Res 2006-051 - Laserfiche WebLink

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I I I 2. The City agrees to consider any other reasonable requests made by JSA Retail in order to assist it in the construction of the Building and related facilities. PART 4. DEFAULT Section 4.01. The City Manager may declare a default under this Agreement if JSA Retail: 1. fails to complete the construction of the Building by the deadline in Section 2.02 above; 2. refuses, fails or neglects to comply with any of the terms of this Agreement, including the provision for the retention of jobs in Section 2.03 above; 3. made any representation in this Agreement or in the application to the City for development incentives that is false or misleading in any material respect; or 4. allows ad valorem taxes on the Property owed to the City to become delinquent (unless JSA Retail's timely and properly protests or contests the taxes). Section 4.02. If the City Manager determines that JSA Retail is in default ofthis Agreement on a basis other than the failure to retain jobs or to pay ad valorem taxes on the Property or the Building, the City Manager will notify JSA Retail in writing, and if the default is not cured within 30 days from the date of the notice, then the City Manager may terminate this Agreement. If the City Manager determines that JSA Retail is in default of this Agreement on the basis of failure to retain jobs or to pay ad valorem taxes on the Property or the Building, the City Manager may terminate this Agreement without allowing JSA Retail to cure the default. If the City Manager terminates this Agreement, then JSA Retail will pay to the City the full value of the Fee Waiver provided for in Section 3.01 above within 30 days ofthe termination date. The City will be entitled to record a lien against the Property to secure the full amount ofthe Fee Waiver if this payment is not timely made. Section 4.03. The City may exercise its remedies for default in conjunction with one another or separately, and together with any other statutory or common law remedies available to the City. Any failure by the City to enforce this Agreement with respect to one or more defaults by JSA Retail will not waive the City's ability to enforce the Agreement after that time. PART 5. INDEPENDENT CONTRACTORlINDEMNITY Section 5.01. It is understood and agreed between the parties that the City and JSA Retail, in executing this Agreement, and in performing their respective obligations, are acting independently, and not in any form of partnership or joint venture. The City assumes no responsibilities or liabilities to any third parties in connection with this Agreement, and JSA Retail agrees to indemnify, defend Page 2 of 4