Common use of Notice of Default to Mortgagee; Right of Mortgagee to Cure Clause in Contracts

Notice of Default to Mortgagee; Right of Mortgagee to Cure. If City receives notice from a Mortgagee requesting a copy of any notice of an Event of Default given Developer hereunder and specifying the address for service thereof, then City shall deliver to such Mortgagee, concurrently with service thereon to Developer, any notice given to Developer with respect to any claim by City that Developer has committed an Event of Default. If City makes a determination of noncompliance under this Article IX, City shall likewise serve notice of such noncompliance on such Mortgagee concurrently with service thereof on Developer. City's failure to give such notice to a Mortgagee shall not be deemed to constitute a default by City under this Agreement, but no such notice by City shall be deemed to have been given to Developer unless and until a copy thereof shall have been so given to Mortgagee. Any such notices required to be given under this Article IX shall be given in the same manner as provided in Article XII. If an Event of Default on the part of the Developer remains uncured after the expiration of the period provided herein for Developer to remedy or cure such default, the Mortgagee shall have the right to remedy, or cause to be remedied, such default within thirty (30) calendar days in the event of a monetary default and sixty (60) calendar days in the event of a non-monetary default after the later to occur of (i) the expiration of the period provided herein for the Developer to remedy or cure such default or (ii) the date that City delivered notice of the default to Mortgagee, or such longer period as reasonably necessary so long as Mortgagee commences cure within such 60-day period and diligently proceeds to completion, and the City shall accept such performance by or at the insistence of the Mortgagee as if the same had been timely made by the Developer. The undertaking of cure on the part of Mortgagee shall not constitute an assumption of Developer's obligations hereunder on the part of Mortgagee. The Mortgagee shall have the right to add the cost of any such cure to the obligations secured by its security, provided, however, that this Agreement shall remain superior and senior to the Mortgage including, without limitation, any such additional cure costs included in the obligations secured by the Mortgage. If, however, the Event of Default or such noncompliance is of a nature which can only be remedied or cured by such Mortgagee upon obtaining possession of the Project, or portion thereof, such Mortgagee shall seek to obtain possession with diligence and continuity (but in no event later than one-hundred eighty (180) days after the notice of the Event of Default is given) through a receiver or otherwise, and shall thereafter remedy or cure such event of default or noncompliance promptly and with diligence and dispatch after obtaining possession. If a Mortgagee is prohibited by any process or injunction issued by any court having jurisdiction of any bankruptcy or insolvency proceedings involving Developer from commencing or prosecuting foreclosure or other proceedings in the nature thereof, the times specified above for commencing or prosecuting proceedings to obtain possession of the property shall be extended for the period of such prohibition, provided that the Mortgagee shall (i) have fully cured any Event of Default due to a default in the payment of money (ii) continue to pay currently such monetary obligations as and when the same become due, and (iii) perform all other obligations of Developer under this Agreement to the extent that they are susceptible of being performed by Mortgagee. Other than an Event of Default or noncompliance (i) for failure to pay money; or (ii) that is reasonably susceptible of remedy or cure prior to a Mortgagee obtaining possession, so long as such Mortgagee is pursuing cure of the Event of Default or noncompliance in conformance with the requirements of this Section 9.3, City shall not exercise any right or remedy under this Agreement on account of such Event of Default or noncompliance. When and if a Mortgagee acquires the interest of Developer encumbered by such Mortgagee's Mortgage and such Mortgagee becomes a Transferee pursuant to Section 10.5 below, then such Mortgagee shall promptly cure all monetary or other Events of Default or noncompliance then reasonably susceptible of being cured by such Mortgagee to the extent such that such Events of Default or noncompliance are not cured prior to such Mortgagee's becoming a Transferee pursuant to Section 10.5. If an Event of Default is not so reasonably susceptible of cure, then such Event of Default shall be deemed cured when such Mortgagee acquires such interest and becomes a Transferee pursuant to Section 10.5. Subject to the Mortgagee protection provisions specified in this Section 9.3, nothing in this Agreement shall preclude City from exercising any right or remedy under this Agreement with respect to any Event of Default by Developer during the pendency of a Mortgagee's proceedings to obtain possession or title.

Notice of Default to Mortgagee; Right of Mortgagee to Cure. If City receives notice from a shall, upon written request to City, deliver to each Mortgagee requesting a copy of any notice of an Event of Default given Developer hereunder and specifying the address for service thereof, then City shall deliver to such Mortgagee, concurrently with service thereon to Developer, any notice default given to Developer with respect to any claim by City that Developer has committed an Event under the terms of Default. If City makes a determination of noncompliance under this Article IX, City shall likewise serve notice of such noncompliance on such Mortgagee concurrently with service thereof on Developer. City's failure to give such notice to a Mortgagee shall not be deemed to constitute a default by City under this Agreement, but no such at the same time the notice by City shall be deemed of default is provided to have been given to Developer unless and until a copy thereof Developer. The Mortgagee shall have been so given the right, but not the obligation, to Mortgagee. Any such notices required cure, correct or remedy the default, within sixty (60) calendar days after the receipt of the notice from City for monetary defaults, or within sixty (60) calendar days after Developer’s cure period has expired for non-monetary defaults, or, for the defaults that cannot reasonably be cured, corrected or remedied within the period, the Mortgagee may cure, correct or remedy the default if the Mortgagee commences to be given under this Article IX shall be given in cure, correct or remedy the same manner as provided in Article XIIdefault within the sixty (60) calendar day period, and continuously and diligently prosecutes the cure to completion. If an Event the default is of Default on a nature that can only be remedied or cured by the part Mortgagee upon obtaining possession of the Developer remains uncured after the expiration of the period provided herein for Developer to remedy or cure such defaultProperty, the Mortgagee shall have the right to remedy, or cause to be remedied, such default within thirty (30) calendar days in the event of a monetary default and sixty (60) calendar days in the event of a non-monetary default after the later to occur of (i) the expiration of the period provided herein for the Developer to remedy or cure such default or (ii) the date that City delivered notice of the default to Mortgagee, or such longer period as reasonably necessary so long as Mortgagee commences cure within such 60-day period and diligently proceeds to completion, and the City shall accept such performance by or at the insistence of the Mortgagee as if the same had been timely made by the Developer. The undertaking of cure on the part of Mortgagee shall not constitute an assumption of Developer's obligations hereunder on the part of Mortgagee. The Mortgagee shall have the right to add the cost of