25F - AGMT - 605-611 EAST WASHINGTON ST LOAN

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(e) Suspend or terminate the award of the tax increment funds if Developer fails to comply with any term of that award. 2003. Termination by the Developer. In the event that the Developer is not in default under this Agreement or any other Project Document and the Agency and City do not provide the Loans pursuant to this Agreement; or in the event of any default of the Agency or City prior to the first disbursement of the Loans, which is not cured within the time set forth in Section 2001 hereof, and any such failure is not cured within the applicable time period after written demand by the Developer, then this Agreement may, at the option of the Developer, be terminated by written notice thereof to the Agency/City. From the date of the written notice of termination of this Agreement by the Developer to the Agency/City and thereafter this Agreement shall be deemed terminated and there shall be no further rights or obligations between the parties arising from this Agreement, except that the parties may pursue any other remedies they may have hereunder. 2004. Termination by the Agency or City. In the event that neither Agency nor City is in Default under this Agreement, and (i) the Developer (or any successor in interest) assigns or attempts to assign or transfer this Agreement or any Project Document or any rights therein or in the Property in violation of Section 1602 of this Agreement; or (ii) one or more of the Conditions Precedent to the Loans set forth in Sections 601, 602, and 603 hereof is not fulfilled on or before the time set forth in this Agreement and/or the Schedule of Performance and such failure is not caused by the Agency or City; or (iii) the Developer fails to commence construction of the Improvements within the time set forth in the Schedule of Performance or fails to proceed with or suspends construction of the Improvements for at least a ninety (90) day period and such default or failure shall not be cured within thirty (30) days after the date of written demand therefor by the Agency; or (iv) the Developer does not submit evidence of financing, certificates of insurance, construction plans, drawings and related documents as required by this Agreement and within the time set forth in the Schedule of Performance, in the manner and by the dates respectively provided in this Agreement and such default or failure shall not be cured within thirty (30) days after the date of written demand therefor by the Agency; or (v) the Developer is otherwise in Default of this Agreement and fails to cure such default within the time set forth in Section 2001 hereof; then this Agreement and any right of the Developer or any assignee or transferee with respect to or arising out of the Agreement or the Property, shall, at the option of the Agency/City, be terminated by the Agency/City by notice to the Developer and thereafter this Agreement shall be deemed terminated and there shall be no further rights or obligations between the parties, except that the parties may pursue any other remedies they may have hereunder. 2005. Institution of Legal Actions. In addition to any other rights or remedies and subject to the restriction otherwise set forth in this Agreement, either party may institute and action at law or equity to seek specific performance of the terms of this Agreement, or to cure, correct or remedy any Default, to recover damages for any Default, or to obtain any other remedy consistent with the purpose of this Agreement. Such legal actions must be instituted in the Superior Court in the County of Orange, State of California, or in the District for the Central District of California. 2006. Acceptance of Service of Process. In the event that any legal action is commenced by the Developer against the City or Agency, service of process on the City or Agency shall be made by personal service upon the Executive Director of the City or Agency or in such other manner as may be provided by law. In the event that any legal action is commenced by the City or Agency against the Developer, service of process on the Developer shall be made by personal service upon 58 25F-64