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(b) the failure of the Developer or any individual Owner to perform or observe any other
<br />covenant made by it in or pursuant to this Agreement, which failure shall continue for
<br />more than 30 days following written notice thereof by the City.
<br />(c) the failure by the City to provide the Project TIF Revenue to the Developer or its
<br />designee within forty-five (45) days following the deposit of such Project TIF Revenue
<br />by the City into the TIF Fund; provided, however, that the Developer has complied with
<br />the cost certification requirements of Section 10 hereof.
<br />(d) the failure of the City to perform or observe any other covenant made by it in or pursuant
<br />to this Agreement, which failure shall continue for more than 30 days following written
<br />notice thereof by the Developer.
<br />Upon the occurrence and continuation of any event of default, in addition to other rights of
<br />enforcement granted hereunder, the City or the Developer shall be entitled to exercise any and all
<br />remedies available to it hereunder, including the remedies described in Section 12, or under applicable
<br />law. Waiver by the City or the Developer of any event of default shall not be deemed to extend to any
<br />subsequent or other event of default under this Agreement. The City and the Developer acknowledge and
<br />agree that the timely payment of Project TIF Revenue to the Developer is a material term of this
<br />Agreement.
<br />SECTION 12. ENFORCEMENT; FORECLOSURE OF LIEN. The provisions of this Agreement
<br />with respect to the obligations of the Developer or any individual Owner may be enforced to the fullest
<br />extent permitted by law, by (i) the City, and (ii) the County Treasurer. It is the intention and agreement of
<br />the Developer, as an Owner, that this Agreement shall constitute and be deemed to be a lien encumbering
<br />and running with the real property comprising the TIF Site to secure the obligations of the Developer and
<br />any individual Owners to make Service Payments (and, if applicable, pay interest and penalties), which
<br />Service Payments are intended to have the same lien rights as real estate taxes and the same priority in
<br />accordance with O.R.C. Sections 323.11 and 5709.91. In furtherance of the foregoing, it is the intention
<br />of the Developer, as an Owner,, that the City may, upon the occurrence of an event of default set forth in
<br />Section 12 hereof, and without limiting any other right or remedy otherwise available to the City, take all
<br />such steps as may be legally available to it to foreclose upon such lien pursuant to the procedures and
<br />requirements of Ohio law relating to either delinquent real estate taxes or mortgage liens; provided, that
<br />nothing contained in this Agreement shall be deemed to authorize any acceleration of Service Payments
<br />due in future years. The provisions of this Agreement shall encumber and run with the real property
<br />comprising the TIF Site.
<br />SECTION 13. COUNTERPARTS; CAPTIONS. This Agreement may be executed in several
<br />counterparts, each of which shall be regarded as an original and all of which shall constitute but one and
<br />the same Agreement. Captions have been provided herein for the convenience of the reader and shall not
<br />affect the construction of this Agreement.
<br />SECTION 14. SEVERABILITY. In case any section or provision of this Agreement, or any
<br />covenant, agreement, stipulation, obligation, act or action, or part thereof, made, assumed, entered into or
<br />taken under this Agreement, or any application thereof, is held to be illegal or invalid for any reason, or is
<br />inoperable at any time, that illegality, invalidity or inoperability shall not affect the remainder thereof or
<br />any other section or provision of this Agreement or any other covenant, agreement, stipulation, obligation,
<br />act or action, or part thereof, made, assumed, entered into or taken under this Agreement, all of which
<br />shall be construed and enforced at the time as if the illegal, invalid or inoperable portion were not
<br />contained therein.
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