any such cure to the obligations secured by its security, provided, however, that this Agreement shall remain superior and senior to the Mortgage including, without limitation, any such additional cure costs included in the obligations secured by the Mortgage. If, however, the Event of Default or such noncompliance is of a nature which can only be remedied or cured by such Mortgagee upon obtaining possession of the Project, or portion thereof, such Mortgagee shall seek to obtain possession with diligence and continuity (but in no event later than one-hundred eighty (180) days after the notice of the Event of Default is given) through foreclosure, a receiver or otherwise, and shall be permitted thereafter to remedy or cure such the default within the time as is reasonably necessary to cure or remedy the default but in no event of default or noncompliance promptly and with diligence and dispatch more than ninety (90) calendar days after obtaining possession. If a Mortgagee is prohibited by any process default cannot, with diligence, be remedied or injunction issued by any court having jurisdiction of any bankruptcy or insolvency proceedings involving Developer from commencing or prosecuting foreclosure or other proceedings in cured within the nature thereofninety (90) calendar day period, then the times specified above for commencing or prosecuting proceedings to obtain possession of the property period shall be extended for the period of such prohibition, provided that to permit the Mortgagee shall (i) have fully cured any Event of Default due to effect a default in the payment of money (ii) continue to pay currently such monetary obligations as and when the same become due, and (iii) perform all other obligations of Developer under this Agreement to the extent that they are susceptible of being performed by Mortgagee. Other than an Event of Default cure or noncompliance (i) for failure to pay money; or (ii) that is reasonably susceptible of remedy or cure prior to a Mortgagee obtaining possession, so long as such Mortgagee is pursuing commences the cure of the Event of Default or noncompliance in conformance with the requirements of this Section 9.3, City shall not exercise any right or remedy under this Agreement on account of such Event of Default or noncompliance. When and if a Mortgagee acquires the interest of Developer encumbered by such Mortgagee's Mortgage and such Mortgagee becomes a Transferee pursuant to Section 10.5 below, then such Mortgagee shall promptly cure all monetary or other Events of Default or noncompliance then reasonably susceptible of being cured by such Mortgagee to the extent such that such Events of Default or noncompliance are not cured prior to such Mortgagee's becoming a Transferee pursuant to Section 10.5. If an Event of Default is not so reasonably susceptible of cure, then such Event of Default shall be deemed cured when such Mortgagee acquires such interest and becomes a Transferee pursuant to Section 10.5. Subject to the Mortgagee protection provisions specified in this Section 9.3, nothing in this Agreement shall preclude City from exercising any right or remedy under this Agreement with respect to any Event of Default by Developer during the pendency of a Mortgagee's proceedings ninety (90) calendar day period, and thereafter diligently pursues the cure to obtain possession or titlecompletion.

Notice of Default to Mortgagee; Right of Mortgagee to Cure. If City receives a notice from a Mortgagee requesting a copy of any notice of an Event Notice of Default given to Developer hereunder and specifying the address for service thereof, then City shall deliver to such Mortgagee, concurrently with service thereon to Developer, any notice given to Developer with respect to any claim by City that Developer has committed an Event of Default. If a default, and if City makes a determination of noncompliance under this Article IXhereunder, City shall likewise serve notice of such noncompliance on such Mortgagee concurrently with service thereof on Developer. City's failure to give such notice to a Mortgagee shall If Developer does not be deemed to constitute a default by City under cure or remedy the Default within the applicable cure period set forth in this Agreement, but no such notice by then City shall be deemed provide notice of such (“Developer Non Cure Notice”) to each Mortgagee who has previously made a written request to the City therefore. Each such Mortgagee shall (insofar as the rights of the City are concerned) have been given the right, at its option, to Developer unless and until a copy thereof shall have been so given cure or remedy or commence to Mortgagee. Any cure or remedy any such notices required default within (a) fifteen (15) days (with respect to be given under this Article IX shall be given in the same manner as provided in Article XII. If an Event of Default on the part monetary defaults only) after receipt of the Developer remains uncured after the expiration of the period provided herein for Developer to remedy or cure such defaultNon Cure Notice, the Mortgagee shall have the right to remedy, or cause to be remedied, such default within thirty (30b) calendar days in the event of a monetary default and sixty (60) calendar days in (with respect to non-monetary defaults), after receipt of the event Developer Non Cure Notice or such reasonable period of a time beyond sixty (60) days, if such non-monetary default after the later is not susceptible to occur of (i) the expiration of the period provided herein for the Developer to remedy or cure such default or (ii) the date that City delivered notice of the default to Mortgagee, or such longer period as reasonably necessary so long as Mortgagee commences cure being cured within such sixty (60-day period and diligently proceeds to completion) days, and the City shall accept such performance by or at the insistence of the Mortgagee as if the same had been timely made by the Developer. The undertaking of cure on the part of Mortgagee shall not constitute an assumption of Developer's obligations hereunder on the part of Mortgagee. The Mortgagee shall have the right to add the cost of any such cure thereof to the obligations secured by debt and lien of its security, provided, however, that this Agreement shall remain superior and senior to the Mortgage including, without limitation, any such additional cure costs included in the obligations secured by the MortgagePermitted Security Interest. If, however, the Event of Default or such noncompliance is In case of a nature default which can only be remedied or cured by such Mortgagee upon obtaining possession of the Project, or portion thereof, such Mortgagee shall seek to obtain possession with diligence and continuity (but in no event later than one-hundred eighty (180) days after the notice of the Event of Default is given) through a receiver or otherwise, and shall thereafter remedy or cure such event of default or noncompliance promptly and with diligence and dispatch after obtaining possession. If a Mortgagee is prohibited by any process or injunction issued by any court having jurisdiction of any bankruptcy or insolvency proceedings involving Developer from commencing or prosecuting foreclosure or other proceedings in the nature thereof, the times specified above for commencing or prosecuting proceedings to obtain possession of the property shall be extended for the period of such prohibition, provided that the Mortgagee shall (i) have fully cured any Event of Default due to a default in the payment of money (ii) continue to pay currently such monetary obligations as and when the same become due, and (iii) perform all other obligations of Developer under this Agreement to the extent that they are susceptible of being performed by Mortgagee. Other than an Event of Default or noncompliance (i) for failure to pay money; or (ii) that is reasonably susceptible of remedy or cure prior to a Mortgagee obtaining possession, so long as such Mortgagee is pursuing cure of the Event of Default or noncompliance in conformance with the