Common use of Notice of Default and Right to Cure Clause in Contracts

Notice of Default and Right to Cure. (a) The Developer shall upon receiving from the City any notice of: (i) default under this Agreement; or (ii) a termination of this Agreement, shall promptly provide a copy of such notice to every Mortgagee. From and after such notice has been given to a Mortgagee, such Mortgagee shall have the same period (which period shall run simultaneously with the Developer’s cure period), after the giving of such notice to it, for remedying any default or acts or omissions that are the subject matter of such notice or causing the same to be remedied, as is given the Developer hereunder after the giving of such notice to the Developer, to remedy, commence remedying or cause to be remedied the defaults or acts or omissions that are the subject matter of such notice specified in any such notice. The City shall accept any performance by or at the instigation of such Mortgagee as if the same had been done by the Developer. The Developer authorizes each Mortgagee to take any such action at such Mortgagee’s option and does hereby authorize entry upon the Project Area by the Mortgagee for such purpose. (b) Notwithstanding anything to the contrary contained herein, if any Developer Default shall occur that entitles the City to terminate this Agreement or to exercise any Right of Re-Entry, the City shall have no right to terminate this Agreement or exercise such Right of Re-Entry unless, following the expiration of any cure period set forth in Section 12.1 in which the Developer may cure such default or the act or omission that gave rise to such default (or if there is no cure period set forth in Section 12.1, following such default or act or omission), the City shall notify every Mortgagee of the City’s right to terminate this Agreement or to exercise any Right of Re-Entry at least ninety (90) days in advance of the proposed effective date of such termination or exercise of Right of Re-Entry. The provisions of this Section 14.1(b) shall apply if, during such ninety (90) day period, any Mortgagee shall: (i) notify the City of such Mortgagee’s desire to nullify such notice; (ii) pay or cause to be paid any payments then due and in arrears as specified in the termination notice or Right of Re-Entry notice to such Mortgagee and that may become due during such ninety (90) day period; and (iii) comply or, if such non- monetary defaults are incapable of being cured within the remainder of such ninety (90) day period, in good faith commence to comply, with all non-monetary requirements of this Agreement then in default and reasonably susceptible of being complied with by such Mortgagee. (c) If the City shall elect to terminate this Agreement or to exercise any Right of Re- Entry by reason of any Developer Default, and a Mortgagee shall have proceeded in the manner provided for by this Section 14.1(c), the specified date for the termination of this Agreement or for the exercise of the City’s Right of Re-Entry as fixed by the City in its termination or Right of Re-Entry notice, as applicable, shall be extended for a period of six (6) months, provided such Mortgagee shall, during such six (6)-month period: (i) pay or cause to be paid the monetary obligations of the Developer under this Agreement as the same become due, and continue its good faith efforts to perform all of the Developer’s other obligations under this Agreement and (ii) if not enjoined or stayed, diligently take steps to acquire or sell the Developer’s interest in this Agreement by foreclosure of the Mortgage or other appropriate means and prosecute the same to completion with due diligence. (d) If at the end of such six (6) month period such Mortgagee is complying with Section 14.1(c), this Agreement shall not then terminate and the City shall not exercise its Right of Re- Entry, and the time for completion by such Mortgagee of its proceedings shall continue so long as such Mortgagee is enjoined or stayed or for so long as such Mortgagee proceeds to complete steps to acquire or sell the Developer’s interest in this Agreement by foreclosure of the Mortgage or by other appropriate means with reasonable diligence and continuity. Nothing in this Section 14.1(d), however, shall be construed to require a Mortgagee to continue such foreclosure proceedings after the default has been cured. If the default shall be cured and the Mortgagee shall discontinue such foreclosure proceedings, this Agreement shall continue in full force and effect as if the Developer had not defaulted under this Agreement. (e) If a Mortgagee is complying with this Section 14.1, upon the acquisition of the Developer’s interest in the real property encumbered by the Mortgagee’s Mortgage by such Mortgagee or its designee or any other purchaser at a foreclosure sale or otherwise, this Agreement shall continue in full force and effect as if the Developer had not defaulted under this Agreement, and the deadlines for construction of the Improvements to be constructed hereunder by the Developer automatically shall be extended by the period of time which was necessary for the Mortgagee to conclude the proceedings described in this Section 14.1 (including the period of any injunction or stay applicable to same).

