completion and thereafter cures or remedies the default. 312. Intentionally Deleted.

Notice of Default to Mortgagee or Deed of Trust Holders; Right to Cure. Whenever the City may deliver any notice or demand to Developer with respect to any breach or default by the Developer under this Agreement, the City shall at the same time deliver to each holder of record of any mortgage or deed of trust authorized by this Agreement and approved by the City a copy of such notice or demand; provided that the failure to notify any holder of record shall not vitiate or affect the effectiveness of notice to the Developer. Each such holder shall (insofar as the rights granted by the City are concerned) have the right, at its option, within thirty (30) days after the receipt of the notice, to cure or remedy or commence to cure or remedy such default or to the extent such default cannot be cured or remedied within such thirty (30) day period, thereafter to pursue with due diligence the cure or remedy of any such default and to add the cost thereof to the mortgage debt and the lien of its mortgage or deed of trust. Nothing contained in this Agreement shall be deemed to permit or authorize such holder to undertake or continue the construction or completion of the Project, or any portion thereof (beyond the extent necessary to conserve or protect the improvements or construction already made) without first having expressly assumed the Developer’s obligations to the City by written agreement satisfactory to the City. The holder, in that event, must agree to complete, in the manner provided in this Agreement, the improvements to which the lien or title of such holder relates. Any such holder properly completing such improvement shall be entitled, upon compliance with the requirements of Section 310 of this Agreement, to a Release of Construction Covenants. It is understood that a holder shall be deemed to have satisfied the thirty (30) day time limit set forth above for commencing to cure or remedy a Developer default which requires title and/or possession of the Site (or portion thereof) if and to the extent any such holder has within such thirty (30) day period commenced proceedings to obtain title and/or possession and thereafter the holder diligently pursues such proceedings to completion and thereafter cures or remedies the default. 312. Intentionally Deleted.

Notice of Default to Mortgagee or Deed of Trust Holders; Right to Cure. Whenever the City With respect to any mortgage or deed of trust granted by Developer as provided herein, whenever Authority may deliver any notice or demand to Developer with respect to any breach or default by Developer in completion of the Developer under this AgreementProject, the City Authority shall at the same time deliver to each holder of record of any mortgage or deed of trust authorized by this Agreement and approved by the City a copy of such notice or demand; provided that the failure to notify any holder of record shall not vitiate or affect the effectiveness of notice to the Developer. Each such holder shall (insofar as the rights granted by the City Authority are concerned) have the right, at its option, within thirty (30) days after the receipt of the notice, to cure or remedy or commence to cure or remedy such default or to the extent such default cannot be cured or remedied within such thirty (30) day period, and thereafter to pursue with due diligence the cure or remedy of any such default and to add the cost thereof to the mortgage debt and the lien of its mortgage or deed of trustmortgage. Nothing contained in this Agreement shall be deemed to permit or authorize such holder to undertake or continue the construction or completion of the Project, or any portion thereof (beyond the extent necessary to conserve or protect the improvements or construction already made) without first having expressly assumed the Developer’s obligations to the City Authority by written agreement reasonably satisfactory to the CityAuthority and Authority’s legal counsel. The holder, in that event, must agree to complete, in the manner provided in this Agreement, the improvements Rehabilitation to which the lien or title of such holder relates. Any such holder properly completing such improvement Rehabilitation shall be entitled, upon compliance with the requirements of Section 310 of this Agreementherein, to a Release of Construction CovenantsCovenants with respect to the portion of the Rehabilitation completed by such holder. It is understood that a holder shall be deemed to have satisfied the thirty (30) day time limit set forth above for commencing to cure or remedy a Developer default which requires title and/or possession of the Site (or portion thereof) if and to the extent any such holder has within such thirty (30) day period commenced proceedings to obtain title and/or possession and thereafter the holder diligently pursues such proceedings to completion and thereafter cures or remedies the default. 312. Intentionally Deleted.

