Common use of Default of Owner Clause in Contracts

Default of Owner. Upon the occurrence of any Event of Default by Owner, Developer shall have the right to terminate this Agreement, in addition to all other rights and remedies available at law or in equity, by giving thirty (30) days’ prior written notice of termination to Owner together with a written explanation of the reason for the termination. Such termination shall be effective thirty (30) days after receipt of said notice of termination. Any one or more of the following events that remains uncured beyond any applicable period of cure shall constitute an “Event of Default” by Owner under this Agreement: (a) If Owner fails to observe, perform or comply with any material term, covenant, agreement or condition of this Agreement to be observed, performed or complied with by Owner hereunder, and such failure continues uncured for thirty (30) calendar days after the giving of written notice thereof by Developer to Owner specifying the nature of such failure, unless such failure can be cured but is not susceptible of being cured within such thirty (30) calendar-day period, in which event such failure shall not constitute an Event of Default if Owner commences curative action within such thirty (30) calendar-day period and thereafter prosecutes such action to completion with all due diligence and dispatch and completes such cure within a reasonable time after the giving of such notice; (b) If Owner makes a general assignment for the benefit of creditors; (c) If any petition is filed against Owner in any court, whether or not pursuant to any statute of the United States or of any State, in any bankruptcy, reorganization, dissolution, liquidation, composition, extension, arrangement or insolvency proceeding, and such proceeding is not dismissed within sixty (60) calendar days; (d) If, in any proceeding, a receiver, trustee or liquidator is appointed for all or a substantial portion of the property and assets of Owner and such receiver, trustee or liquidator is not discharged within sixty (60) calendar days after such appointment; or (e) If Owner intentionally fails or willfully refuses to perform any of its duties or obligations hereunder, or if Owner misappropriates any funds of Developer in the possession or control of Owner, or if Owner commits willful misconduct, gross negligence or an act of fraud against Developer.

Default of Owner. Upon the occurrence 5.4.1 City may terminate or modify this Agreement for any failure of Owner to perform any Event material duty or obligation of Default by Owner, Developer shall have the right to terminate Owner under this Agreement, or to comply in addition good faith with the terms of this Agreement (a “Default”); provided, however, City may terminate or modify this Agreement pursuant to all other rights and remedies available at law or in equity, by giving thirty (30) days’ prior this Section only after providing written notice of termination to Owner together with a written explanation of Default setting forth the nature of the reason for Default and the termination. Such termination shall actions, if any, required by Owner to cure such Default and, where the Default can be effective thirty (30) cured, Owner has failed to take such actions and cure such Default within 120 days after receipt the effective date of said such notice or, in the event that such Default cannot be cured within such 120 day period but can be cured within a longer time, has failed to commence the actions necessary to cure such Default within such 120 day period and to diligently proceed to complete such actions and cure such Default. Without limiting the nature of termination. Any the foregoing, any one or more of the following events that remains uncured beyond any applicable period of cure shall will constitute an a “Event of Default” by Owner under this AgreementOwner: (a) If Failure of Owner fails to observe, perform or comply with any material term, covenant, agreement or condition of enter into the Parking Easement and record said Parking Easement against the Property in the time set forth in this Agreement to be observed, performed or complied with by Owner hereunder, and such failure continues uncured for thirty (30) calendar days after the giving of written notice thereof by Developer to Owner specifying the nature of such failure, unless such failure can be cured but is not susceptible of being cured within such thirty (30) calendar-day period, in which event such failure shall not constitute an Event of Default if Owner commences curative action within such thirty (30) calendar-day period and thereafter prosecutes such action to completion with all due diligence and dispatch and completes such cure within a reasonable time after the giving of such noticeAgreement; (b) If Failure of the Owner makes to complete and make the Public Parking available as provided herein, provided however that in the event the Owner fails to complete the Public Parking as provided herein the remedies set forth in Section 4.4 of this Agreement shall apply; (c) Default by Owner in the observance of any of the other agreements, conditions, representations, covenants or warranties on its part in the Entitlements, this Agreement, or the Parking Easement; or (d) The filing by Owner of a general voluntary petition in bankruptcy, or failure by Owner promptly to lift any execution, garnishment or attachment, or adjudication of Owner as bankrupt, or assignment by Owner for the benefit of creditors; (c) If any , or the entry by Owner an agreement of composition with creditors, or the approval by a court of competent jurisdiction of petition is filed against applicable to Owner in any court, whether or not pursuant to any statute proceedings instituted under the provisions of the United States Federal Bankruptcy Code, as amended, or of under any Statesimilar acts which may hereinafter be amended. 5.4.2 City may, in any bankruptcylieu of terminating this Agreement and seeking damages against owner for failure to provide the required parking, reorganization, dissolution, liquidation, composition, extension, arrangement seek specific performance based on Owner’s failure to comply with one or insolvency proceeding, and such proceeding is not dismissed within sixty (60) calendar days; (d) If, in any proceeding, a receiver, trustee or liquidator is appointed for all or a substantial portion more of the property and assets following obligations of Owner and such receiver, trustee or liquidator is not discharged within sixty (60) calendar days after such appointment; or (e) If Owner intentionally fails or willfully refuses to perform any of its duties or obligations hereunder, or if Owner misappropriates any funds of Developer in the possession or control of Owner, or if Owner commits willful misconduct, gross negligence or an act of fraud against Developerthis Agreement.