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HomeMy WebLinkAbout1971-09-13 280-Y ORDER280-Y Introduced by Councilor saunas, Sept. 13, 1971 CITY OF BANGOR (TITLE.) Macer App oving Proposed Contract for sale of nand in the .. Renduskeag StreamUrban Renewal Project, Me. R-7 Parcel B-14 By Na City CourwU of the all ofBasyww: ORDERED, THAT, WHEREAS, the Urban Renewal Authority of the City of Bangor proposes to enter into a contract for the sale of parcel numbered B-14 in the Kenduskeag Stream Urban Renewal Project with Broad Street Realty Company; and WHEREAS, the said Broad Street Realty Company has offered to pay the sour of Sixty Thousand Dollars ($60,000.00) for said parcel, said price being at least the minimum approved price for said parcel a established by the Urban Renewal Authority and approved by the Department of Housing and Urban Development; and WHEREAS, under the provisions of Chapter 168 of the Private and Special Laws of Maine, 1957, as amended, City Council approval of all contracts for the sale of land within the project area is required; and WHEREAS, the Urban Renewal Authority has filed a copy of the proposed contract with Broad Street Realty Company in the office of the City clerk; NO01, THEREFORE, BE IT ORDERED: THAT, the proposed contract on file with the City Clerk be and is hereby approved. l6D ORDER Im Clw COJN rL Title, Sept. 13, 1971 P% ED _ Sale of Land in KeeduSkeag Stream UR .............................. I....... C R CLER% Project - Parcel H-14. Innttro/ducce�d and Medby Comcilman lax PUBLIC N%'ICE Cc Notice is hereby given that application has been made by Ingene L. iznfest to mvvL a building from 55 .,ilson Street, Brewer, to South Corinth, Maine, of building: 301xl4'x9.3'; to be moved by flat bed trailer. Streets to be usede UiSm ^ «J�ay..3sSaad�Simm.eoad.cad-Ba'cadaan. Washington, Hancock, Oak s Broadway. n. Public eariq will he held in the Council Room, City Hall, Bangor, On Sept. 13, 1971 at OAO p.m. Jaye Alley Sept. 11, 1971 City Clerk Legal Nofites "W n,ft Rki; U. S. DEPANTF. OF MWIW AND URBAN DEVEMPLOW URBAN RENENAL PROGRAI:: PART I OF STANDARD F0.R4 OF WNTH T FOR SALE OF LAND FOR PRIVATE REDEVELOPNIENI -------------- _____------- ______---------- ___------ PAM I OF WMRAOT FOR SALE OF ]AND FOR PRIVATE REDEFEWMAENT By and Between SPRAIN RBIR3NAL AUd33DU Y OF = CITY OP EASR 8 and BROM STPBRT REALTY W. CONTRACT FOR SALE OF LANG FOR PRIVATE REDEVELOPMENT AGREEMENT, consisting of this Part I and Part IT annexed hereto and made a part hereof (which Part I and Part II are together hereinafter called "Agreement'), made on or as of the 30th day Of lulu , 19'1, by and between the Urban Renewal Authority of the City of Bangor, a public body corporate (which, together with any successor public body or officer hereafter designated by or Pursuant to law, is hereinafter called "Agency"), established pursuant to Chapter 168 of the Private and Special Laws of the State of Maine, 1957, as amended (here- inafter called "Urban Renewal Act") and having its office at City Hall in the City Of Bangor (hereinafter called "City"), State of Vain, and the Barad Street Beelty ca.,acorporation organized and existing under the laws of the State of beside (hereinafter called "Redeveloper') and having an office for the transaction of business at dsaOt in the City of Usages , County of Penobscot , and Slate of Naito , WITNESSETH, WHEREAS, in furtherance of the objectives of the Urban Renewal Act, the Agency has undertaken a program for the clearance and reconstruction or rehabili- tation of slum and blighted areas in the City, and in this connection is engaged in carrying out an urban renewal project known as the "Kenduskeag Stream Urban Renewal Project' (hereinafter called "Project") in an area (hereinafter called "Project Area") located in the City; and WHEREAS, as of the date of the Agreement there has been prepared and approved by the Agency an urban renewal plan for the Project, consisting of the Urban Renewal Plan, dated May 20, 1964, and approved by the City Council of the City on June 22, 1964, by Order No. 79-H, as amended by Amendment No. 1 thereof, dated 61kry 19, 1966, and approved by such Council on June 13, 1966, by Order No. 13ST, and as amended by the Agency by Resolution dated August 29, 1964, Resolution No. -1- 139, (which plan, as so amended,and as it may hereafter be further amended from time to time pursuant to law, and as so constituted from time to time, is, unless otherwise indicated by the context, hereinafter called "Urban Renewal Plan"); and WHEREAS, in lieu of the Urban Renewal Plan, a Declaration of Restrictions has been recorded among the land records for the place in which the Project Area as situate, namely, in the Penobscot County Registry of Deeds, Volume ]M, Page 999 ; and WNTREAS, in order to enable the Agency to achieve the objectives of the Urban