Agenda - Council - 12/28/2006 - Laserfiche WebLink

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Developer's delivery to the Citv of a new letter of credit in the form and in the amount this Agreement reau><res. 20.2 Develo er's Remedies If Citv fails to perform one or more of its obligations under this Agreement Developer may give Citv notice of the default Citv shall have th><rty days to cure the default. and Developer may not pursue the remedies set forth ><n th><s Section 20.2 until the expiration of the thirty day cure period If Citv does not cure the default within the thirty day period Developer may ~a suspend Developer's performance of any of its obligations under this A reement: ~b terminate this Agreement• and ~c commence an action against Citv in Anoka County District Court to specifically enforce C><tv's performance of City's obligations under"this Agreement 20.3 Agreement to Pav Attorneys' Fees and Expenses If Developer defaults in the performance of one or more of Developer's obligations under this Agreement or fa><ls to ab><de by a restriction this A reement imposes on Developer and City shall employ attorneys or incur other expenses to assess whether a default has occurred to adv><se Crtv regarding City's remedies or to assist Citv in pursuing City's remedies Developer must. on demand reimburse Citv for City's reasonable attorney fees and other expenses. If Citv defaults in the performance of one or more of City's obligations under th><s Agreement and Developer shall employ attorneys or incur other expenses to assess whether a default has occurred, to advise Developer regarding Developer's remed>es or to assist Developer in pursuing Developer's remedies. City must. on demand reimburse Developer for Developer's attorney fees and other expenses 20.4 Exclusive Remedies. The remedies set forth in Sections 20.1. and 20.2 are exclusive. 21. ~9--Miscellaneous. 21.1 Entire Agreement and Amendments As of the Effective Date this Agreement and the Purchase Agreement constitute the entire agreement between the Parkes regardmg the acau><sition and development of the Development Property and any pr><or oral or written agreements including without limitation the Exclusive Negotiation Agreement between Citv and Developer dated July 26 2006 and the Amended and Restated Exclusive Negotiation Agreement between Citv and Developer dated December .2006 are merged herein and are of no further force or affect Except as expressly set forth in this Agreement in the event of a conflict between the terms of th><s A reement and the terms of the Purchase Agreement the terms of the Purchase Agreement control 1974417vdoc V2 to Vi 12/18/06 25 -150-