Notice of Default and Right to Cure. If the Contractor finds the Subcontractor in default of this Agreement for any of the causes stated in Section 10.3 above or any other cause provided in this Agreement or the Subcontract Documents, then the Contractor may serve to the Subcontractor written Notice of such default with direction to cure the default in not less than five (a5) The Developer business days or within five (5) business days commence and diligently continue progress toward curing the default to the satisfaction of the Contractor or within five (5) business days submit a written plan of recovery satisfactory to the Contractor. If the Subcontractor fails to cure the default or diligently continue progress toward curing the default to the satisfaction of the Contractor after the period of five (5) business days has expired, then immediately upon additional written Notice to the Subcontractor of its failure to cure the default, the Contractor shall upon receiving from have the City right, but not the obligation, to enforce any notice of: (i) default and all remedies under this Agreement; , without prejudice to any other rights or (ii) a termination remedies, including any or all of the following contractual remedies described in Sections 10.4.1 through 10.5.2 below. 10.4.1: In the event the Subcontractor is found to be in material breach and default of this Agreement, shall promptly provide a copy of such notice to every Mortgagee. From and after such notice has been given to a Mortgagee, such Mortgagee shall have then the same period (which period shall run simultaneously with the Developer’s cure period), after the giving of such notice to it, for remedying any default or acts or omissions that are the subject matter of such notice or causing the same to be remedied, as is given the Developer hereunder after the giving of such notice to the Developer, to remedy, commence remedying or cause to be remedied the defaults or acts or omissions that are the subject matter of such notice specified in any such notice. The City shall accept any performance by or at the instigation of such Mortgagee as if the same had been done by the Developer. The Developer authorizes each Mortgagee to take any such action at such Mortgagee’s option and does hereby authorize entry upon the Project Area by the Mortgagee for such purpose. (b) Notwithstanding anything to the contrary contained herein, if any Developer Default shall occur that entitles the City to terminate this Agreement or to exercise any Right of Re-Entry, the City shall have no right to terminate this Agreement or exercise such Right of Re-Entry unless, following the expiration of any cure period set forth in Section 12.1 in which the Developer may cure such default or the act or omission that gave rise to such default (or if there is no cure period set forth in Section 12.1, following such default or act or omission), the City shall notify every Mortgagee of the City’s right to terminate this Agreement or to exercise any Right of Re-Entry at least ninety (90) days in advance of the proposed effective date of such termination or exercise of Right of Re-Entry. The provisions of this Section 14.1(b) shall apply if, during such ninety (90) day period, any Mortgagee shall: (i) notify the City of such Mortgagee’s desire to nullify such notice; (ii) pay or cause to be paid any payments then due and in arrears as specified in the termination notice or Right of Re-Entry notice to such Mortgagee and that may become due during such ninety (90) day period; and (iii) comply or, if such non- monetary defaults are incapable of being cured within the remainder of such ninety (90) day period, in good faith commence to comply, with all non-monetary requirements of this Agreement then in default and reasonably susceptible of being complied with by such Mortgagee. (c) If the City shall elect to terminate this Agreement or to exercise any Right of Re- Entry by reason of any Developer DefaultSubcontractor, and a Mortgagee shall have proceeded in the manner provided for by this Section 14.1(c), the specified date for the termination of this Agreement or for the exercise of the City’s Right of Re-Entry as fixed by the City in its termination or Right of Re-Entry notice, as Surety if applicable, shall be extended deemed liable to the Contractor for a period any and all resulting losses, costs, expenses, incidental damages, consequential damages, indirect damages, completion damages, correction damages, remediation damages, cleanup 10.4.2: The Contractor may investigate the causes of six (6) months, provided such Mortgagee shall, during such six (6)-month period: (i) pay Subcontractor’s breach or cause to be paid the monetary obligations of the Developer under this Agreement as the default and correct same become due, and continue its good faith efforts to perform all of the Developer’s other obligations under this Agreement and (ii) if not enjoined in any reasonable way or stayed, diligently take steps to acquire or sell the Developer’s interest in this Agreement by