Renewal Plan and particularly to make the land in the Project Area available for redevelopment by private enterprise for redevelopment for and in accordance with the uses specified in the Urban Renewal Plan, both the Federal Government and the City have undertaken to provide and have provided substantial aid and assistance to the Agency through a Contract for Loan and Capital Grant dated December P3, 1964, in the case of the Federal Goverment and a Cooperation Agreement, dated July 14, 1964, in the case of the City. and WHEREAS, the Agency has offered to sell and the Redeveloper is willing to purchase certain real property located in the Project Area and more particularly described in Schedule A annexed hereto and made a part hereof (which property as so described is hereinafter called 'Property") and to redevelop the Property for and in accordance with the uses specified in the Declaration of Restrictions and in accordance with the Agreement; and WHEREAS, the Agency believes that the redevelopment of the Property pursuant to the Agreement, and the fulfillment generally of the Agreement, are in the vital and best interests of the City and the health, safety, morals, and welfare of its residents, and in accord with the public purposes and provisions of the applicable Federal, State and local laws and requirements under which the Project has been undertaken and is being assisted, NOW, iHER�ORE, in consideration of the premises and the mutual obligations of the parties hereto, each of them does hereby covenant and agree with the other as followst -2- SEC. 1. SALE, PURCHASE PRICE Subject to all the terms, covenants, and conditions of the Agreement, the Agency will sell the Property to the Redeveloper for, and the Redeveloper will purchase the Property from the Agency and pay therefor, the amount of ATV 1haui vd Dollars (I An.mn_a0 ), hereinafter call add "Nrchase Price", to be paid in cash or by certified check simultaneously with the delivery of the dead conveying the Property to the Redeveloper. SEC. 2. CONVEYANCE OF PROPERTY (a) Form of Deed. The agency shall convey to the Redeveloper title to the Property by Warranty dead (hereinafter (collectively) caned "Deed"). Such conveyance and title shall, in addition to the condition subsequent provided for in Section 700 hereof, and to all other conditions, covenants, and restrictions set forth or referred to elsewhere in the Agreement, be subject to, (b) Time and Place for DeliDelivery of Deed. The Agency shall deliver the Deed and possession of the Property to the Redeveloper on Awmwst 31 , 1971, or as soon thereafter as reasonably possible. Conveyance shall be made at the principal office of the Agency and the Redeveloper she 11 accept such conveyance and pay to the Agency at such time and place the Purchase Price. (c) Apportionment of Current Taxes. The portion of the current taxes, if any, on the Property which are a lien on the date of delivery of the Dead to the Redeveloper allocable to buildings and other improvements which have been demolished or removed from the Property by the Agency shall be borne by the Agency, and the portion .f such current taxes allocable to the land shall be apportioned between the Agency and the Redeveloper.as of the date of the delivery of the Dred. -a- If the Mount of the current taxes on the property Is not ascertainable on such date, the apportionment between the Agency and the Redeveloper shall be on the basis of the amount of the most recently ascertainable taxes M the Property, but such apportionment shall be subject to final adjustment within thirty (30) days after the date the actual amount of such current taxes is ascertained. (d) Recordation of Deed. The Redeveloper shall promptly file the Deed for recordation with the Penobscot County Registry of Deeds. The Redeveloper shall pay all costs (including the cost of any state or Federal real estate transfer tax on the Deed, for which stamps in the proper amount shall be affixed to the Deed by the Redeveloper) for so recording the Deed. SEC. 3. CAJD FAITH DEPOSIT (a) Amount. The Redeveloper has, prior to or simultaneously with the execution of the Agreement by the Agency, delivered to the Agency a good faith deposit of cash or a certified check satisfactory to the Agency in the amount of Three Thmaaaw ........ —..... -....... Dollars (8].000.00 ), hereinafter called "Deposit,' as security for the performance of the obligations of the Redeveloper to be performed prior to the return of the Deposit to the Redeveloper, or Its retention by the Agency as liquidated damages, or its application on account of the Purchase Price, as the case may be, in accordance with the Agree- ment. The Deposit shall be deposited in an account of the Agency in a bank or trust company selected by it. (b) Interest. The Agency shall be under no obligation to pay or earn interest on the Deposit, but if interest Is payable thereon such interest when received by the Agency shall be promptly paid to the Redeveloper. (c) Application to Purchase Price. In the event the Redeveloper is other- wise entitled to return of the Deposit pursuant to paragraph (e) of this Section, upon written request of the Redeveloper the amount of the Deposit if paid in cash or by certified check shall be applied on account of the Purchase Price at the time payment of the Purchase Price is made. -4- W Retention by Agency. Upon termination of the Agreement as provided in Sections 903 and 904 hereof, the Deposit or the proceeds of the Deposit, if not theretofore returned to the Redeveloper pursuant to paragraph (e) of this Section, including all interest payable on such Deposit or the proceeds thereof after such termination, shall be retained by the Agency as provided in Sections 903 and 904 hereof. (e) Return to Redevelooer. Upon termination of the Agreement as provided in Section 902 hereof, the Deposit shall be returned to the Redeveloper by the Agency s provided in Section 902 hereof. If the Agreement shall not have been thereto- fore terminated and if no cause for termination then exists, the Agency shall return the Deposit to the Redeveloper upon receipt by the Agency of the following: (i) A copy of the commitment or compliments obtained by the Redeveloper for the mortgage loan or loans to assist in financing the construction of the Improvements (as defined in Section 3D1 hereof), certified by the Redeveloper to be a true and correct copy or copies thereof; (if) Evidence satisfactory to the Agency that the interim mortgage loan to assist in financing the construction of the Improvements has been initially closed; (fit) A copy of the contract between the Redeveloper and the general contractor for the construction of the Improvements, certified by the Redeveloper to be a true and correct copy thereof; and (iv) A copy of the contract bond provided by the General contractor in connection with the aforesaid construction contract which bond Shall be in a penal sum equal to not less than ten percent (IM) of the contract price under said construction contract, certified by the Redeveloper to be a true and correct copy thereof. -5- SEC. 9. TILZ FOR C(APIENCEPOENT Alm MlIFLEIION OF IGWROVSi iE1dT5. The construction of the Improvements referred to in Section 301 hereof shall be commenced in any event within mteht ( 8) months after transfer of title to the Redeveloper, and, except as otherwise provided in the Agreement, shall be completed within Ofemtyfwr (]A) months after such date. SEC. 5. TINE FOR CERTAIN OTRFR ACTIONS. (a) Time for Submission of Preliminary Plans and outline Specifications. The time within which the Redeveloper shall submit Preliminary Plans and Outline Specifications, pursuant to Section 301 hereof, shall be not later than Mftt9 _ (90) days from the date of the Agreement. (b) Time for Submission of Corrected Feel Sminary Plans and Outline Specifications. In the event of a rejection by the Agency of the preliminary Plans and Outline Specifications as outlined in Section 301 hereof, the Redeve_oper shall, within thirty (30) days after the date the Redeveloper receives the written notice of such rejection resubmit the Preliminary Plans and Outline Specifications altered to meet the grounds of rejection. (c) Paximum Time for Submission of Preliminary Plane and Outline Specifica- tions. In any event, the time within which the Redeveloper shall submit Preliminary Plans and Outline Specifications which conform to the requirements of Section 301 hereof and are approved by the Agency shall he not later than vSvaty (90) days after the execution of this Agreement. (d) Time fox Annecy Action Preliminary Plans and Outline Snecifications. Pursuant to Section 301 hereof, the Agency shall notify the Redeveloper of its approval or rejection of the Preliminary Plans and Outline Specifications within thirty (30) days of their submission, or any resubnission thereof as hereinbefore provided. (e) Time for Submission of Final Architectural d Specifications. The time within which the Redeveloper shall submit Final Architectural Plans and Specifications, pursuant to Scott an 301 hereof, shall be not later than thttty -6- (p) days after the Preliminary Plans and outline Specifications are approved, ons sm and in any event not later than L hurried 119A days after the execution of this Agreement. (f) Time for Submission of Corrected Final Architectural Plans and Specifications. In the event of a rejection by the Agency of the Final Architectural Plans and Specifications, pursuant to Section 301 hereof, the Rdeveloper shall within thirty (30) days after the date the Redeveloper receives the written notice of such disapproval, resubmit the Final Architectural Plans and Specifications altered to meet the grounds of rejection. In