Agenda - Council Work Session - 09/02/2003

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[DRAFT] ARTICLE 16 MISCELLANEOUS 16.1 NO THIRD PARTY RECOURSE OR RIGHTS. Third parties shall have no recourse or rights under this Master Agreement against the City or the Developer. 16.2 VALIDITY. If any portion, section, subsection, sentence, clause, paragraph or phrase of this Master Agreement is for any reason held to be invalid, such decision shall not affect the validity of the remaining portion of this Master Agreement. ' 16.3 RECORDING. The Developer must record this Master Agreement or a memorandum summary hereof with the County Recorder and/or Registrar of Titles, as appropriate, contemporaneously with the recording of the Master Final Plat. The City shall execute any and all documents necessary to implement the recording. 16.4 BINDING AGREEMENT. The parties mutually recognize and agree that, subject to Section 14, all terms and conditions of this Master Agreement shall run with the Subject Property, and shall be binding upon the successors and assigns of the Developer and the City. 16.5 WAIVER. Any party hereto may extend the time for the performance of any of the obligations of another, waive any inaccuracies in representations by another contained in this Master Agreement which inaccuracies would otherwise constitute a breach of this Master Agreement, waive compliance by another with any of the covenants contained in this Master Agreement and performance of any obligations by the other or waive the fulfillment of any condition that is precedent to the performance by the party so waiving of any of its obligations under this Master Agreement. Any agreement on the part of any party for any such extension or waiver must be in writing. No waiver of any of the provisions of this Master Agreement shall be deemed, or shall constitute, a waiv6r of any other provisions, whether or not similar, nor shall any waiver constitute a continuing waiver. 16.6 DURATION OF DEVELOPER'S OBLIGATIONS. The Developer's obligations with respect to the Developer Public Improvements shall cease upon the completion thereof and acceptance by the City. 16.7 GOVERNING LAW. This Master Agreement shall be governed by and construed in accordance with the laws of the State of Minnesota. 16.8 COUNTERPARTS. This Master Agreement may be executed in any number of counterparts, each of which shall be deemed an original but all of which shall constitute one and the same instrument. 16.9 HEADINGS. The subject headings of the Sections of this Master Agreement are included for purposes of convenience only, and shall not affect the construction or interpretation of any of its provisions. 16.10 ACCESS. The Developer hereby grants to the City, its agents, employees, officers and contractors a license to enter the Subject Property to perform the City's obligations with respect to the City Public hnprovements and to inspect the Developer Public Improvements.