foreclosure of the Mortgage or other appropriate means and prosecute the same to completion with due diligence. (d) If at the end of such six (6) month period such Mortgagee is complying with Section 14.1(c), this Agreement shall not then terminate and the City shall not exercise its Right of Re- Entry, and the time for completion by such Mortgagee of its proceedings shall continue so long as such Mortgagee is enjoined or stayed or for so long as such Mortgagee proceeds to complete steps to acquire or sell the Developer’s interest in this Agreement by foreclosure of the Mortgage or by other appropriate means with reasonable diligence and continuity. Nothing in this Section 14.1(d), however, shall be construed to require a Mortgagee to continue such foreclosure proceedings after the default has been cured. If the default shall be cured and the Mortgagee shall discontinue such foreclosure proceedings, this Agreement shall continue in full force and effect as if the Developer had not defaulted under this Agreement. (e) If a Mortgagee is complying with this Section 14.1, upon the acquisition of the Developer’s interest in the real property encumbered by the Mortgagee’s Mortgage by such Mortgagee or its designee or any other purchaser at a foreclosure sale or otherwise, this Agreement shall continue in full force and effect as if the Developer had not defaulted under manner whatsoever without terminating this Agreement, including, but without limitation to, supplementing the Subcontractor’s workforce with Contractor’s own workforce and/or the workforce of others, and supplying materials, equipment and facilities as the deadlines Contractor deems appropriate and necessary, and deduct all such costs incurred by the Contractor in curing the Subcontractor’s default, including reasonable overhead and profit, legal expenses and other Damages attributable to such default from payments due or thereafter due to the Subcontractor; ▇▇.▇.▇.▇: In the event the Contractor supplements the Subcontractor’s Workforce, the Subcontractor shall cooperate with and facilitate the supplementary workforce to the full extent necessary for construction proper and complete performance of the Improvements Subcontract Work including use of Subcontractor’s equipment, materials and facilities. 10.4.3: The Contractor may withhold payments due or thereafter due to be constructed hereunder the Subcontractor to induce the Subcontractor to perform and cure the default to the extent required by and to the Developer automatically shall be extended by satisfaction of the period of time which was necessary for the Mortgagee Contractor and in amounts sufficient to conclude the proceedings described in this Section 14.1 (including the period of any injunction or stay applicable to same)cover losses, legal expenses and other related Damages.

Notice of Default and Right to Cure. (a) The Developer shall upon receiving from Whenever the City Agency pursuant to its rights set forth in Article 12 of this Agreement delivers any notice of: or demand to the Developers (i) default under this Agreement; or (ii) a termination any of this Agreementthem), the Agency shall promptly provide at the same time deliver to each Holder of record a copy of such notice or demand; provided, however, that the Agency shall have no liability to every Mortgagee. From and after any Holder for any failure by the Agency to provide notice to such Holder (provided further that the Agency shall not be entitled to exercise its rights under Section 12.06 hereof until such notice has been given to a Mortgagee, such Mortgagee shall have delivered and the same period (which period shall run simultaneously with the Developer’s cure period), after the giving of such notice to it, for remedying any default or acts or omissions that are the subject matter of such notice or causing the same to be remedied, as is given the Developer hereunder after the giving of such notice to the Developer, to remedy, commence remedying or cause to be remedied the defaults or acts or omissions that are the subject matter of such notice specified in any such notice. The City shall accept any performance by or at the instigation of such Mortgagee as if the same had been done by the Developer. The Developer authorizes each Mortgagee to take any such action at such Mortgagee’s option and does hereby authorize entry upon the Project Area by the Mortgagee for such purpose. (b) Notwithstanding anything to the contrary contained herein, if any Developer Default shall occur that entitles the City to terminate this Agreement or to exercise any Right of Re-Entry, the City shall have no right to terminate this Agreement or exercise such Right of Re-Entry unless, following the expiration of any cure period set forth in Section 12.1 in which the Developer may cure following sentence has expired). Each such default or Holder shall (insofar as the act or omission that gave rise to such default (or if there is no cure period set forth in Section 12.1, following such default or act or omission), the City shall notify