requirements of this Section 9.3, City shall not exercise any right or remedy under this Agreement on account of such Event of Default or noncompliance. When and if a Mortgagee acquires the interest of Developer encumbered by such Mortgagee's Mortgage and such Mortgagee becomes a Transferee pursuant to Section 10.5 below, then such Mortgagee shall promptly cure all monetary or other Events of Default or noncompliance then reasonably susceptible of being cured by such Mortgagee to the extent (such that such Events as a bankruptcy of Default or noncompliance are not cured prior to such Mortgagee's becoming a Transferee pursuant to Section 10.5. If an Event of Default is not so reasonably susceptible of cureDeveloper), then such Event of Default does not have to be cured. If a Mortgagee is required to obtain possession of the Property (or a portion thereof) in order to cure or remedy any claimed Event of Default, the time to cure shall be tolled so long as the Mortgagee is attempting in good faith to obtain possession, including by appointment of a receiver or foreclosure, and the Mortgagee shall be deemed to have timely cured when such Mortgagee acquires such interest and becomes a Transferee pursuant to Section 10.5. Subject to or remedied the claimed Event of Default, provided the Mortgagee protection provisions specified in this Section 9.3, nothing in this Agreement shall preclude City from exercising any right or remedy under this Agreement with respect to any Event of Default by Developer during commences the pendency of a Mortgagee's proceedings necessary to obtain possession within sixty (60) days after receipt of Developer Non Cure Notice, diligently pursues such proceedings to completion, and after obtaining possession diligently completes such cure or titleremedy.

Notice of Default to Mortgagee; Right of Mortgagee to Cure. If City receives notice from a shall, upon written request to City, deliver to each Mortgagee requesting a copy of any notice of an Event of Default given Developer hereunder and specifying the address for service thereof, then City shall deliver to such Mortgagee, concurrently with service thereon to Developer, any notice default given to Developer with respect to any claim by City that Developer has committed an Event under the terms of Default. If City makes a determination of noncompliance under this Article IX, City shall likewise serve notice of such noncompliance on such Mortgagee concurrently with service thereof on Developer. City's failure to give such notice to a Mortgagee shall not be deemed to constitute a default by City under this Agreement, but no such at the same time the notice by City shall be deemed of default is provided to have been given to Developer unless and until a copy thereof Developer. The Mortgagee shall have been so given the right, but not the obligation, to Mortgagee. Any such notices required cure, correct or remedy the default, within sixty (60) calendar days after the receipt of the notice from City for monetary defaults, or within sixty (60) calendar days after Developer’s cure period has expired for non- monetary defaults, or, for the defaults that cannot reasonably be cured, corrected or remedied within the period, the Mortgagee may cure, correct or remedy the default if the Mortgagee commences to be given under this Article IX shall be given in cure, correct or remedy the same manner as provided in Article XIIdefault within the sixty (60) calendar day period, and continuously and diligently prosecutes the cure to completion. If an Event the default is of Default on a nature that can only be remedied or cured by the part Mortgagee upon obtaining possession of the Developer remains uncured after the expiration of the period provided herein for Developer to remedy or cure such defaultProperty, the Mortgagee shall have the right to remedy, or cause to be remedied, such default within thirty (30) calendar days in the event of a monetary default and sixty (60) calendar days in the event of a non-monetary default after the later to occur of (i) the expiration of the period provided herein for the Developer to remedy or cure such default or (ii) the date that City delivered notice of the default to Mortgagee, or such longer period as reasonably necessary so long as Mortgagee commences cure within such 60-day period and diligently proceeds to completion, and the City shall accept such performance by or at the insistence of the Mortgagee as if the same had been timely made by the Developer. The undertaking of cure on the part of Mortgagee shall not constitute an assumption of Developer's obligations hereunder on the part of Mortgagee. The Mortgagee shall have the right to add the cost of any such cure to the obligations secured by its security, provided, however, that this Agreement shall remain superior and senior to the Mortgage including, without limitation, any such additional cure costs included in the obligations secured by the Mortgage. If, however, the Event of Default or such noncompliance is of a nature which can only be remedied or cured by such Mortgagee upon obtaining possession of the Project, or portion thereof, such Mortgagee shall seek to obtain possession with diligence and continuity (but in no event later than one-hundred eighty (180) days after the notice of the Event of Default is given) through foreclosure, a receiver or otherwise, and shall be permitted thereafter to remedy or cure such the default within the time as is reasonably necessary to cure or remedy the default but in no event of default or noncompliance promptly and with diligence and dispatch more than ninety (90) calendar days after obtaining possession. If a Mortgagee is prohibited by any process default cannot, with diligence, be remedied or injunction issued by any court having jurisdiction of any bankruptcy or insolvency proceedings involving Developer from commencing or prosecuting foreclosure or other proceedings in cured within the nature thereofninety (90) calendar day period, then the times specified above for commencing or prosecuting proceedings to obtain possession of the property period shall be extended for the period of such prohibition, provided that to permit the Mortgagee shall (i) have fully cured any Event of Default due to effect a default in the payment of money (ii) continue to pay currently such monetary obligations as and when the same become due, and (iii) perform all other obligations of Developer under this Agreement to the extent that they are susceptible of being performed by Mortgagee. Other than an Event of Default cure or noncompliance (i) for failure to pay money; or (ii) that is reasonably susceptible of remedy or cure prior to a Mortgagee obtaining possession, so long as such Mortgagee is pursuing commences the cure of the Event of Default or noncompliance in conformance with the requirements of this Section 9.3, City shall not exercise any right or remedy under this Agreement on account of such Event of Default or noncompliance. When and if a Mortgagee acquires the interest of Developer encumbered by such Mortgagee's Mortgage and such Mortgagee becomes a Transferee pursuant to Section 10.5 below, then such Mortgagee shall promptly cure all monetary or other Events of Default or noncompliance then reasonably susceptible of being cured by such Mortgagee to the extent such that such Events of Default or noncompliance are not cured prior to such Mortgagee's becoming a Transferee pursuant to Section 10.5. If an Event of Default is not so reasonably susceptible of cure, then such Event of Default shall be deemed cured when such Mortgagee acquires such interest and becomes a Transferee pursuant to Section 10.5. Subject to the Mortgagee protection provisions specified in this Section 9.3, nothing in this Agreement shall preclude City from exercising any right or remedy under this Agreement with respect to any Event of Default by Developer during the pendency of a Mortgagee's proceedings ninety (90) calendar day period, and thereafter diligently pursues the cure to obtain possession or titlecompletion.