Notice of Default to Mortgagee or Deed of Trust Holders; Right to Cure. Whenever the City With respect to any mortgage or deed of trust granted by Developer as provided herein, whenever Agency may deliver any notice or demand to Developer with respect to any material breach or default by Developer in‌ completion of construction of the Developer under this AgreementImprovements, the City Agency shall at the same time deliver to each holder of record of any mortgage or deed of trust authorized by this its Agreement and approved by the City a copy of such notice or demand; provided that the failure to notify any holder of record shall not vitiate or affect the effectiveness of notice to the Developer. Each such holder shall (insofar as the rights granted by the City Agency are concerned) have the right, at its option, within thirty sixty (3060) days after the expiration of all cure periods available to Developer but in no event longer than one hundred eighty (180) days after receipt of the noticenotice hereunder, to cure or remedy or commence to cure or remedy such default or to the extent such default cannot be cured or remedied within such thirty (30) day period, and thereafter to pursue with due diligence the cure or remedy of any such default and to add the cost thereof to the mortgage debt and the lien of its mortgage mortgage. If such default shall be a default which can only be remedied or deed cured by such holder upon obtaining possession of trustthe Site or any portion thereof and such holder promptly commences and diligently prosecutes efforts to obtain possession with diligence through a receiver or otherwise, such holder shall have until sixty (60) days after obtaining possession to cure such default but in no event longer that three hundred sixty-five (365) days after receipt of notice hereunder. Notwithstanding anything to the contrary contained herein, in the case of a default which cannot with diligence be remedied or cured within sixty (60) days, such holder shall have such additional time as reasonably necessary to remedy or cure such default with diligence but in no event longer that three hundred sixty-five (365) days after receipt of notice hereunder; provided, further, such holder shall not be required to remedy or cure any non-curable default of Developer (such as an unauthorized attempted assignment or the failure to meet a deadline). Nothing contained in this Agreement shall be deemed to permit or authorize such holder to undertake or continue the construction or completion of the ProjectDeveloper Improvements, or any portion thereof (beyond the extent necessary to conserve or protect the improvements or construction already made) without first having expressly assumed the Developer's obligations to Agency by written agreement reasonably satisfactory to Agency. The holder in that event shall only be liable or bound by Developer’s obligations hereunder during the period that the holder is in possession of such portion of the Site in which the holder has an interest and, notwithstanding anything to the City by written agreement satisfactory contrary contained in this Agreement, shall only be liable to the Cityextent of its interest in such property and the improvements owned by it thereon. The In addition, the holder, in that event, must agree to complete, in the manner provided in this Agreement, the improvements to which the lien or title of such holder relates. Any such holder properly completing such improvement shall be entitled, upon compliance with the requirements of Section 310 409 of this Agreement, to a Release of Construction Covenants. It is understood that a holder shall be deemed to have satisfied the thirty sixty (3060) day time limit set forth above for commencing to cure or remedy a Developer default which requires title and/or possession of the Site (or portion thereof) if and to the extent any such holder has within such thirty sixty (3060) day period commenced proceedings to obtain title and/or possession and thereafter the holder diligently pursues such proceedings to completion and thereafter cures or remedies the defaultdefault within three hundred sixty-five (365) days of receipt of notice hereunder. 312All rights and obligations of a lender or holder pursuant to this Agreement shall also accrue to any purchaser, assignee or successor of a lender or holder upon acquisition of title to any portion of the Site by such purchaser, assignee or successor pursuant to a judicial or nonjudicial foreclosure or a deed in lieu of foreclosure, or pursuant to a conveyance from a holder by deed in lieu of foreclosure. Intentionally DeletedIn the event of such conveyance to a purchaser, assignee or successor, then Agency agrees that it shall not unreasonably withhold, condition or delay its approval of further extensions of time for performance of Developer’s obligations under this Agreement as appropriate but in no event for a period of time longer than three hundred sixty-five (365) days to permit such purchaser, assignee or successor to obtain possession of such property and enter into contracts for the construction of improvements to complete the development of such property. Breach of any of the covenants, conditions, restrictions, or reservations contained in this Agreement shall not defeat or render invalid the lien of any mortgage or deed of trust made in good faith and for value as to the Site or any interest therein, whether or not said mortgage or deed of trust is subordinated to this Agreement, but unless otherwise herein provided, the terms, conditions, covenants, restrictions and reservations of this Agreement shall be binding and effective against the holder and any owner of the Site or any portion thereof, whose title thereto is acquired by foreclosure, trustee’s sale, or otherwise. No purported modification, amendment and/or termination of this Agreement affecting the rights of a holder shall be binding upon any holder holding a mortgage or deed of trust from and after the date of recordation of such mortgage or deed of trust unless and until the written consent of such holder is obtained.