every Mortgagee rights of the City’s right to terminate this Agreement or to exercise any Right Agency are concerned) have the right, but not the obligation, at its option, within the same time period as is afforded Developers plus the greater of Re-Entry at least ninety (90) days in advance or such longer period as reasonably may be necessary for the Holder to obtain the right of the proposed effective date possession through foreclosure, deed-in-lieu or appointment of such termination or exercise of Right of Re-Entry. The provisions of this Section 14.1(b) shall apply if, during a receiver provided that within such ninety (90) day period, any Mortgagee shall: (i) notify 90)-day period the City of such Mortgagee’s desire to nullify such notice; (ii) pay or cause to be paid any payments then due Holder commences and in arrears as specified in the termination notice or Right of Re-Entry notice to such Mortgagee and that may become due during such ninety (90) day period; and (iii) comply or, if such non- monetary defaults are incapable of being cured within the remainder of such ninety (90) day period, thereafter proceeds in good faith to obtain the right of possession and to cure or remedy or commence to comply, with all non-monetary requirements of cure or remedy any such default or breach. Nothing contained in this Agreement then shall be deemed to permit or authorize such Holder to undertake or continue the construction or completion of the Project (beyond the extent necessary to conserve or protect the Project or construction already made) without first having expressly assumed in default and reasonably susceptible writing the obligations of being complied with by such Mortgagee. (c) If the City shall elect Developer responsible for the Project to terminate this Agreement or to exercise any Right of Re- Entry by reason of any Developer Defaultcomplete, and a Mortgagee shall have proceeded in the manner provided for by this Section 14.1(c), the specified date for the termination of this Agreement or for the exercise of the City’s Right of Re-Entry as fixed by the City in its termination or Right of Re-Entry notice, as applicable, shall be extended for a period of six (6) months, provided such Mortgagee shall, during such six (6)-month period: (i) pay or cause to be paid the monetary obligations of the Developer under this Agreement as the same become due, and continue its good faith efforts to perform all of the Developer’s other obligations under this Agreement and (ii) if not enjoined or stayed, diligently take steps to acquire or sell the Developer’s interest in this Agreement by foreclosure of the Mortgage or other appropriate means and prosecute the same to completion with due diligence. (d) If at the end of such six (6) month period such Mortgagee is complying with Section 14.1(c), this Agreement shall not then terminate and the City shall not exercise its Right of Re- Entry, and the time for completion by such Mortgagee of its proceedings shall continue so long as such Mortgagee is enjoined or stayed or for so long as such Mortgagee proceeds to complete steps to acquire or sell the Developer’s interest in this Agreement by foreclosure of the Mortgage or by other appropriate means with reasonable diligence and continuity. Nothing in this Section 14.1(d), however, shall be construed to require a Mortgagee to continue such foreclosure proceedings after the default has been cured. If the default shall be cured and the Mortgagee shall discontinue such foreclosure proceedings, this Agreement shall continue in full force and effect as if the Developer had not defaulted under this Agreement. (e) If a Mortgagee is complying with this Section 14.1, upon the acquisition of the Developer’s interest in the real property encumbered by the Mortgagee’s Mortgage by such Mortgagee or its designee or any other purchaser at a foreclosure sale or otherwise, this Agreement shall continue in full force and effect as if the Developer had not defaulted under this Agreement, the Phase of the Project to which the lien or title of such Holder relates. Any such Holder properly completing such Phase of the Project pursuant to this paragraph shall be entitled, upon written request made to the Agency, to a Certificate of Completion from the Agency. In the event of the declaration by the Agency of a Developer's Default, the Agency shall schedule a meeting with any Holder not earlier than seven (7) or later than fifteen (15) days from the date of declaration of a Developer's Default. The Agency and the deadlines for Holders of interests relating to any portion of the Development Site subject to the Developer's Default shall meet and confer in good faith to plan the disposition and continued construction of the Improvements Project subject to be constructed hereunder by the Developer automatically shall be extended by the period of time which was necessary for the Mortgagee to conclude the proceedings described in this Section 14.1 (including the period of any injunction or stay applicable to same)Developer's Default.