Notice of Default to Mortgagee; Right of Mortgagee to Cure. If Each Mortgagee shall, upon written request to City receives be entitled to receive written notice from a Mortgagee requesting a copy the City of the result of the Annual review and of any notice default by Developer of an Event of Default given Developer hereunder and specifying its obligations set forth in this Agreement simultaneously with the address for service thereof, then City shall deliver to such Mortgagee, concurrently with service thereon to Developer, any notice given to Developer with respect to any claim by City that Developer has committed an Event of Default. If City makes a determination of noncompliance under this Article IX, City shall likewise serve notice delivery of such noncompliance on such Mortgagee concurrently with service thereof on notices to the Developer. City's failure to give such notice to a Mortgagee shall not be deemed to constitute a default by City under this Agreement, but no such notice by City shall be deemed to have been given to Developer unless and until a copy thereof shall have been so given to Mortgagee. Any such notices required to be given under this Article IX shall be given in the same manner as provided in Article XII. If an Event of Default on the part of the Developer remains uncured after the expiration of the period provided herein for Developer to remedy or cure such default, the Each Mortgagee shall have the right right, but not an obligation, to remedy, or cause to be remedied, cure such default within thirty ninety (3090) calendar days in the event after receipt of a monetary default and sixty (60) calendar days in the event of a non-monetary default after the later to occur of (i) the expiration of the period provided herein for the Developer to remedy or cure such notice or, if such default or (ii) the date that City delivered notice of the default to Mortgagee, or such longer period as reasonably necessary so long as Mortgagee commences cure within such 60-day period and diligently proceeds to completion, and the City shall accept such performance by or at the insistence of the Mortgagee as if the same had been timely made by the Developer. The undertaking of cure on the part of Mortgagee shall not constitute an assumption of Developer's obligations hereunder on the part of Mortgagee. The Mortgagee shall have the right to add the cost of any such cure to the obligations secured by its security, provided, however, that this Agreement shall remain superior and senior to the Mortgage including, without limitation, any such additional cure costs included in the obligations secured by the Mortgage. If, however, the Event of Default or such noncompliance is of a nature which can only be remedied or cured by such Mortgagee upon obtaining possession of the Project, or portion thereofProperty, such Mortgagee shall have the right to seek to or obtain possession with diligence and continuity (but in no event later than one-hundred eighty (180) days after the notice of the Event of Default is given) through a receiver or otherwise, and shall thereafter to remedy or cure such event of default or noncompliance promptly and with diligence and dispatch within ninety (90) days after obtaining possession. If a Mortgagee is prohibited , and, except in case of emergency or to protect the public health or safety as determined by the City in its reasonable discretion, City may not exercise any process of its remedies set forth in this Agreement until expiration of such ninety (90) day period whether commencing upon receipt of notice or injunction issued by any court having jurisdiction of any bankruptcy or insolvency proceedings involving Developer from commencing or prosecuting foreclosure or other proceedings in the nature thereof, the times specified above for commencing or prosecuting proceedings to obtain upon obtaining possession of the property shall interests covered by a Mortgage, as applicable; provided, however, that in the case of a default which cannot with diligence be extended for remedied or cured or the period remedy or cure of which cannot be commenced within such prohibitionninety (90) day period, provided that the Mortgagee shall (i) have fully cured any Event of Default due to a default in the payment of money (ii) continue to pay currently such monetary obligations additional time as and when the same become due, and (iii) perform all other obligations of Developer under this Agreement to the extent that they are susceptible of being performed by Mortgagee. Other than an Event of Default or noncompliance (i) for failure to pay money; or (ii) that is reasonably susceptible of necessary to remedy or cure prior to a Mortgagee obtaining possession, so long as such Mortgagee is pursuing cure default. Any notice of the Event of Default or noncompliance termination delivered in conformance with the requirements violation of this Section 9.37.7.4 shall be rendered void. In any case where, sixty (60) days after receipt by the Mortgagee of the notice of the Developer’s default, the holder of any Mortgage creating a lien or encumbrance upon the Property, or any part thereof, has not exercised the option to cure, or, if it has exercised the option, is not proceeding diligently with the cure, the City shall not exercise any right or remedy under may proceed with termination of this Agreement on account and any further obligations of such Event of Default or noncompliance. When and if a Mortgagee acquires the interest of Developer encumbered by such Mortgagee's Mortgage and such Mortgagee becomes a Transferee pursuant to Section 10.5 below, then such Mortgagee shall promptly cure all monetary or other Events of Default or noncompliance then reasonably susceptible of being cured by such Mortgagee to the extent such that such Events of Default or noncompliance are not cured prior to such Mortgagee's becoming a Transferee pursuant to Section 10.5. If an Event of Default is not so reasonably susceptible of cure, then such Event of Default shall be deemed cured when such Mortgagee acquires such interest and becomes a Transferee pursuant to Section 10.5. Subject to the Mortgagee protection provisions specified in this Section 9.3, nothing in this Agreement shall preclude City from exercising any right or remedy under this Agreement with respect to any Event of Default by Developer during the pendency of a Mortgagee's proceedings to obtain possession or titlehereunder.

