Common use of Redeveloper Covenants Clause in Contracts

Redeveloper Covenants. In addition to, but not limited by, any and all other covenants and agreements of the Redeveloper contained in this Agreement, the Redeveloper hereby covenants and agrees to the following (collectively, “Redeveloper Covenants”): (a) The Redeveloper shall proceed with continuity of purpose and shall use diligent efforts to obtain all Government Approvals necessary for the construction and development of the Project Improvements. The Redeveloper shall construct, improve, operate and maintain the Project Improvements in compliance with all Governmental Approvals, and other laws, ordinances, approvals, rules, regulations and requirements applicable thereto including, but not limited to, such zoning, sanitary, pollution and other environmental safety ordinances, laws and such rules and regulations thereunder as shall be binding upon the Redeveloper under Applicable Laws. (b) The Redeveloper shall (i) use diligent efforts to obtain Third Party Financing, if necessary, for the Project Improvements, and (ii) subject to the receipt of such Third Party Financing, shall begin and complete construction of the Project and the Project Improvements in accordance with the Project Schedule. All activities performed under this Agreement shall be performed in a good and workmanlike manner. For purposes of this Agreement, Third Party Financing (“Third Party Financing”) shall mean financing available from a third party on commercially reasonable terms and providing the Redeveloper a commercially acceptable return on the Project. (c) The Redeveloper shall construct the Project Improvements substantially in accordance with this Agreement, the Redevelopment Law, the Redevelopment Plan, the Governmental Approvals and all other Applicable Law. (d) The Redeveloper shall complete the Project Improvements, or cause same to be Completed, in accordance with the Project Schedule at its sole cost and expense. (e) The Redeveloper shall not discriminate against or segregate any Person, or group of Persons, on account of race, color, religion, creed, national origin, ancestry, physical handicap, age, marital status, sex or affectional preference in the sale, lease, sublease, transfer, use, occupancy, tenure or enjoyment of the Project Improvements, nor shall the Redeveloper establish or permit any such practice or practices of discrimination or segregation with reference to the selection, location, number, use of occupancy of tenants, lessees, subtenants, sublessees, or vendees of the Project Improvements. (f) The Redeveloper shall immediately notify the Borough of any material change in its financial condition from the information provided to the Borough by the Redeveloper that affects the Redeveloper’s financial capability to develop, finance and construct the Project Improvements. (g) The Redeveloper shall not use the Project Area, Project Improvements, or any part thereof, for which a Certificate of Completion has not been issued, in a manner that is inconsistent with the Redevelopment Plan, this Agreement and the Governmental Approvals. (h) The Redeveloper shall not use the Project Area, Project Improvements, or any part thereof, for which a Certificate of Completion has not been issued, as collateral for an unrelated transaction. (i) The Redeveloper shall promptly pay and discharge all taxes, payments in lieu of taxes, assessments and other levies imposed upon it, the Project Area and/or the Project Improvements before the same shall become in default. (j) The Redeveloper shall not enter into any lease of the Project Area, Project Improvements, or any part thereof, other than a Permitted Lease.