Notice of Default and Right to Cure. Except as provided in this section, if an event of default is curable and notice has not been previously given by Lender of the same or any other event of default more than one (1) time within the preceding 12 months, Borrower shall have 30 days following ▇▇▇▇▇▇’s giving of written notice of default within which to cure the default before Lender may require the immediate payment of this Note in full. If the default is curable but cannot reasonably be cured within the 30-day cure period, and if Borrower commences to cure the default during the 30-day cure period and diligently proceeds thereafter to cure such default, then the cure period shall be extended for a reasonable time not to exceed an additional 30 days (for a total of 60 days) in order to provide Borrower the opportunity to cure the default. However, Borrower shall not be entitled to notice of default or the opportunity to cure a default if Lender has previously given notice of a default more than one (1) time within the preceding 12 months or if the default occurs because of (a) The Developer shall upon receiving from a failure to pay any payment of principal or any other amount (excluding interest) as and when due under the City any notice of: (i) default terms of this Note or a failure to pay interest under this Agreement; or Note within five (ii5) a termination days of this Agreement, shall promptly provide a copy of such notice to every Mortgagee. From and after such notice has been given to a Mortgagee, such Mortgagee shall have the same period (which date when due except that no grace period shall run simultaneously with the Developer’s cure period), after the giving of such notice to it, for remedying any default or acts or omissions that are the subject matter of such notice or causing the same to be remedied, as is given the Developer hereunder after the giving of such notice applicable to the Developerinterest due at maturity whether by acceleration or otherwise, to remedy, commence remedying or cause to be remedied the defaults or acts or omissions that are the subject matter of such notice specified in any such notice. The City shall accept any performance by or at the instigation of such Mortgagee as if the same had been done by the Developer. The Developer authorizes each Mortgagee to take any such action at such Mortgagee’s option and does hereby authorize entry upon the Project Area by the Mortgagee for such purpose. (b) Notwithstanding anything to the contrary contained herein, if commencement by any Developer Default shall occur that entitles the City to terminate this Agreement or to exercise any Right of Re-Entry, the City shall have no right to terminate this Agreement or exercise such Right of Re-Entry unless, following the expiration Borrower of any cure period set forth proceeding for protection under any bankruptcy or insolvency laws, (c) a failure to maintain in Section 12.1 in which continuous full force and effect any required insurance on Collateral, or (d) the Developer may cure such default occurrence of any waste or any uninsured damage or injury to any Collateral that substantially reduces the value of the Collateral, or the act or omission that gave rise to such default (or if there is no cure period set forth in Section 12.1, following such default or act or omission), the City shall notify every Mortgagee of the City’s right to terminate this Agreement or to exercise any Right of Re-Entry at least ninety (90) days in advance of the proposed effective date immediate threat of such termination waste or exercise uninsured damage or injury. ▇▇▇▇▇▇’s notice of Right of Re-Entrydefault shall be given in writing and shall be deemed given (a) three (3) business days after mailed by first class or certified mail to Borrower at an address ▇▇▇▇▇▇ has for Borrower in Lender’s records, or (b) when actually received by ▇▇▇▇▇▇▇▇, whichever first occurs. Notice to any Borrower shall constitute notice to all Borrowers. The provisions of this Section 14.1(b) section are in addition to and do not supersede or limit the application of any controlling provisions of the law of the State of North Carolina concerning notice of default, the right to cure, or the right to reinstate, and nothing in this Note shall apply ifbe deemed a waiver of those provisions; provided, during such ninety (90) day periodhowever, any Mortgagee shall: (i) notify that the City of such Mortgagee’s desire to nullify such notice; (ii) pay or cause to be paid any payments then due and in arrears as specified in the termination notice or Right of Re-Entry notice to such Mortgagee and that may become due during such ninety (90) day period; and (iii) comply or, if such non- monetary defaults are incapable of being cured within the remainder of such ninety (90) day period, in good faith commence to comply, with all non-monetary requirements provisions of this Agreement then section and any such North Carolina law shall run