Notice of Default to Mortgagee; Right of Mortgagee to Cure. If City receives notice from a shall, upon written request to City, deliver to each Mortgagee requesting a copy of any notice of an Event of Default given Developer hereunder and specifying the address for service thereof, then City shall deliver to such Mortgagee, concurrently with service thereon to Developer, any notice default given to Developer with respect to any claim by City that Developer has committed an Event Owner under the terms of Default. If City makes a determination of noncompliance under this Article IX, City shall likewise serve notice of such noncompliance on such Mortgagee concurrently with service thereof on Developer. City's failure to give such notice to a Mortgagee shall not be deemed to constitute a default by City under this Agreement, but no at the same time such notice by City shall be deemed of default is provided to have been given to Developer unless and until a copy thereof shall have been so given to MortgageeOwner. Any such notices required to be given under this Article IX shall be given in the same manner as provided in Article XII. If an Event of Default on the part of the Developer remains uncured after the expiration of the period provided herein for Developer to remedy or cure such default, the The Mortgagee shall have the right right, but not the obligation, to remedycure, correct, or cause to be remediedremedy the default, such default within thirty (30) calendar days in the event of a monetary default and sixty (60) calendar days in after the event receipt of a such notice from City for monetary defaults, or within sixty (60) calendar days after Owner’s cure period has expired for non-monetary defaults, or, for such defaults that cannot reasonably be cured, corrected, or remedied within such period, the Mortgagee may cure, correct, or remedy the default after if the later Mortgagee commences to occur of (i) the expiration of the period provided herein for the Developer to cure, correct, or remedy or cure such default or (ii) the date that City delivered notice of the default to Mortgagee, or such longer period as reasonably necessary so long as Mortgagee commences cure within such sixty (60-) calendar day period period, and continuously and diligently proceeds to completion, and the City shall accept such performance by or at the insistence of the Mortgagee as if the same had been timely made by the Developer. The undertaking of cure on the part of Mortgagee shall not constitute an assumption of Developer's obligations hereunder on the part of Mortgagee. The Mortgagee shall have the right to add the cost of any prosecutes such cure to completion. If the obligations secured by its security, provided, however, that this Agreement shall remain superior and senior to the Mortgage including, without limitation, any such additional cure costs included in the obligations secured by the Mortgage. If, however, the Event of Default or such noncompliance default is of a nature which that can only be remedied or cured by such Mortgagee upon obtaining possession of the Project, or portion thereofProperty, such Mortgagee shall have the right to seek to obtain possession with diligence and continuity (but in no event later than one-hundred eighty (180) days after the notice of the Event of Default is given) through foreclosure, a receiver or otherwise, and shall be permitted thereafter to remedy or cure the default within such time as is reasonably necessary to cure or remedy said default but in no event of default or noncompliance promptly and with diligence and dispatch more than ninety (90) calendar days after obtaining possession. If a Mortgagee is prohibited by any process such default cannot, with diligence, be remedied or injunction issued by any court having jurisdiction of any bankruptcy or insolvency proceedings involving Developer from commencing or prosecuting foreclosure or other proceedings in the nature thereofcured within such thirty (30) calendar day period, the times specified above for commencing or prosecuting proceedings to obtain possession of the property then such period shall be extended for the period of such prohibition, provided that to permit the Mortgagee shall (i) have fully cured any Event of Default due to effect a default in the payment of money (ii) continue to pay currently such monetary obligations as and when the same become due, and (iii) perform all other obligations of Developer under this Agreement to the extent that they are susceptible of being performed by Mortgagee. Other than an Event of Default cure or noncompliance (i) for failure to pay money; or (ii) that is reasonably susceptible of remedy or cure prior to a Mortgagee obtaining possession, so long as such Mortgagee is pursuing commences said cure of the Event of Default or noncompliance in conformance with the requirements of this Section 9.3, City shall not exercise any right or remedy under this Agreement on account of during such Event of Default or noncompliance. When ninety (90) calendar day period, and if a Mortgagee acquires the interest of Developer encumbered by thereafter diligently pursues such Mortgagee's Mortgage and such Mortgagee becomes a Transferee pursuant cure to Section 10.5 below, then such Mortgagee shall promptly cure all monetary or other Events of Default or noncompliance then reasonably susceptible of being cured by such Mortgagee to the extent such that such Events of Default or noncompliance are not cured prior to such Mortgagee's becoming a Transferee pursuant to Section 10.5. If an Event of Default is not so reasonably susceptible of cure, then such Event of Default shall be deemed cured when such Mortgagee acquires such interest and becomes a Transferee pursuant to Section 10.5. Subject to the Mortgagee protection provisions specified in this Section 9.3, nothing in this Agreement shall preclude City from exercising any right or remedy under this Agreement with respect to any Event of Default by Developer during the pendency of a Mortgagee's proceedings to obtain possession or title.completion.‌

Notice of Default to Mortgagee; Right of Mortgagee to Cure. If any of the City Parties receives notice from a Mortgagee requesting that a copy of any notice of an Event future Notice of Default that may be given Developer Parties hereunder and specifying the address for service thereofthereof (‘Notice Request”), then the City Parties shall deliver to such Mortgagee, concurrently with service thereon to DeveloperDeveloper Parties, any notice Notice of Default thereafter given to Developer with respect to any claim by City that Developer has committed an Event of DefaultParties. If City makes a determination of noncompliance under this Article IX, City shall likewise serve notice of such noncompliance on such Mortgagee concurrently with service thereof on Developer. City's failure to give such notice to a Mortgagee shall not be deemed to constitute a default by City under this Agreement, but no such notice by City shall be deemed to have been given to Developer unless and until a copy thereof shall have been so given to Mortgagee. Any such notices required to be given under this Article IX shall be given in the same manner as provided in Article XII. If an Event of Default on the part of the Developer remains uncured after the expiration of the period provided herein for Developer to remedy or cure such default, the Such Mortgagee shall have the right (but not the obligation) to cure or remedy, or cause to be remediedcommence to cure or remedy, such default the Event of Default claimed within thirty (30) calendar days the applicable time periods for cure specified in the event of a monetary default and