Agenda - Council Work Session - 09/02/2003

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(a) (b) (c) (d) (e) [DRAFT] the City may. specifically enforce this Master Agreement, including without limitation, the use of temporary restraining orders, temporary injunctions and permanent injunctions; the City may suspend any work, improvement or obligation to be performed by the City until the City receives assurances from the Developer, deemed adequate by the City, that the Developer will cure its default and continue its performance under the Master Agreement; the City may collect on any security provided by the Developer pursuant to Article 12 below, to the extent necessary to cure the default if the security is a Letter of Credit, the City may draw on the Letter of Credit for any amount up to the full amount of the Letter of Credit. If the City draws on a Letter of Credit, the City must deposit the proceeds of the Letter of Credit in a bank account in the City's name. If the City elects to perfonrt (or to engage third parties to perform) obligations of the Developer pursuant to subsection 15(e) below, the City may withdraw from said account and retain an amount equal to the total amount of the costs and expenses which the City incurs in connection with the performance of such obligations. If the City elects to perform obligations of the Developer under this Master Agreement, Developer is entitled to recover from the City any balance of the proceeds of the Letter of Credit remaining after the City has reimbursed itself for alt costs and expenses which the City incurs in connection with the full performance of the Developer's obligations and Developer is personally I/able to the Ci.ty for the amount by which the costs and expenses which the City incurs in connection with the performance of the Developer's obligations under this Master Agreement exceed the proceeds of the Letter of Credit. If the City elects to commence a civil action to recover its damages (to the extent such an action for damages is permitted under Section 15(f) below, the City must hold the proceeds of the Letter of Credit, less amounts the City deducts therefrom to reimburse the Cit3~ for costs and expenses the City incurs in performing Developer's obligations until a court enters a judgment against Developer at which time the City must apply the proceeds of the Letter of Credit, less amounts the City has deducted therefrom to reimburse the City for costs and expenses the City incurred in perfonrting the Developer's obligations, towards the satisfaction of the judgment. If the proceeds of the Letter of Credit exceed the amount necessapy for the satisfaction of any.judgment the City obtains against Developer and the reimbursement of costs and expenses the City incurs in performing Developer's obligations, the City must remit the remaining balance of the Letter of Credit proceeds to the Developer; the City ma3, deny building permits for buildings within any Phase that is not subject to a Secondary Development Agreement and may withhold approval of Final Plans for any new Phase proposed by the Developer, until the default is cured; the City may, at its sole option, perform the work or improvements to be performed by the Developer, in which case the Developer shall within thirty (30)