Notice of Default to Mortgagee or Deed of Trust Holders; Right to Cure. Whenever the City With respect to any mortgage or deed of trust granted by Developer as provided herein, whenever Authority may deliver any notice or demand to Developer with respect to any breach or default by the Developer hereunder or under any other document executed pursuant to this Agreement, the City Authority shall at the same time deliver to each holder of record of any mortgage or deed of trust authorized by this Agreement and approved by the City a copy of such notice or demand; provided that the failure to notify any holder of record shall not vitiate or affect the effectiveness of notice to the Developer. Each such holder shall (insofar as the rights granted by the City Authority are concerned) have the right, but not the obligation, at its option, within thirty sixty (3060) days after the receipt of the notice, to cure or remedy or commence to cure or remedy such default or to the extent such default cannot be cured or remedied within such thirty (30) day period, and thereafter to pursue with due diligence the cure or remedy of any such default and to add the cost thereof to the mortgage debt and the lien of its mortgage or deed of trustmortgage. Nothing contained in this Agreement shall be deemed to permit or authorize such any holder to undertake or continue the construction or completion of the ProjectPhase I, or any portion thereof (beyond the extent necessary to conserve or protect the improvements or construction already made) without first having expressly assumed the Developer’s obligations to the City Authority under this Agreement by a written assumption agreement reasonably satisfactory to the CityAuthority and its legal counsel(s). The holder, in that event, must agree to complete, or cause to be completed by a party which is reasonably acceptable to Authority, in the manner provided in this Agreement, the improvements to which the lien or title of such holder relates. Any such holder (or assignee approved by Authority) properly completing such improvement the improvements for Phase I shall be entitled, upon compliance with the requirements of Section 310 3.5 of this Agreement, to a Release of Construction Covenants. Covenants as to Phase I. It is understood that a holder (or assignee approved by Authority) shall be deemed to have satisfied the thirty sixty (3060) day time limit set forth above for commencing to cure or remedy a Developer default which requires title and/or possession of the Site (or portion thereof) ), if and to the extent any such holder (or assignee approved by Authority) has within such thirty the sixty (3060) day period commenced proceedings to obtain title and/or possession and thereafter the holder diligently pursues such proceedings to completion and thereafter cures or remedies the default. 312Notwithstanding anything to the contrary contained herein, Authority agrees that any cure of any default made or tendered by one or more of Developer’s limited partners shall be deemed to be a cure by Developer and shall be accepted or rejected on the same basis as if made or tendered by Developer. Intentionally DeletedCopies of all notices which are sent to Developer under the terms of this Agreement shall also be sent to all approved limited partners who have requested such notice.

Notice of Default to Mortgagee or Deed of Trust Holders; Right to Cure. Whenever the City With respect to any mortgage or deed of trust granted by Developer as provided herein, whenever Authority may deliver any notice or demand to Developer with respect to any breach or default by the Developer hereunder or under any other document executed pursuant to this Agreement, the City Authority shall at the same time deliver to each holder of record of any mortgage or deed of trust authorized by this Agreement and approved by the City a copy of such notice or demand; provided that the failure to notify any holder of record shall not vitiate or affect the effectiveness of notice to the Developer. Each such holder shall (insofar as the rights granted by the City Authority are concerned) have the right, but not the obligation, at its option, within thirty sixty (3060) days after the receipt of the notice, to cure or remedy or commence to cure or remedy such default or to the extent such default cannot be cured or remedied within such thirty (30) day period, and thereafter to pursue with due diligence the cure or remedy of any such default and to add the cost thereof to the mortgage debt and the lien of its mortgage or deed of trustmortgage. Nothing contained in this Agreement shall be deemed to permit or authorize such any holder to undertake or continue the construction or completion of the Project, or any portion thereof (beyond the extent necessary to conserve or protect the improvements or construction already made) without first having expressly assumed the Developer’s obligations to the City Authority under this Agreement by written assumption agreement reasonably satisfactory to the CityAuthority and its legal counsel. The holder, in that event, must agree to complete, or cause to be completed by a party which is reasonably acceptable to Authority, in the manner provided in this Agreement, the improvements to which the lien or title of such holder relates. Any such holder (or assignee approved by Authority) properly completing such improvement the improvements shall be entitled, upon compliance with the requirements of Section 310 306 of this Agreement, to a Release of Construction Covenants. It is understood that a holder (or assignee approved by Authority) shall be deemed to have satisfied the thirty sixty (3060) day time limit set forth above for commencing to cure or remedy a Developer default which requires title and/or possession of the Site (or portion thereof) ), if and to the extent any such holder (or assignee approved by Authority) has within such thirty the sixty (3060) day period commenced proceedings to obtain title and/or possession and thereafter the holder diligently pursues such proceedings to completion and thereafter cures or remedies the default. 312Notwithstanding anything to the contrary contained herein, Authority agrees that any cure of any default made or tendered by one or more of Developer’s limited partners shall be deemed to be a cure by Developer and shall be accepted or rejected on the same basis as if made or tendered by Developer. Intentionally DeletedCopies of all notices which are send to Developer under the terms of this Agreement shall also be sent to all approved limited partners who have requested such notice.