any event, the time within which the Redeveloper shall submit Final Architectural Plans and Specifications which conform to the requirements of Section 331 hereof, and are approved by the Agency shall be not later thanoee hundred stallta (1®) days after the execution of this Agreement. (g) Time for Agency Action on Final Architectural Plans and Specifications. Pursuant to Section 301 hereof, the Agency shall notify the Redeveloper of its approval or rejection of the Final Architectural Plans and Specifications within thirty (30) days of their submission, or any resubmission thereof as hereinbefore provided. (h) Time for Submission of Evidence of Equity Caotial and 6lortaaae Financing The time within which the Redeveloper shall submit to the Agency, in any event, evidence as to equity capital and any commitment necessary for mortgage financing, as provided in Section 333 hereof, shall be not later than eiabv (60) days after the date of written notice to the Redeveloper of approval of the Construction Plans by the Agency, or, if the Construction Plans shall be deemed to have been approved as provided in Section 301 hereof, after the expiration of thirty (30) days following the date of receipt by the Agency of the Construction Plans so deemed approved. SEC. 6. palm OF DNNTION OF COVENANT ON USE. The covenant pertaining to the uses of the Property, set forth in Section .)_ 401 hereof, shall remain in effect from the date of the Deed until June 22, 1959, the period specified or referred to in the Declaration of Restrictions, or until such date thereafter to which it may be extended by proper amendment of the Urban Renewal Plan, on which date, as the case may be, such covenant shall terminate. SEC. 7. NOI ICES AND DEMANDS. A notice, demand, or other communication under the Agreement by either party to the other shall be sufficiently given or delivered if it is dispatched by registered or certified mail, postage prepaid, return receipt requested, or delivered personally, and (f) in the case of the Redeveloper, is addressed to or delivered personally to the Redeveloper at Narchanta National eaN of Bangor, 29 Broad street, Besgot, Naive 3 and (Ii) in the case of the Agency, is addressed to or delivered personally to the Agency at city Rall, Bangor, Maine, or at such other address wit., respect to either party as that Party may, from time to time, designate In writing and forward to the other as provided 1n this Section. SM. 8. SPECIAL PROVISIONS purchases cantxopleted by this ageaazent Is eandieWnad upas A. Acquisition from the City of Bangor of the air right parcel lying easterly of sad adjacent to Parcel 0-14 and exteMing from the easterly live of B-14 to the met face of the cent retaining wall Of Drainage" Placa. B. Establishment of s two-way traffic pattern In the rear of the proposed building to permit free access to drive-in widow facEll- tles to be located in that rear of eaW building at approximately eeduakeag Plana level. SEC. 9. "iFICATIONS OF PART II. The following amendments and modifications are hereby made in the terms, covenants, and conditions forming Part II hereof: See Page 9 42 SEE. 9. Continued 1. the words "rcolor, religion, s and national origin" are substituted for thewords "rcreed, color or rational origin" wherever they appear in Section 802. 2. The words 's mended by Executive order 11735 of October 13, 1967" are inserted afterany reference to the words "Executive order 11246 of September 24, 1965" in Section 802. r DSPAPa:2:'S OF HOUSING AND ORAAN D=OMNT URTAN mwe 2AX= TEMS AND CONDITIONS Part II of CONTRACT FOR SALE OF VMD FON PRIVATE UDRVM MMT 3y 'gild Eet"et LRRAN RENEWAL AUTHORITY OF TYY CITY �7 PANGOH and ARTICLE I. PREPARATION OF PROPERTY FOR REOFVRWPNENT SEC. 101. Work To Be Performed by Agency. The Agency shall, prior to convey- ance the Property and without expense to the Redeveloper, prepare the Property for redevelopment by the Redeveloper in accordance with the Urban Renewal Plan and the Agreement. Such preparation of the Property shell consist of the following (unless the Agency and the Redeveloper hereafter agree In writing that any of each prepare - tion shall not be done, or that It shall be done subsequent to the conveyance of the Property): (a) Uemoliclon and Removal. The demolition and removal to the surface eleva- tion of the adjoining ground of all existing buildings, other structures and improvements on the Property, including the removal of all bricks, lumber, pipes, equipment and other material, and all debris and rubbish re- sulting from such demolition, except such material and debris as may be used for any filling required by this Section. (b) Reduction of Walls. The reduction of all walls, Including foundation walls, to the surface elevation of the adjoining ground. (c) Breaking Up Basement Floors. The breaking up of all basement or cellar floors