sixty (60) calendar days in the event of a non-monetary default after the later to occur of (i) the expiration of the period provided herein for the Developer to remedy or cure such default or (ii) the date that City delivered notice of the default to Mortgagee, or such longer period as reasonably necessary so long as Mortgagee commences cure within such 60-day period and diligently proceeds to completion, and the City shall accept such performance by or at the insistence of the Mortgagee as if the same had been timely made by the Developer. The undertaking of cure on the part of Mortgagee shall not constitute an assumption of Developer's obligations hereunder on the part of Mortgagee. The Mortgagee shall have the right to add the cost of any such cure to the obligations secured by its security, provided, however, that this Agreement shall remain superior and senior to the Mortgage including, without limitation, any such additional cure costs included in the obligations secured by the MortgageAgreement. If, however, the Event of Default or such noncompliance is of a nature which can only be remedied or cured by such Mortgagee upon obtaining possession of the ProjectHotel Complex, or portion thereof, such Mortgagee shall seek to obtain possession with diligence and continuity (but in no event later than one-hundred eighty ninety (18090) days after the notice a copy of the Event Notice of Default is givengiven to Mortgagee) through a receiver or otherwise, and shall thereafter remedy or cure such event Event of default Default or noncompliance promptly and with diligence and dispatch after obtaining possession. If a Mortgagee is prohibited by any process or injunction issued by any court having jurisdiction of any bankruptcy or insolvency proceedings involving Developer from commencing or prosecuting foreclosure or other proceedings in the nature thereof, the times specified above for commencing or prosecuting proceedings to obtain possession of the property shall be extended for the period of such prohibition, provided that the Mortgagee shall (i) have fully cured any Event of Default due to a default in the payment of money (ii) continue to pay currently such monetary obligations as and when the same become due, and (iii) perform all other obligations of Developer under this Agreement to the extent that they are susceptible of being performed by Mortgagee. Other than an Event of Default or noncompliance (i) for failure to pay money; money or (ii) that is reasonably susceptible of remedy or cure prior to a Mortgagee obtaining possession, so long as such Mortgagee is pursuing cure of the Event of Default or noncompliance in conformance with the requirements of this Section 9.38.3, none of the City Parties shall not exercise any right or remedy under this Agreement on account of such Event of Default or noncompliance. When and if a Mortgagee acquires the interest of Developer Owner encumbered by such Mortgagee's ’s Mortgage and such Mortgagee becomes elects in writing to become a Transferee pursuant to this Section 10.5 below8.3, then such Mortgagee shall promptly cure all monetary or other Events of Default or noncompliance then reasonably susceptible of being cured by such Mortgagee to the extent such that such Events of Default or noncompliance are not cured prior to such Mortgagee's ’s becoming a Transferee pursuant to Section 10.5. If an Event of Default is not so reasonably susceptible of cure, then such Event of Default shall be deemed cured when such Mortgagee acquires such interest and becomes a Transferee pursuant to Section 10.5. Subject to the Mortgagee protection provisions specified in this Section 9.3, nothing in this Agreement shall preclude City from exercising any right or remedy under this Agreement with respect to any Event of Default by Developer during the pendency of a Mortgagee's proceedings to obtain possession or title8.3.

Notice of Default to Mortgagee; Right of Mortgagee to Cure. If City receives notice from a shall, upon written request to City, deliver to each Mortgagee requesting a copy of any notice of an Event of Default given Developer hereunder and specifying the address for service thereof, then City shall deliver to such Mortgagee, concurrently with service thereon to Developer, any notice default given to Developer with respect to any claim by City that Developer has committed an Event OWNER under the terms of Default. If City makes a determination of noncompliance under this Article IX, City shall likewise serve notice of such noncompliance on such Mortgagee concurrently with service thereof on Developer. City's failure to give such notice to a Mortgagee shall not be deemed to constitute a default by City under this Agreement, but no at the same time such notice by City shall be deemed of default is provided to have been given to Developer unless and until a copy thereof shall have been so given to MortgageeOWNER. Any such notices required to be given under this Article IX shall be given in the same manner as provided in Article XII. If an Event of Default on the part of the Developer remains uncured after the expiration of the period provided herein for Developer to remedy or cure such default, the The Mortgagee shall have the right right, but not the obligation, to remedycure, correct, or cause to be remediedremedy the default, such default within thirty (30) calendar days in the event of a monetary default and sixty (60) calendar days in after the event receipt of a such notice from City for monetary defaults, or within sixty (60) calendar days after OWNER’s cure period has expired for non-monetary defaults, or, for such defaults that cannot reasonably be cured, corrected, or remedied within such period, the Mortgagee may cure, correct, or remedy the default after if the later Mortgagee commences to occur of (i) the expiration of the period provided herein for the Developer to cure, correct, or remedy or cure such default or (ii) the date that City delivered notice of the default to Mortgagee, or such longer period as reasonably necessary so long as Mortgagee commences cure within such sixty (60-) calendar day period period, and continuously and diligently proceeds to completion, and the City shall accept such performance by or at the insistence of the Mortgagee as if the same had been timely made by the Developer. The undertaking of cure on the part of Mortgagee shall not constitute an assumption of Developer's obligations hereunder on the part of Mortgagee. The Mortgagee shall have the right to add the cost of any prosecutes such cure to completion. If the obligations secured by its security, provided, however, that this Agreement shall remain superior and senior to the Mortgage including, without limitation, any such additional cure costs included in the obligations secured by the Mortgage. If, however, the Event of Default or such noncompliance default is of a nature which that can only be remedied or cured by such Mortgagee upon obtaining possession of the Project, or portion thereofProperty, such Mortgagee shall have the right to seek to obtain possession with diligence and continuity (but in no event later than one-hundred eighty (180) days after the notice of the Event of Default is given) through foreclosure, a receiver or otherwise, and shall be permitted thereafter to remedy or cure the default within such time as is reasonably necessary to cure or remedy said default but in no event of default or noncompliance promptly and with diligence and dispatch more than ninety (90) calendar days after obtaining possession. If a Mortgagee is prohibited by any process such default cannot, with diligence, be remedied or injunction issued by any court having jurisdiction of any