Notice of Default to Mortgagee or Deed of Trust Holders; Right to Cure. Whenever the City With respect to any mortgage or deed of trust granted by Developer as provided herein, whenever Agency may deliver any notice or demand to Developer with respect to any material breach or default by Developer in completion of construction of the Developer under this AgreementImprovements, the City Agency shall at the same time deliver to each holder of record of any mortgage or deed of trust authorized by this its Agreement and approved by the City a copy of such notice or demand; provided that the failure to notify any holder of record shall not vitiate or affect the effectiveness of notice to the Developer. Each such holder shall (insofar as the rights granted by the City Agency are concerned) have the right, at its option, within thirty sixty (3060) days after the expiration of all cure periods available to Developer but in no event longer than one hundred eighty (180) days after receipt of the noticenotice hereunder, to cure or remedy or commence to cure or remedy such default or to the extent such default cannot be cured or remedied within such thirty (30) day period, and thereafter to pursue with due diligence the cure or remedy of any such default and to add the cost thereof to the mortgage debt and the lien of its mortgage mortgage. If such default shall be a default which can only be remedied or deed cured by such holder upon obtaining possession of trustthe Site or any portion thereof and such holder promptly commences and diligently prosecutes efforts to obtain possession with diligence through a receiver or otherwise, such holder shall have until sixty (60) days after obtaining possession to cure such default but in no event longer that three hundred sixty-five (365) days after receipt of notice hereunder. Notwithstanding anything to the contrary contained herein, in the case of a default which cannot with diligence be remedied or cured within sixty (60) days, such holder shall have such additional time as reasonably necessary to remedy or cure such default with diligence but in no event longer that three hundred sixty-five‌ (365) days after receipt of notice hereunder; provided, further, such holder shall not be required to remedy or cure any non-curable default of Developer (such as an unauthorized attempted assignment or the failure to meet a deadline). Nothing contained in this Agreement shall be deemed to permit or authorize such holder to undertake or continue the construction or completion of the ProjectDeveloper Improvements, or any portion thereof (beyond the extent necessary to conserve or protect the improvements or construction already made) without first having expressly assumed the Developer's obligations to Agency by written agreement reasonably satisfactory to Agency. The holder in that event shall only be liable or bound by Developer’s obligations hereunder during the period that the holder is in possession of such portion of the Site in which the holder has an interest and, notwithstanding anything to the City by written agreement satisfactory contrary contained in this Agreement, shall only be liable to the Cityextent of its interest in such property and the improvements owned by it thereon. The In addition, the holder, in that event, must agree to complete, in the manner provided in this Agreement, the improvements to which the lien or title of such holder relates. Any such holder properly completing such improvement shall be entitled, upon compliance with the requirements of Section 310 409 of this Agreement, to a Release of Construction Covenants. It is understood that a holder shall be deemed to have satisfied the thirty sixty (3060) day time limit set forth above for commencing to cure or remedy a Developer default which requires title and/or possession of the Site (or portion thereof) if and to the extent any such holder has within such thirty sixty (3060) day period commenced proceedings to obtain title and/or possession and thereafter the holder diligently pursues such proceedings to completion and thereafter cures or remedies the defaultdefault within three hundred sixty-five (365) days of receipt of notice hereunder. 