Redeveloper Covenants. In addition to, but not limited by, any and all other covenants and agreements of the Redeveloper contained in this Agreement, the Redeveloper hereby covenants and agrees to the following (collectively, “Redeveloper Covenants”): (a) The Redeveloper shall proceed with continuity of purpose and shall use diligent efforts to obtain all Government Approvals necessary for the construction and development of the Project Improvements. The Redeveloper agrees that the plans submitted to the Planning Board and/or other governmental agencies, bodies or boards having jurisdiction over the Project Improvements shall be substantially consistent with the Site Plan. The Redeveloper shall construct, improve, operate and maintain the Project Improvements in compliance with all Governmental Approvals, and other laws, ordinances, approvals, rules, regulations and requirements applicable thereto including, but not limited to, such zoning, sanitary, pollution and other environmental safety ordinances, laws and such rules and regulations thereunder as shall be binding upon the Redeveloper under Applicable Laws. (b) The Redeveloper shall (i) use diligent efforts to obtain Third Party Financing, if necessary, for the Project Improvements, and (ii) subject to the receipt of such Third Party Financing, shall begin and complete construction of the Project and the Project Improvements in accordance with the Project Schedule. All activities performed under this Agreement shall be performed in a good and workmanlike manner. For purposes of this Agreement, Third Party Financing (“Third Party Financing”) shall mean financing available from a third party on commercially reasonable terms and providing the Redeveloper a commercially acceptable return on the Project. (c) The Redeveloper shall construct the Project Improvements substantially in accordance with this Agreement, the Redevelopment Law, the Redevelopment Plan, the Governmental Approvals and all other Applicable Law. (d) The Redeveloper shall complete the Project Improvements, or cause same to be Completed, in accordance with the Project Schedule at its sole cost and expense. (e) The Redeveloper shall not discriminate against or segregate any Person, or group of Persons, on account of race, color, religion, creed, national origin, ancestry, physical handicap, age, marital status, sex or affectional preference in the sale, lease, sublease, transfer, use, occupancy, tenure or enjoyment of the Project Improvements, nor shall the Redeveloper establish or permit any such practice or practices of discrimination or segregation with reference to the selection, location, number, use of occupancy of tenants, lessees, subtenants, sublessees, or vendees of the Project Improvements. (f) The Redeveloper shall immediately notify the Borough of any material change in its financial condition from the information provided to the Borough by the Redeveloper that affects the Redeveloper’s financial capability to develop, finance and construct the Project Improvements. (g) The Redeveloper shall not use the Project Area, Project Improvements, or any part thereof, for which a Certificate of Completion has not been issued, in a manner that is inconsistent with the Redevelopment Plan, this Agreement and the Governmental Approvals. (h) The Redeveloper shall not use the Project Area, Project Improvements, or any part thereof, for which a Certificate of Completion has not been issued, as collateral for an unrelated transaction. (i) The Redeveloper shall promptly pay and discharge all taxes, payments in lieu of taxes, assessments and other levies imposed upon it, the Project Area and/or the Project Improvements before the same shall become in default. (j) The Redeveloper shall not enter into any lease of the Project Area, Project Improvements, or any part thereof, other than a Permitted Lease. (k) Within 30 days of the Redeveloper’s mortgage closing for the Project, the Redeveloper shall cause to be remitted to the general revenues account of the Borough such sums as are required for professional escrows and redevelopment fees per Ordinance No. 1928-17 adopted November 21, 2017, regarding the Establishment of Professional Escrow and Payment of Redevelopment Fees, for general administrative, staff and review expenses. (l) The Redeveloper shall use its best efforts to on its own, or through an affiliate, develop a supermarket of approximately 35,000 square feet (the “Supermarket”) on a portion of the adjacent property, Lots 10 in Block 349 and commonly known as ▇▇▇ ▇▇▇▇▇▇▇ ▇▇▇▇. The Redeveloper shall use its best efforts to develop such supermarket so that it will be open for business on or before 18 months from the execution of a financial agreement concerning same with the Borough. (m) The Redeveloper shall use its best efforts to establish a shuttle or ride sharing service for residents of the Project for transportation to the train station.