bankruptcy or insolvency proceedings involving Developer from commencing or prosecuting foreclosure or other proceedings in the nature thereofcured within such thirty (30) calendar day period, the times specified above for commencing or prosecuting proceedings to obtain possession of the property then such period shall be extended for the period of such prohibition, provided that to permit the Mortgagee shall (i) have fully cured any Event of Default due to effect a default in the payment of money (ii) continue to pay currently such monetary obligations as and when the same become due, and (iii) perform all other obligations of Developer under this Agreement to the extent that they are susceptible of being performed by Mortgagee. Other than an Event of Default cure or noncompliance (i) for failure to pay money; or (ii) that is reasonably susceptible of remedy or cure prior to a Mortgagee obtaining possession, so long as such Mortgagee is pursuing commences said cure of the Event of Default or noncompliance in conformance with the requirements of this Section 9.3, City shall not exercise any right or remedy under this Agreement on account of during such Event of Default or noncompliance. When ninety (90) calendar day period, and if a Mortgagee acquires the interest of Developer encumbered by thereafter diligently pursues such Mortgagee's Mortgage and such Mortgagee becomes a Transferee pursuant cure to Section 10.5 below, then such Mortgagee shall promptly cure all monetary or other Events of Default or noncompliance then reasonably susceptible of being cured by such Mortgagee to the extent such that such Events of Default or noncompliance are not cured prior to such Mortgagee's becoming a Transferee pursuant to Section 10.5. If an Event of Default is not so reasonably susceptible of cure, then such Event of Default shall be deemed cured when such Mortgagee acquires such interest and becomes a Transferee pursuant to Section 10.5. Subject to the Mortgagee protection provisions specified in this Section 9.3, nothing in this Agreement shall preclude City from exercising any right or remedy under this Agreement with respect to any Event of Default by Developer during the pendency of a Mortgagee's proceedings to obtain possession or titlecompletion.

Notice of Default to Mortgagee; Right of Mortgagee to Cure. If City or Agency receives notice from a Mortgagee requesting a copy of any notice of an Event of Default given Developer hereunder and specifying the address for service thereof, then City or Agency, as applicable, shall deliver to such Mortgagee, concurrently with service thereon to Developer, any notice given to Developer with respect to any claim by City or Agency that Developer has committed an Event of Default. If City or Agency makes a determination of noncompliance under this Article IXVI above, City or Agency, as applicable, shall likewise serve notice of such noncompliance on such Mortgagee concurrently with service thereof on Developer. City's failure to give such notice to a Mortgagee shall not be deemed to constitute a default by City under this Agreement, but no such notice by City shall be deemed to have been given to Developer unless and until a copy thereof shall have been so given to Mortgagee. Any such notices required to be given under this Article IX shall be given in the same manner as provided in Article XII. If an Event of Default on the part of the Developer remains uncured after the expiration of the period provided herein for Developer to remedy or cure such default, the Such Mortgagee shall have the right (but not the obligation) to cure or remedy, or cause to be remediedcommence to cure or remedy, such default the Event of Default claimed or the areas of noncompliance set forth in City's or Agency’s notice within thirty (30) calendar days the applicable time periods for cure specified in the event of a monetary default and sixty (60) calendar days in the event of a non-monetary default after the later to occur of (i) the expiration of the period provided herein for the Developer to remedy or cure such default or (ii) the date that City delivered notice of the default to Mortgagee, or such longer period as reasonably necessary so long as Mortgagee commences cure within such 60-day period and diligently proceeds to completion, and the City shall accept such performance by or at the insistence of the Mortgagee as if the same had been timely made by the Developer. The undertaking of cure on the part of Mortgagee shall not constitute an assumption of Developer's obligations hereunder on the part of Mortgagee. The Mortgagee shall have the right to add the cost of any such cure to the obligations secured by its security, provided, however, that this Agreement shall remain superior and senior to the Mortgage including, without limitation, any such additional cure costs included in the obligations secured by the MortgageAgreement. If, however, the Event of Default or such noncompliance is of a nature which can only be remedied or cured by such Mortgagee upon obtaining possession of the Project, or portion thereof, such Mortgagee shall seek to obtain possession with diligence and continuity (but in no event later than one-one hundred and eighty ([180) ] days after the notice of the Event of Default is given) through a receiver or otherwise, and shall thereafter remedy or cure such event Event of default Default or noncompliance promptly and with diligence and dispatch after obtaining possession. If a Mortgagee is prohibited by any process or injunction issued by any court having jurisdiction of any bankruptcy or insolvency proceedings involving Developer from commencing or prosecuting foreclosure or other proceedings in the nature thereof, the times specified above for commencing or prosecuting proceedings to obtain possession of the property shall be extended for the period of such prohibition, provided that the Mortgagee shall (i) have fully cured any Event of Default due to a default in the payment of money (ii) continue to pay currently such monetary obligations as and when the same become due, and (iii) perform all other obligations of Developer under this Agreement to the extent that they are susceptible of being performed by Mortgagee. Other than an Event of Default or noncompliance (i) for failure to pay money; or (ii) that is reasonably susceptible of remedy or cure prior to a Mortgagee obtaining possession, so long as such Mortgagee is pursuing cure of the Event of Default or noncompliance in conformance with the requirements of this Section 9.3, City or Agency shall not exercise any right or remedy under this Agreement on account of such Event of Default or noncompliance. When and if a Mortgagee acquires the interest of Developer encumbered by such Mortgagee's ’s Mortgage and such Mortgagee becomes a Transferee pursuant to Section 10.5 10.6 below, then such Mortgagee shall promptly cure all monetary or other Events of Default or noncompliance then reasonably susceptible of being cured by such Mortgagee to the extent such that such Events of Default or noncompliance are not cured prior to such Mortgagee's ’s becoming a Transferee pursuant to Section 10.510.6. If an Event of Default is not so reasonably susceptible of cure, then such Event of Default shall be deemed cured when such Mortgagee acquires such interest and becomes a Transferee pursuant to Section 10.510.6. Subject to the Mortgagee protection provisions specified in this Section 9.3, nothing in this Agreement shall preclude City or Agency from exercising any right or remedy under this Agreement with respect to any Event of Default by Developer during the pendency of a Mortgagee's ’s proceedings to obtain possession or title.