312All rights and obligations of a lender or holder pursuant to this Agreement shall also accrue to any purchaser, assignee or successor of a lender or holder upon acquisition of title to any portion of the Site by such purchaser, assignee or successor pursuant to a judicial or nonjudicial foreclosure or a deed in lieu of foreclosure, or pursuant to a conveyance from a holder by deed in lieu of foreclosure. Intentionally DeletedIn the event of such conveyance to a purchaser, assignee or successor, then Agency agrees that it shall not unreasonably withhold, condition or delay its approval of further extensions of time for performance of Developer’s obligations under this Agreement as appropriate but in no event for a period of time longer than three hundred sixty-five (365) days to permit such purchaser, assignee or successor to obtain possession of such property and enter into contracts for the construction of improvements to complete the development of such property. Breach of any of the covenants, conditions, restrictions, or reservations contained in this Agreement shall not defeat or render invalid the lien of any mortgage or deed of trust made in good faith and for value as to the Site or any interest therein, whether or not said mortgage or deed of trust is subordinated to this Agreement, but unless otherwise herein provided, the terms, conditions, covenants, restrictions and reservations of this Agreement shall be binding and effective against the holder and any owner of the Site or any portion thereof, whose title thereto is acquired by foreclosure, trustee’s sale, or otherwise. No purported modification, amendment and/or termination of this Agreement affecting the rights of a holder shall be binding upon any holder holding a mortgage or deed of trust from and after the date of recordation of such mortgage or deed of trust unless and until the written consent of such holder is obtained.

Notice of Default to Mortgagee or Deed of Trust Holders; Right to Cure. Whenever the City With respect to any mortgage or deed of trust granted by Developer as provided herein, whenever Authority may deliver any notice or demand to Developer with respect to any breach or default by the Developer hereunder or under any other document executed pursuant to this Agreement, the City Authority shall at the same time deliver to each holder of record of any mortgage or deed of trust authorized by this Agreement and approved by the City a copy of such notice or demand; provided that the failure to notify any holder of record shall not vitiate or affect the effectiveness of notice to the Developer. Each such holder shall (insofar as the rights granted by the City Authority are concerned) have the right, but not the obligation, at its option, within thirty sixty (3060) days after the receipt of the notice, to cure or remedy or commence to cure or remedy such default or to the extent such default cannot be cured or remedied within such thirty (30) day period, and thereafter to pursue with due diligence the cure or remedy of any such default and to add the cost thereof to the mortgage debt and the lien of its mortgage or deed of trustmortgage. Nothing contained in this Agreement shall be deemed to permit or authorize such any holder to undertake or continue the construction or completion of the ProjectPhase II, or any portion thereof (beyond the extent necessary to conserve or protect the improvements or construction already made) without first having expressly assumed the Developer’s obligations to the City Authority under this Agreement by a written assumption agreement reasonably satisfactory to the CityAuthority and its legal counsel(s). The holder, in that event, must agree to complete, or cause to be completed by a party which is reasonably acceptable to Authority, in the manner provided in this Agreement, the improvements to which the lien or title of such holder relates. Any such holder (or assignee approved by Authority) properly completing such improvement the improvements for Phase II shall be entitled, upon compliance with the requirements of Section 310 3.5 of this Agreement, to a Release of Construction CovenantsCovenants as to Phase II. It is understood that a holder (or assignee approved by Authority) shall be deemed to have satisfied the thirty sixty (3060) day time limit set forth above for commencing to cure or remedy a Developer default which requires title and/or possession of the Site (or portion thereof) ), if and to the extent any such holder (or assignee approved by Authority) has within such thirty the sixty (3060) day period commenced proceedings to obtain title and/or possession and thereafter the holder diligently pursues such proceedings to completion and thereafter cures or remedies the default. 312Notwithstanding anything to the contrary contained herein, Authority agrees that any cure of any default made or tendered by one or more of Developer’s limited partners shall be deemed to be a cure by Developer and shall be accepted or rejected on the same basis as if made or tendered by Developer. Intentionally DeletedCopies of all notices which are sent to Developer under the terms of this Agreement shall also be sent to all approved limited partners who have requested such notice.

