|
Revenue by the City into the TIF Fund; provided, however, that the Developers have
<br />complied with 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 a 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 Developers shall be entitled to exercise any and all remedies
<br />available to it hereunder, including the remedies described in Section 12, or under applicable law. Waiver
<br />by the City or any Developer of any event of default shall not be deemed to extend to any subsequent or
<br />other event of default under this Agreement. The City and the Developers acknowledge and agree that the
<br />timely payment of Project TIF Revenue to the Developers is a material term of this Agreement.
<br />SECTION 12. ENFORCEMENT; FORECLOSURE OF LIEN. The provisions of this Agreement
<br />with respect to the obligations of the Developers 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 />each Owner that this Agreement shall constitute and be deemed to be a lien encumbering and running with
<br />the real property comprising the TIF Site to secure the obligations of the Owners to make Service Payments
<br />(and, if applicable, pay interest and penalties), which Service Payments are intended to have the same lien
<br />rights as real estate taxes and the same priority in accordance with O.R.C. Sections 323.11 and 5709.91. In
<br />furtherance of the foregoing, it is the intention of each Owner that the City may, upon the occurrence of an
<br />event of default set forth in Section 12 hereof, and without limiting any other right or remedy otherwise
<br />available to the City, take all such steps as may be legally available to it to foreclose upon such lien pursuant
<br />to the procedures and requirements of Ohio law relating to either delinquent real estate taxes or mortgage
<br />liens; provided, that nothing contained in this Agreement shall be deemed to authorize any acceleration of
<br />Service Payments due in future years. The provisions of this Agreement shall encumber and run with the
<br />real property 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 shall
<br />be construed and enforced at the time as if the illegal, invalid or inoperable portion were not contained
<br />therein.
<br />All illegality, invalidity or inoperability shall not affect any legal, valid and operable section,
<br />provision, covenant, agreement, stipulation, obligation, act, action, part or application, all of which shall be
<br />deemed to be effective, operative, made, assumed, entered into or taken in the manner and to the full extent
<br />permitted by law from time to time.
<br />SECTION 15. GOVERNING LAW AND CHOICE OF FORUM. This Agreement shall be
<br />governed by and construed in accordance with the laws of the State of Ohio. All claims, counterclaims,
<br />disputes and other matters in question between the City, its agents and employees; the Developers, their
<br />6
<br />173518640
<br />
|