Redeveloper Covenants. In addition to, but not limited by, any and all other covenants and agreements of the Redeveloper contained in this Agreement, the Redeveloper hereby covenants and agrees to the following (collectively, “Redeveloper Covenants”):that: (a) The Redeveloper shall proceed use commercially reasonable efforts to construct the Project in accordance with continuity this Redevelopment Agreement, the Redevelopment Law, the Redevelopment Plan, Governmental Approvals and all other Applicable Laws. (b) The Redeveloper shall use commercially reasonable efforts to (i) obtain financing for the Project, (ii) construct and develop the Project with due diligence and (iii) Commence and Complete each item in the Project Schedule on or prior to the applicable date set forth in the Project Schedule and, for those items for which Commencement dates only are given, such items shall be Completed in a commercially reasonable period. All activities performed under this Redevelopment Agreement shall be performed in accordance with the level of purpose skill and care ordinarily exercised by reputable developers of similar developments of the character, scope and composition of the Project. (c) The Redeveloper shall use diligent efforts to obtain all Government Governmental Approvals necessary for the construction and development of the Project ImprovementsProject. The Redeveloper shall construct, improve, operate and maintain the Project Improvements in compliance comply with all Governmental Approvals, and other laws, ordinances, approvals, rules, regulations and requirements applicable thereto to the construction, operation, and maintenance of the Project, in its performance thereof, including, but not limited to, such zoning, sanitary, pollution and other environmental safety ordinances, laws and such rules and regulations thereunder as shall be binding upon the Redeveloper under Applicable Laws. (b) The Redeveloper shall (i) use diligent efforts to obtain Third Party Financing, if necessary, for the Project Improvements, and (ii) subject to the receipt of such Third Party Financing, shall begin and complete construction of the Project and the Project Improvements in accordance with the Project Schedule. All activities performed under this Agreement shall be performed in a good and workmanlike manner. For purposes of this Agreement, Third Party Financing (“Third Party Financing”) shall mean financing available from a third party on commercially reasonable terms and providing the Redeveloper a commercially acceptable return on the Project. (c) The Redeveloper shall construct the Project Improvements substantially in accordance with this Agreement, the Redevelopment Law, the Redevelopment Plan, the Governmental Approvals and all other Applicable Law. (d) The Redeveloper shall complete fulfill its material obligations under any and all agreements it enters into with third parties with respect to the acquisition, construction, leasing, financing and other matters relating to the Project; provided, however, that this covenant is not intended to prevent the Redeveloper from contesting the scope or nature of such obligations as and to the extent provided in such agreements. (e) The Redeveloper shall use commercially reasonable efforts to Complete the Project Improvements, or cause same to be Completed, on or prior to the dates set forth in accordance with the Project Schedule at its sole cost and expense, subject to such reasonably required extensions thereof as approved by the Borough as provided herein, as contemplated herein; provided, however, that the Parties acknowledge that moneys may be made available towards the Completion of same from other outside sources. In the event that moneys made available pursuant to any outside source are not sufficient to pay the costs necessary to Complete the Project, the Redeveloper shall not be entitled to any funds from the Borough, provided that the foregoing shall not relieve the obligation of the Borough to issue the RAB as contemplated herein. (ef) The Except for Permitted Transfers, and subject to the terms hereof, prior to the issuance of a Certificate of Completion, Redeveloper shall not discriminate against effect a Transfer without the written consent of the Borough, which shall not be unreasonably withheld, conditioned or segregate delayed. (g) Upon Completion of the development and construction of the Project, the Redeveloper shall use diligent efforts to obtain all Governmental Approvals authorizing the occupancy and uses of the Project for the purposes contemplated hereby. (h) In connection with its use or occupancy of the Project, Redeveloper shall not effect or execute any Personcovenant, agreement, lease, conveyance or group other instrument whereby the Project is restricted upon the basis of Personsage, on account of race, color, creed, religion, creedancestry, national origin, physical handicap, sexual orientation, gender, affectional preference, marital status or familial status, and Redeveloper, its successors and assigns, shall comply with all Applicable Laws prohibiting discrimination or segregation by reason of age, race, color, creed, religion, ancestry, national origin, physical handicap, agesexual orientation, gender, affectional preference, marital status or familial status, sex or affectional preference in the sale, lease, sublease, transfer, use, occupancy, tenure or enjoyment of the Project Improvements, nor shall the Redeveloper establish or permit any such practice or practices of discrimination or segregation with reference to the selection, location, number, use of occupancy of tenants, lessees, subtenants, sublessees, or vendees of the Project Improvements. (fi) The Redeveloper shall immediately notify the Borough of any material change in its financial condition from the information provided to the Borough by the Redeveloper that affects indicating the Redeveloper’s financial capability to develop, finance and construct the Project Improvementsin furtherance of the Borough’s consideration in designating the Redeveloper as the redeveloper of the Project Site. (gj) The Redeveloper shall not use the Project AreaSite, Project Improvementsthe Project, or any part thereof, for which a Certificate of Completion Occupancy has not been issued, in a manner that is inconsistent with the Redevelopment Plan, Plan and this Agreement and the Governmental ApprovalsRedevelopment Agreement. (hk) The Prior to the issuance of a Certificate of Completion, Redeveloper shall not encumber, hypothecate or otherwise use the Project AreaSite, the Project Improvements, or any part thereof, for which a Certificate of Completion has not been issued, thereof as collateral for an any transaction unrelated transactionto the Project. The foregoing shall not prohibit or delay the Redeveloper’s right to secure permanent financing for the Project. (il) The Redeveloper shall will promptly pay any and discharge all taxes, service charges, business improvement district special assessments or similar obligations or payments in lieu of taxes, assessments and other levies imposed upon it, taxes thereof under a Financial Agreement (as contemplated by the Settlement Agreement)when owed with respect to the Project Area and/or the Project Improvements before the same shall become in defaultSite. (j) The Redeveloper shall not enter into any lease of the Project Area, Project Improvements, or any part thereof, other than a Permitted Lease.