concurrently. Notwithstanding any rights Borrower may have to notice of default and opportunity to cure, Lender will have no obligation to advance funds under this Note if: (a) Borrower is in default and reasonably susceptible under the terms of being complied this Note or any agreement that Borrower has with by such Mortgagee. Lender, including any agreement made in connection with the signing of this Note, (b) any instrument securing repayment of this Note is in default, (c) If the City shall elect any guarantor seeks, claims or otherwise attempts to terminate this Agreement limit, modify or to exercise any Right of Re- Entry by reason of any Developer Default, and a Mortgagee shall have proceeded in the manner provided for by this Section 14.1(c), the specified date for the termination revoke such guarantor’s guarantee of this Agreement Note, or for the exercise of the City’s Right of Re-Entry as fixed by the City in its termination or Right of Re-Entry notice, as applicable, shall be extended for a period of six (6) months, provided such Mortgagee shall, during such six (6)-month period: (i) pay or cause to be paid the monetary obligations of the Developer under this Agreement as the same become due, and continue its good faith efforts to perform all of the Developer’s other obligations under this Agreement and (ii) if not enjoined or stayed, diligently take steps to acquire or sell the Developer’s interest in this Agreement by foreclosure of the Mortgage or other appropriate means and prosecute the same to completion with due diligence. (d) If at the end of such six (6) month period such Mortgagee is complying with Section 14.1(c), Borrower has applied funds advanced pursuant to this Agreement shall not then terminate and the City shall not exercise its Right of Re- Entry, and the time Note for completion purposes other than those authorized by such Mortgagee of its proceedings shall continue so long as such Mortgagee is enjoined or stayed or for so long as such Mortgagee proceeds to complete steps to acquire or sell the Developer’s interest in this Agreement by foreclosure of the Mortgage or by other appropriate means with reasonable diligence and continuity. Nothing in this Section 14.1(d), however, shall be construed to require a Mortgagee to continue such foreclosure proceedings after the default has been cured. If the default shall be cured and the Mortgagee shall discontinue such foreclosure proceedings, this Agreement shall continue in full force and effect as if the Developer had not defaulted under this AgreementLender. (e) If a Mortgagee is complying with this Section 14.1, upon the acquisition of the Developer’s interest in the real property encumbered by the Mortgagee’s Mortgage by such Mortgagee or its designee or any other purchaser at a foreclosure sale or otherwise, this Agreement shall continue in full force and effect as if the Developer had not defaulted under this Agreement, and the deadlines for construction of the Improvements to be constructed hereunder by the Developer automatically shall be extended by the period of time which was necessary for the Mortgagee to conclude the proceedings described in this Section 14.1 (including the period of any injunction or stay applicable to same).

Notice of Default and Right to Cure. Sublessor shall provide Sublessee with copies of any written notice to or from Lessor specifying a Default by Sublessor under the terms of the Lease within seventy-two (a72) The Developer hours of Sublessor's receipt from or delivery of the notice to Lessor. Upon demand from Sublessee and so long as Sublessee has not defaulted under the terms of this Sublease, Sublessor shall upon receiving from take all action reasonably necessary to avoid termination of the City Lease or disturbance of Sublessee's use and occupancy of the Premises as a result of such Default. Sublessor shall keep Sublessee fully advised as to Sublessor's efforts to cure or resolve any notice of: (i) allegation of a Default and shall provide Sublessee, at Sublessor's expense, with copies of all non- privileged correspondence, and documentation, including but not limited to, any pleadings filed by or on behalf of Sublessor or Lessor in the course of any litigation which involves an alleged Default relating thereto. If Sublessor fails to timely cure a Default or contests the same by appropriate legal proceedings, and Lessor has threatened to disturb Sublessee's use or occupancy of the Premises or any party thereof, Sublessee shall have the right so long as it is not in default under this Agreement; or (ii) a termination of this AgreementSublease, shall promptly provide a copy of such notice to every Mortgagee. From and after such notice has been given to a Mortgagee, such Mortgagee shall have but not the same period (which period shall run simultaneously with the Developer’s cure period), after the giving of such notice to it, for remedying any default or acts or omissions that are the subject matter of such