Agenda - Council - 09/26/2023 - Laserfiche WebLink

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thereof, including court costs and reasonable engineering and reasonable attorney's fees in the event the CITY is successful in such defense or enforcement. 23. Invalidity of Any Section. If any portion, section, subsection, sentence, clause, paragraph or phrase of this Agreement is for any reason held to be invalid by a court of competent jurisdiction, such decision shall not affect or void any of the other provisions of this Agreement. 24. Proof of Authority. ALDI shall provide the CITY with an authority resolution evidencing the authority of the signatory to this Agreement. 25. Violation of This Agreement. ALDI shall be in default of this Agreement if ALDI shall fail to perform obligations pursuant to this Agreement within 30 days after ALDI's receipt of written notice from the CITY specifying such failure (or such other greater period of time reasonably necessary to cure such failure if such failure is not reasonably able to be cured within such 60-day period, provided ALDI has undertaken procedures to cure such default within such 60-day period and diligently pursues such cure to completion) (each an "Event of Default"). If an Event of Default by ALDI shall occur, the CITY shall be entitled to recover, from ALDI or the issuer of ALDI financial guarantee, the full amount of any and all financial guarantees as necessary for the CITY to be reimbursed for its actual, reasonable costs and expenses incurred to cure such Event of Default. A material Event of Default by ALDI shall also be grounds for denial of Building Permit or issuance of Certificate of Occupancy. 26. Certificate of Occupancy. The term "Certificate of Occupancy" as used in this Agreement shall be defined as a document issued by the CITY's Building Official, which authorizes the structure to be used for its intended purposes. 27. Agreement Binding on Successors and Assigns. ALDI agrees that this Agreement shall be binding upon its successors and assigns. 28. Counterparts. This Agreement may be executed in counterparts, each of which when executed and delivered shall be deemed an original, but such counterparts together shall constitute but one and the same document. 29. Enforcement. This Agreement shall be enforceable only by the Parties and no other person or entity shall have the right to enforce any of the provisions contained herein. No amendment or modification of this Agreement shall be effective unless in writing and signed by both Parties. 30. Notices. Required notices shall be in writing, shall be deemed effective upon receipt, may be transmitted by the Parties' legal counsel, and shall be either hand delivered to the Parties, its employees or agents, or mailed to them by certified or registered mail, or by reputable overnight courier (e.g., FedEx or UPS) at the following address: TO ALDT-- Aldi Inc. (Minnesota) Attn: Andrew Mack, Director of Real Estate 4201 Bagley Ave. N. Faribault, MN 55021 Aldi Development Agreement Page 6 of 9