Redeveloper Covenants. In addition to, but not limited by, any and all other The following covenants and agreements of restrictions are imposed upon the Redeveloper contained in this AgreementRedeveloper, the Redeveloper hereby covenants its successors and agrees assigns subject to the following terms hereof, and except as explicitly provided herein, including Section 8.07 below (collectively, “Redeveloper Covenants”): (a) The Redeveloper shall proceed use commercially reasonable efforts to construct the Project in accordance with continuity this Redevelopment Agreement, the Redevelopment Law, the Redevelopment Plan, the Settlement Agreement, Governmental Approvals and all other Applicable Laws. (b) The Redeveloper shall use commercially reasonable efforts to (i) obtain financing for the Project, (ii) construct and develop the Project with due diligence and (iii) Commence and Complete each item in the Project Schedule on or prior to the applicable date set forth in the Project Schedule and, for those items for which Commencement dates only are given, such items shall be Completed in a commercially reasonable period. All activities performed under this Redevelopment Agreement shall be performed in accordance with the level of purpose skill and shall care ordinarily exercised by reputable developers of similar developments of the character, scope and composition of the Project. (c) The Redeveloper shall, use diligent efforts to obtain all Government Governmental Approvals necessary for the construction and development of the Project ImprovementsProject. The Redeveloper shall construct, improve, operate and maintain the Project Improvements in compliance comply with all Governmental Approvals, and other laws, ordinances, approvals, rules, regulations and requirements applicable thereto to the construction, operation and maintenance of the Project, in its performance thereof, including, but not limited to, such zoning, sanitary, pollution and other environmental safety ordinances, laws and such rules and regulations thereunder as shall be binding upon the Redeveloper under Applicable Laws. (b) The Redeveloper shall (i) use diligent efforts to obtain Third Party Financing, if necessary, for the Project Improvements, and (ii) subject to the receipt of such Third Party Financing, shall begin and complete construction of the Project and the Project Improvements in accordance with the Project Schedule. All activities performed under this Agreement shall be performed in a good and workmanlike manner. For purposes of this Agreement, Third Party Financing (“Third Party Financing”) shall mean financing available from a third party on commercially reasonable terms and providing the Redeveloper a commercially acceptable return on the Project. (c) The Redeveloper shall construct the Project Improvements substantially in accordance with this Agreement, the Redevelopment Law, the Redevelopment Plan, the Governmental Approvals and all other Applicable Law. (d) The Redeveloper shall complete fulfill its material obligations under any and all agreements it enters into with third parties with respect to the acquisition, construction, leasing, financing and other matters relating to the Project; provided, however, that this covenant is not intended to prevent the Redeveloper from contesting the scope or nature of such obligations as and to the extent provided in such agreements. (e) The Redeveloper shall use commercially reasonable efforts to Complete the Project Improvements, or cause same to be Completed, on or prior to the dates set forth in accordance with the Project Schedule at its sole cost and expense. (e) The , subject to such reasonably required extensions thereof as approved by the Borough as provided herein, as contemplated herein; provided, however, that the Parties acknowledge that moneys may be made available towards the Completion of same from other outside