notice or causing the same to be remedied, as is given the Developer hereunder after the giving of such notice to the Developerduty, to remedytake whatever action is reasonably necessary to cure the Default. All reasonable and necessary costs, commence remedying or cause to be remedied expenses and fees (including reasonable attorneys' fees) incurred by Sublessee in the defaults or acts or omissions that are the subject matter course of such notice specified in any such notice. The City shall accept any performance by or at the instigation of such Mortgagee as if the same had been done by the Developer. The Developer authorizes each Mortgagee to take any such action at such Mortgagee’s option and does hereby authorize entry upon the Project Area by the Mortgagee for such purpose. (b) Notwithstanding anything to the contrary contained herein, if any Developer curing a Default shall occur be fully recoverable from all payments (including Base Rent and additional rent) that entitles the City come due to terminate this Agreement or to exercise any Right of Re-Entry, the City shall have no right to terminate this Agreement or exercise such Right of Re-Entry unless, following the expiration of any cure period set forth in Section 12.1 in which the Developer may cure such default or the act or omission that gave rise to such default (or if there is no cure period set forth in Section 12.1, following such default or act or omission), the City shall notify every Mortgagee of the City’s right to terminate this Agreement or to exercise any Right of Re-Entry at least ninety (90) days in advance of the proposed effective date of such termination or exercise of Right of Re-Entry. The provisions of this Section 14.1(b) shall apply if, during such ninety (90) day period, any Mortgagee shall: (i) notify the City of such Mortgagee’s desire to nullify such notice; (ii) pay or cause to be paid any payments then due and in arrears as specified in the termination notice or Right of Re-Entry notice to such Mortgagee and that may become due during such ninety (90) day period; and (iii) comply or, if such non- monetary defaults are incapable of being cured within the remainder of such ninety (90) day period, in good faith commence to comply, with all non-monetary requirements of this Agreement then in default and reasonably susceptible of being complied with by such Mortgagee. (c) If the City shall elect to terminate this Agreement or to exercise any Right of Re- Entry by reason of any Developer Default, and a Mortgagee shall have proceeded in the manner provided for by this Section 14.1(c), the specified date for the termination of this Agreement or for the exercise of the City’s Right of Re-Entry as fixed by the City in its termination or Right of Re-Entry notice, as applicable, shall be extended for a period of six (6) months, provided such Mortgagee shall, during such six (6)-month period: (i) pay or cause to be paid the monetary obligations of the Developer Sublessor under this Agreement as the same become due, and continue its good faith efforts to perform all of the Developer’s other obligations under this Agreement and (ii) if not enjoined or stayed, diligently take steps to acquire or sell the Developer’s interest in this Agreement by foreclosure of the Mortgage or other appropriate means and prosecute the same to completion with due diligenceSublease. (d) If at the end of such six (6) month period such Mortgagee is complying with Section 14.1(c), this Agreement shall not then terminate and the City shall not exercise its Right of Re- Entry, and the time for completion by such Mortgagee of its proceedings shall continue so long as such Mortgagee is enjoined or stayed or for so long as such Mortgagee proceeds to complete steps to acquire or sell the Developer’s interest in this Agreement by foreclosure of the Mortgage or by other appropriate means with reasonable diligence and continuity. Nothing in this Section 14.1(d), however, shall be construed to require a Mortgagee to continue such foreclosure proceedings after the default has been cured. If the default shall be cured and the Mortgagee shall discontinue such foreclosure proceedings, this Agreement shall continue in full force and effect as if the Developer had not defaulted under this Agreement. (e) If a Mortgagee is complying with this Section 14.1, upon the acquisition of the Developer’s interest in the real property encumbered by the Mortgagee’s Mortgage by such Mortgagee or its designee or any other purchaser at a foreclosure sale or otherwise, this Agreement shall continue in full force and effect as if the Developer had not defaulted under this Agreement, and the deadlines for construction of the Improvements to be constructed hereunder by the Developer automatically shall be extended by the period of time which was necessary for the Mortgagee to conclude the proceedings described in this Section 14.1 (including the period of any injunction or stay applicable to same).