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any acts or circumstances that may constitute failure of c,onsideration, destruction of or damage to <br />Mayfran Project, commercial frustration of purpose, any change in the tax or other laws or <br />administrative rulings of or administration actions by or under authority of the United States of <br />America or of the State, or any failure by the Village to perform or observe any obligation, or <br />covenant, whether express or implied, arising out of or connection with this Agreement. <br />Mayfran hereby agrees that in the event of a failure by Mayfran for anson to make any Service . <br />Payment when due, which failure shall occur and continue for a period If thrWndred sixty (360) <br />days, the Village, at its option shall have the right to <br />terminated. The Village shall accomplish such <br />written request for such tertnination to the Cuyahoga <br />together with the Village's certification ? <br />of delinquency, together with a co' <br />termination of the tax examntion shall be <br />default in making service <br />the real property tax'Wption to be <br />the tax exemption by submitting its <br />xdit d_t]&State Tax Commissioner, <br />11?qnt"7ervice payrnents and the period <br />A copy of such Village request for <br />If MayFran has not fully cured the <br />days from receipt of such Village request for <br />termination<hi Mayfran agre that t ountyTuditor and State Tax Commissioner and the Village <br />shall te aid rea ex mption, retroactively to the tax exemption year for which <br />Mayfrmaketh ervice payments. Mayfran also agrees to be obligated for and agrees <br />to pay any inte d2&y that would be due and owing with respect to the real property tax <br />payments due and <br />retroactively terminated. <br />for such tax exemption year or years to which the tax exemption has been <br />Mayfran further agrees for itself and its successors and assigns to prepare and file in <br />cooperation with the Village all necessary applications and supporting documents to obtain the <br />Draft of T.I.F. Agreement between Mayfield Village and MF Real Estate Partners, LLC <br />Page 4 of 18 As of 11/18/05 4:19 PM