sources. In the event that moneys made available pursuant to any outside source are not sufficient to pay the costs necessary to Complete the Project, the Redeveloper shall not discriminate against or segregate be entitled to any Personfunds from the Borough, or group of Persons, on account of race, color, religion, creed, national origin, ancestry, physical handicap, age, marital status, sex or affectional preference in provided that the sale, lease, sublease, transfer, use, occupancy, tenure or enjoyment foregoing shall not relieve the obligation of the Project Improvements, nor shall Borough to issue the Redeveloper establish or permit any such practice or practices of discrimination or segregation with reference to the selection, location, number, use of occupancy of tenants, lessees, subtenants, sublessees, or vendees of the Project ImprovementsRAB as contemplated herein. (f) The Except for Permitted Transfers, and subject to the terms hereof, prior to the issuance of a Certificate of Completion, Redeveloper shall immediately notify not effect a Transfer without the Borough written consent of any material change in its financial condition from the information provided to the Borough by the Redeveloper that affects the Redeveloper’s financial capability to developBorough, finance and construct the Project Improvementswhich shall not be unreasonably withheld, conditioned or delayed. (g) Upon Completion of the development and construction of the Project, the Redeveloper shall use diligent efforts to obtain all Governmental Approvals authorizing the occupancy and uses of the Project for the purposes contemplated hereby. (h) In connection with its use or occupancy of the Project, Redeveloper shall not effect or execute any covenant, agreement, lease, conveyance or other instrument whereby the Project is restricted upon the basis of age, race, color, creed, religion, ancestry, national origin, physical handicap, sexual orientation, gender, affectional preference, marital status or familial status, and Redeveloper, its successors and assigns, shall comply with all Applicable Laws prohibiting discrimination or segregation by reason of age, race, color, creed, religion, ancestry, national origin, physical handicap, sexual orientation, gender, affectional preference, marital status or familial status. (i) Subject to and in accordance with the terms of this Agreement and the Settlement Agreement, Redeveloper shall cause the Project to be developed, financed, constructed, operated, and maintained at its sole cost and expense. (j) The Redeveloper shall not use the Project AreaSite, Project Improvementsthe Project, or any part thereof, for which a Certificate of Completion Occupancy has not been issued, in a manner that is inconsistent with the Redevelopment Plan, Plan and this Agreement and the Governmental ApprovalsRedevelopment Agreement. (hk) The Prior to the issuance of a Certificate of Completion, Redeveloper shall not encumber, hypothecate or otherwise use the Project AreaSite, the Project Improvements, or any part thereof, for which a Certificate of Completion has not been issued, thereof as collateral for an any transaction unrelated transactionto the Project. The foregoing shall not prohibit or delay Redeveloper’s right to secure permanent financing for the Project. (il) The Redeveloper shall will promptly pay any and discharge all taxes, service charges, business improvement district special assessments or similar obligations or payments in lieu of taxes, assessments and other levies imposed upon it, taxes thereof under a Financial Agreement (as contemplated in the Settlement Agreement) when owed with respect to the Project Area and/or the Project Improvements before the same shall become in defaultSite. (j) The Redeveloper shall not enter into any lease of the Project Area, Project Improvements, or any part thereof, other than a Permitted Lease.