Notice of Default to Mortgagee or Deed of Trust Holders; Right to Cure. Whenever the City With respect to any mortgage or deed of trust granted by Xxxxxxxxx as provided herein, whenever Authority may deliver any notice or demand to Developer with respect to any breach or default by the Developer hereunder or under any other document executed pursuant to this Agreement, the City Authority shall at the same time deliver to each holder of record of any mortgage or deed of trust authorized by this Agreement and approved by the City a copy of such notice or demand; provided that the failure to notify any holder of record shall not vitiate or affect the effectiveness of notice to the Developer. Each such holder shall (insofar as the rights granted by the City Authority are concerned) have the right, but not the obligation, at its option, within thirty sixty (3060) days after the receipt of the notice, to cure or remedy or commence to cure or remedy such default or to the extent such default cannot be cured or remedied within such thirty (30) day period, and thereafter to pursue with due diligence the cure or remedy of any such default and to add the cost thereof to the mortgage debt and the lien of its mortgage or deed of trustmortgage. Nothing contained in this Agreement shall be deemed to permit or authorize such any holder to undertake or continue the construction or completion of the Project, or any portion thereof (beyond the extent necessary to conserve or protect the improvements or construction already made) without first having expressly assumed the Developer’s obligations to the City Authority under this Agreement by written assumption agreement reasonably satisfactory to the CityAuthority and its legal counsel. The holder, in that event, must agree to complete, or cause to be completed by a party which is reasonably acceptable to Authority, in the manner provided in this Agreement, the improvements to which the lien or title of such holder relates. Any such holder (or assignee approved by Authority) properly completing such improvement the improvements shall be entitled, upon compliance with the requirements of Section 310 306 of this Agreement, to a Release of Construction Covenants. It is understood that a holder (or assignee approved by Authority) shall be deemed to have satisfied the thirty sixty (3060) day time limit set forth above for commencing to cure or remedy a Developer default which requires title and/or possession of the Site (or portion thereof) ), if and to the extent any such holder (or assignee approved by Authority) has within such thirty the sixty (3060) day period commenced proceedings to obtain title and/or possession and thereafter the holder diligently pursues such proceedings to completion and thereafter cures or remedies the default. 312Notwithstanding anything to the contrary contained herein, Authority agrees that any cure of any default made or tendered by one or more of Developer’s limited partners shall be deemed to be a cure by Developer and shall be accepted or rejected on the same basis as if made or tendered by Developer. Intentionally DeletedCopies of all notices which are send to Developer under the terms of this Agreement shall also be sent to all approved limited partners who have requested such notice.

Notice of Default to Mortgagee or Deed of Trust Holders; Right to Cure. Whenever the City With respect to any mortgage or deed of trust granted by Developer as provided herein, whenever Agency may deliver any notice or demand to Developer with respect to any material breach or default by Developer in completion of construction of the Developer under this AgreementImprovements, the City Agency shall at the same time deliver to each holder of record of any mortgage or deed of trust authorized by this its Agreement and approved by the City a copy of such notice or demand; provided that the failure to notify any holder of record shall not vitiate or affect the effectiveness of notice to the Developer. Each such holder shall (insofar as the rights granted by the City Agency are concerned) have the right, at its option, within thirty sixty (3060) days after the expiration of all cure periods available to Developer but in no event longer than one hundred eighty (180) days after receipt of the noticenotice hereunder, to cure or remedy or commence to cure or remedy such default or to the extent such default cannot be cured or remedied within such thirty (30) day period, and thereafter to pursue with due diligence the cure or remedy of any such default and to add the cost thereof to the mortgage debt and the lien of its mortgage mortgage. If such default shall be a default which can only be remedied or deed cured by such holder upon obtaining possession of trustthe Site or any portion thereof and such holder promptly commences and diligently prosecutes efforts to obtain possession with diligence through a receiver or otherwise, such holder shall have until sixty (60) days after obtaining possession to cure such default but in no event longer that three hundred sixty-five (365) days after receipt of notice hereunder. Notwithstanding anything to the contrary contained herein, in the case of a default which cannot with diligence be remedied or cured within sixty (60) days, such holder shall have such additional time as reasonably necessary to remedy or cure such default with diligence but in no event longer that three hundred sixty-five (365) days after receipt of notice hereunder; provided, further, such holder shall not be required to remedy or cure any non-curable default of Developer (such as an unauthorized attempted assignment or the failure to meet a deadline). Nothing contained in this Agreement shall be deemed to permit or authorize such holder to undertake or continue the construction or completion of the ProjectDeveloper