Notice of Default to Mortgagee; Right of Mortgagee to Cure. If Each Mortgagee shall, upon written request to City receives be entitled to receive written notice from a Mortgagee requesting a copy the City of the result of the Annual Review and of any notice default by Developer of an Event of Default given Developer hereunder and specifying its obligations set forth in this Agreement simultaneously with the address for service thereof, then City shall deliver to such Mortgagee, concurrently with service thereon to Developer, any notice given to Developer with respect to any claim by City that Developer has committed an Event of Default. If City makes a determination of noncompliance under this Article IX, City shall likewise serve notice delivery of such noncompliance on such Mortgagee concurrently with service thereof on notices to the Developer. City's failure to give such notice to a Mortgagee shall not be deemed to constitute a default by City under this Agreement, but no such notice by City shall be deemed to have been given to Developer unless and until a copy thereof shall have been so given to Mortgagee. Any such notices required to be given under this Article IX shall be given in the same manner as provided in Article XII. If an Event of Default on the part of the Developer remains uncured after the expiration of the period provided herein for Developer to remedy or cure such default, the Each Mortgagee shall have the right right, but not an obligation, to remedy, or cause to be remedied, cure such default within thirty ninety (3090) calendar days in the event after receipt of a monetary default and sixty (60) calendar days in the event of a non-monetary default after the later to occur of (i) the expiration of the period provided herein for the Developer to remedy or cure such notice or, if such default or (ii) the date that City delivered notice of the default to Mortgagee, or such longer period as reasonably necessary so long as Mortgagee commences cure within such 60-day period and diligently proceeds to completion, and the City shall accept such performance by or at the insistence of the Mortgagee as if the same had been timely made by the Developer. The undertaking of cure on the part of Mortgagee shall not constitute an assumption of Developer's obligations hereunder on the part of Mortgagee. The Mortgagee shall have the right to add the cost of any such cure to the obligations secured by its security, provided, however, that this Agreement shall remain superior and senior to the Mortgage including, without limitation, any such additional cure costs included in the obligations secured by the Mortgage. If, however, the Event of Default or such noncompliance is of a nature which can only be remedied or cured by such Mortgagee upon obtaining possession of the Project, or portion thereofProperty, such Mortgagee shall have the right to seek to or obtain possession with diligence and continuity (but in no event later than one-hundred eighty (180) days after the notice of the Event of Default is given) through a receiver or otherwise, and shall thereafter to remedy or cure such event of default or noncompliance promptly and with diligence and dispatch within ninety (90) days after obtaining possession. If a Mortgagee is prohibited , and, except in case of emergency or to protect the public health or safety as determined by the City in its reasonable discretion, City may not exercise any process of its remedies set forth in this Agreement until expiration of such ninety (90) day period whether commencing upon receipt of notice or injunction issued by any court having jurisdiction of any bankruptcy or insolvency proceedings involving Developer from commencing or prosecuting foreclosure or other proceedings in the nature thereof, the times specified above for commencing or prosecuting proceedings to obtain upon obtaining possession of the property shall interests covered by a Mortgage, as applicable; provided, however, that in the case of a default which cannot with diligence be extended for remedied or cured or the period remedy or cure of which cannot be commenced within such prohibitionninety (90) day period, provided that the Mortgagee shall (i) have fully cured any Event of Default due to a default in the payment of money (ii) continue to pay currently such monetary obligations additional time as and when the same become due, and (iii) perform all other obligations of Developer under this Agreement to the extent that they are susceptible of being performed by Mortgagee. Other than an Event of Default or noncompliance (i) for failure to pay money; or (ii) that is reasonably susceptible of necessary to remedy or cure prior to a Mortgagee obtaining possession, so long as such Mortgagee is pursuing cure default. Any notice of the Event of Default or noncompliance termination delivered in conformance with the requirements violation of this Section 9.37.7.4 shall be rendered void. In any case where, sixty (60) days after receipt by the Mortgagee of the notice of the Developer’s default, the holder of any Mortgage creating a lien or encumbrance upon the Property, or any part thereof, has not exercised the option to cure, or, if it has exercised the option, is not proceeding diligently with the cure, the City shall not exercise any right or remedy under may proceed with termination of this Agreement on account and any further obligations of such Event of Default or noncompliance. When and if a Mortgagee acquires the interest of Developer encumbered by such Mortgagee's Mortgage and such Mortgagee becomes a Transferee pursuant to Section 10.5 below, then such Mortgagee shall promptly cure all monetary or other Events of Default or noncompliance then reasonably susceptible of being cured by such Mortgagee to the extent such that such Events of Default or noncompliance are not cured prior to such Mortgagee's becoming a Transferee pursuant to Section 10.5. If an Event of Default is not so reasonably susceptible of cure, then such Event of Default shall be deemed cured when such Mortgagee acquires such interest and becomes a Transferee pursuant to Section 10.5. Subject to the Mortgagee protection provisions specified in this Section 9.3, nothing in this Agreement shall preclude City from exercising any right or remedy under this Agreement with respect to any Event of Default by Developer during the pendency of a Mortgagee's proceedings to obtain possession or titlehereunder.