Redeveloper Covenants. In addition toThe Redeveloper covenants and agrees as follows, but not limited byprovided, any and however that all other such covenants and agreements shall be subject to the terms of the Redeveloper contained Redevelopment Agreement and that in case of a conflict between the Redevelopment Agreement and this AgreementDeclaration, the Redeveloper hereby covenants and agrees to terms of the following (collectively, “Redeveloper Covenants”):Redevelopment Agreement shall control: (a) The Redeveloper shall proceed construct the Project on the Property in accordance with continuity of purpose the Redevelopment Plan and shall use diligent efforts to obtain all Government Approvals necessary for the construction and development terms of the Project Improvements. The Redeveloper shall construct, improve, operate and maintain Redevelopment Agreement. (b) Other than to entities participating in the Project Improvements in compliance with all Governmental Approvalsand its supporting components, and other laws, ordinances, approvals, rules, regulations and requirements applicable thereto including, but not limited toto RWJBH and its affiliates, such zoningand then, sanitaryonly upon notice to the Authority, pollution and other environmental safety ordinances, laws and such rules and regulations thereunder as shall be binding upon the Redeveloper under Applicable Laws. (b) The Redeveloper shall (i) use diligent efforts to obtain Third Party Financingnot sell, if necessarylease or otherwise transfer all or any portion of the Property without the written consent of the Authority; provided, however, that a Certificate of Occupancy shall constitute written approval for the Project Improvements, and (ii) subject to the receipt sale or lease of space for which such Third Party Financing, shall begin and complete construction Certificate of the Project and the Project Improvements in accordance with the Project Schedule. All activities performed under this Agreement shall be performed in a good and workmanlike manner. For purposes of this Agreement, Third Party Financing (“Third Party Financing”) shall mean financing available from a third party on commercially reasonable terms and providing the Redeveloper a commercially acceptable return on the ProjectOccupancy has been issued. (c) The In connection with its use or occupancy of the Project, Redeveloper shall construct not effect or execute any covenant, agreement, lease, conveyance or other instrument whereby the Project Improvements substantially in accordance Property is restricted upon the basis of age, race, color, creed, religion, ancestry, national origin, sexual orientation, sex or familial status, and Redeveloper, its successors and assigns, shall comply with this Agreementall Applicable Laws prohibiting discrimination or segregation by reason of age, the Redevelopment Lawrace, the Redevelopment Plancolor, the Governmental Approvals and all other Applicable Lawcreed, religion, ancestry, national origin, sexual orientation, sex or familial status. (d) The Upon Completion of Construction, Redeveloper shall complete obtain all Governmental Approvals required authorizing the Project Improvements, or cause same to be Completed, in accordance with occupancy and uses of the Project Schedule at its sole cost and expenseProperty for the purposes contemplated hereby. (e) The Redeveloper shall not discriminate against or segregate any Person, or group of Persons, on account of race, color, religion, creed, national origin, ancestry, physical handicap, age, marital status, sex or affectional preference in the sale, lease, sublease, transfer, use, occupancy, tenure or enjoyment of cause the Project Improvementsto be developed, nor shall the Redeveloper establish or permit any such practice or practices of discrimination or segregation with reference to the selection, location, number, use of occupancy of tenants, lessees, subtenants, sublessees, or vendees of the Project Improvementsfinanced and constructed. (f) The Redeveloper shall immediately notify the Borough of any material change in its financial condition from the information provided to the Borough by the Redeveloper that affects the Redeveloper’s financial capability to develop, finance and construct the Project Improvementsconsistent with Applicable Laws, Governmental Approvals, the Redevelopment Plan, and the Redevelopment Agreement including the obligation to use commercially reasonable efforts to meet all deadlines and timeframes set forth in the Redevelopment Agreement. (g) The Redeveloper shall not encumber, hypothecate or otherwise use the Project Area, Project ImprovementsProperty, or any part thereof, thereof as collateral for which a Certificate of Completion has not been issued, in a manner that is inconsistent with any transaction unrelated to the Redevelopment Plan, this Agreement and the Governmental ApprovalsProject. (h) The Redeveloper shall not use pay, in accordance with the Project AreaRedevelopment Agreement, Project Improvementsthe Authority Costs, or the Redevelopment Fee and any part thereof, for which a Certificate of Completion has not been issued, as collateral for an unrelated transaction. (i) The Redeveloper shall promptly pay and discharge all taxes, payments in lieu of taxes, assessments and other levies imposed upon it, service charges or similar obligations owed with respect to the Project Area and/or the Project Improvements before the same shall become in defaultProject. (j) The Redeveloper shall not enter into any lease of the Project Area, Project Improvements, or any part thereof, other than a Permitted Lease.