Improvements, or any portion thereof (beyond the extent necessary to conserve or protect the improvements or construction already made) without first having expressly assumed the Developer's obligations to Agency by written agreement reasonably satisfactory to Agency. The holder in that event shall only be liable or bound by Developer’s obligations hereunder during the period that the holder is in possession of such portion of the Site in which the holder has an interest and, notwithstanding anything to the City by written agreement satisfactory contrary contained in this Agreement, shall only be liable to the Cityextent of its interest in such property and the improvements owned by it thereon. The In addition, the holder, in that event, must agree to complete, in the manner provided in this Agreement, the improvements to which the lien or title of such holder relates. Any such holder properly completing such improvement shall be entitled, upon compliance with the requirements of Section 310 409 of this Agreement, to a Release of Construction Covenants. It is understood that a holder shall be deemed to have satisfied the thirty sixty (3060) day time limit set forth above for commencing to cure or remedy a Developer default which requires title and/or possession of the Site (or portion thereof) if and to the extent any such holder has within such thirty sixty (3060) day period commenced proceedings to obtain title and/or possession and thereafter the holder diligently pursues such proceedings to completion and thereafter cures or remedies the defaultdefault within three hundred sixty-five (365) days of receipt of notice hereunder. 312All rights and obligations of a lender or holder pursuant to this Agreement shall also accrue to any purchaser, assignee or successor of a lender or holder upon acquisition of title to any portion of the Site by such purchaser, assignee or successor pursuant to a judicial or nonjudicial foreclosure or a deed in lieu of foreclosure, or pursuant to a conveyance from a holder by deed in lieu of foreclosure. Intentionally DeletedIn the event of such conveyance to a purchaser, assignee or successor, then Agency agrees that it shall not unreasonably withhold, condition or delay its approval of further extensions of time for performance of Developer’s obligations under this Agreement as appropriate but in no event for a period of time longer than three hundred sixty- five (365) days to permit such purchaser, assignee or successor to obtain possession of such property and enter into contracts for the construction of improvements to complete the development of such property. Breach of any of the covenants, conditions, restrictions, or reservations contained in this Agreement shall not defeat or render invalid the lien of any mortgage or deed of trust made in good faith and for value as to the Site or any interest therein, whether or not said mortgage or deed of trust is subordinated to this Agreement, but unless otherwise herein provided, the terms, conditions, covenants, restrictions and reservations of this Agreement shall be binding and effective against the holder and any owner of the Site or any portion thereof, whose title thereto is acquired by foreclosure, trustee’s sale, or otherwise. No purported modification, amendment and/or termination of this Agreement affecting the rights of a holder shall be binding upon any holder holding a mortgage or deed of trust from and after the date of recordation of such mortgage or deed of trust unless and until the written consent of such holder is obtained.

Notice of Default to Mortgagee or Deed of Trust Holders; Right to Cure. Whenever the City may deliver any notice or demand to Developer with respect to any breach or default by the Developer under this Agreement, the City shall at the same time deliver to each holder of record of any mortgage or deed of trust authorized by this Agreement and approved by the City a copy of such notice or demand; provided that the failure to notify any holder of record shall not vitiate or affect the effectiveness of notice to the Developer. Each such holder shall (insofar as the rights granted by the City are concerned) have the right, at its option, within thirty (30) days after the receipt of the notice, to cure or remedy or commence to cure or remedy such default or to the extent such default cannot be cured or remedied within such thirty (30) day period, to thereafter to pursue with due diligence the cure or remedy of any such default and to add the cost thereof to the mortgage debt and the lien of its mortgage or deed of trust. Nothing contained in this Agreement shall be deemed to permit or authorize such holder to undertake or continue the construction or completion of the Project, or any portion thereof (beyond the extent necessary to conserve or protect the improvements or construction already made) without first having expressly assumed the Developer’s obligations to the City by written agreement satisfactory to the City. The holder, in that event, must agree to complete, in the manner provided in this Agreement, the improvements to which the lien or title of such holder relates. Any such holder properly completing such improvement shall be entitled, upon compliance with the requirements of Section 310 of this Agreement, to a Release of Construction Covenants. It is understood that a holder shall be deemed to have satisfied the thirty (30) day time limit set forth above for commencing to cure or remedy a Developer default which requires title and/or possession of the Site (or portion thereof) if and to the extent any such holder has within such thirty (30) day period commenced proceedings to obtain title and/or possession and thereafter the holder diligently pursues such proceedings to completion and thereafter cures or remedies the default. 312. Intentionally Deleted.

Notice of Default to Mortgagee or Deed of Trust Holders; Right to Cure. Whenever the City With respect to any mortgage or deed of trust granted by Developer as provided herein, whenever CDC may deliver any notice or demand to Developer with respect to any breach or default by Developer in completion of construction of the Developer under this AgreementProject, the City CDC shall at the same time deliver a copy of such notice or demand to each holder of record of any mortgage or deed of trust authorized by this Agreement and approved by the City a copy of who has previously requested such notice or demand; provided that the failure to notify any holder of record shall not vitiate or affect the effectiveness of notice to the Developerin writing. Each such holder shall (insofar as the rights granted by the City CDC are concerned) have the right, at its option, within thirty (30) days after the receipt of the notice, to cure or remedy or commence to cure or remedy such default or to the extent such default cannot be cured or remedied within such thirty (30) day period, and thereafter to pursue with due diligence the cure or remedy of any such default and to add the cost thereof to the mortgage debt and the lien of its mortgage or deed of trustmortgage. Nothing contained in this Agreement shall be deemed to permit or authorize such holder to undertake or continue the construction or completion of the Project, or any portion thereof (beyond the extent necessary to conserve or protect the improvements or construction already made) without first having expressly assumed the Developer’s obligations to the City CDC by written agreement satisfactory to the CityCDC. The holder, in that event, must agree to complete, in the manner provided in this Agreement, the improvements to which the lien or title of such holder relates. Any such holder properly completing such improvement shall be entitled, upon compliance with the requirements of this Section 310 of this Agreement6.3, to a Release of Construction Covenants. It is understood that a holder shall be deemed to have satisfied the thirty (30) day time limit set forth above for commencing to cure or remedy a Developer default which requires title and/or possession of the Site (or portion thereofof this Agreement) if and to the extent any such holder has within such thirty (30) day period commenced proceedings to obtain title and/or possession and thereafter the holder diligently pursues such proceedings to completion and thereafter cures or remedies the default. 312. Intentionally Deleted.

Notice of Default to Mortgagee or Deed of Trust Holders; Right to Cure. Whenever the City Agency may deliver any notice or demand to Developer with respect to any breach or default by the Developer under this Agreement, the City Agency shall at the same time deliver to each holder of record of any mortgage or deed of trust authorized by this Agreement and approved by the City Agency a copy of such notice or demand; provided that the failure to notify any holder of record shall not vitiate or affect the effectiveness of notice to the Developer. Each such holder shall (insofar as the rights granted by the City Agency are concerned) have the right, at its option, within thirty (30) days after the receipt of the notice, to cure or remedy or commence to cure or remedy such default or to the extent such default cannot be cured or remedied within such thirty (30) day period, to thereafter to pursue with due diligence the cure or remedy of any such default and to add the cost thereof to the mortgage debt and the lien of its mortgage or deed of trust. Nothing contained in this Agreement shall be deemed to permit or authorize such holder to undertake or continue the construction or completion of the Project, or any portion thereof (beyond the extent necessary to conserve or protect the improvements or construction already made) without first having expressly assumed the Developer’s obligations to the City Agency by written agreement satisfactory to the CityAgency. The holder, in that event, must agree to complete, in the manner provided in this Agreement, the improvements to which the lien or title of such holder relates. Any such holder properly completing such improvement shall be entitled, upon compliance with the requirements of Section 310 of this Agreement, to a Release of Construction Covenants. It is understood that a holder shall be deemed to have satisfied the thirty (30) day time limit set forth above for commencing to cure or remedy a Developer default which requires title and/or possession of the Site Applicable Parcel (or portion thereof) if and to the extent any such holder has within such thirty (30) day period commenced proceedings to obtain title and/or possession and thereafter the holder diligently pursues such proceedings to completion and thereafter cures or remedies the default. 312. Intentionally Deleted.