sufficiently to permit proper drainage. (d) Removal of Paving. The removal by the Agency or by the appropriate public body of all paving (including catch basins, curbs, gutters, drives, and sidewalks) within or an the Property. (e) Removal of Public Utility Lines. The removal or abandonment by the Agency or by the appropriate body at public utility company of alt public utility lines, installations, facilities, and related equipment within or on the Property. (f) Filling and Grading. Such filling, grading, and leveling of the land (but not inc Lading topsoil or landscaping) as will permit proper drainage and place the Property in a safe, clean, sanitary and nonhazardous condition. (g) Pilling Materials. The filling of all basements at other excavations ex- posed a result of the " ork Performed by the Agency pursuant to this Section, with noncombustible materials to a level twelve (12) inches below the surface of the adjoining ground on all siies thereof. SEC, 102. Expenses, Income and Salvage. All expenses, including current taxes, if any, relating to buildings or other structures demolished or to be demolished i accordance with Section 101 hereof shall be bore by, and all int salvage re - calved a result of the demolition of such buildings r structures shall belong to the Agenc. SEC. 103. Agency's Responsibilities for Certain Other Actions. The Agency, without expense to the Redeveloperassessment o claim against the Property and prior to completion of the improvements(or at such earlier time or times as the Re- developer and the Agency may agree in writing), shall, in accordance with the Urban Renewal Plan, provide or secure or cause to be provided or secured, the following: (a) Vacation of Streets. Ste. The closing and vacation of all existing streets, alleys and other public rights-of-way within or abutting on the Property, except as may be otherwise provided within the Agreement. -l- (b) Replotting Resubdivision or Rezoning. The replatting, iesubdivision or ing of the Property, if necessary for the conveyance to the Redeveloper. (c) Improvements of Existing Streets. The improvement (by the Agency or by the appropriate public body) by resurfacing, rebuilding or new construction in accordance with the technical specifications, standards and practices of the City, of the existing Streets, alleys, or other public rights-of- way (including catch basins, curb$ and gutters, drive and curb cuts, am drives between the property line of the Property and the public rights-of- way) abutting on the Property. (d) Construction and Dedication of New Streets. The construction (by the Agency or by the appropriate public body), in accordance with the technical specifications, standards and practices of the City, and the dedication of all new streets, alleys and other public rights-of-way (including catch basins, curbs and gutters) abutting on the Property. (e) Ina tallation of Sidewalks. The installation (by the Agency or by the appropriate public body), in accordance with the technical specifications, standards and practices of the City, of public sidewalks along the front- age of the public streets abutting on the Property or within the rights- of-way lines of such public streets, together with sodding or seeding of any such publice rea between such sidewalks or the curb lines of such public streets. (f) Street Lighting Signa and Tire Hydrants. The installation (by the Agency r by the appropriate public body), in accordance with the technical specifications, standards and practices by the City, of street lighting, signs and fire hydrants in connection with all new streets abutting on the Property and to be constructed pursuant to this Section. (g) Installation of Public Utilities. The installation or relocation (by the Agency or by the appropriate public body or public utility company) of such drains, water and gas distribution linea, electric, telephone and telegraph lines, and ail other public utility lines, installations and facilities as are necessary to be installed or relocated on or in connote - tion with the Property by reason of the redevelopment contemplated by the Urban Renewal Plan am the development of the Property: Provided, that the Agency Shall not be responsible for, nor bear any portion of the cost of, installf� the necessary utility connections ectiowithin the boundaries of the Property between the Improvements to be constructed on the Property by the Redeveloper and the water, sanitary seand storm drain ma or other public utility lines owned by the City orrby any public utility company within or without such boundaries, at electric, gas, telephone, o other public utility tines owned by any public utility company within o without such boundaries, and the Redeveloper shall secure say permits required for any such installation without cost or expense to the agency. SRC. 104. Waiver of Claims and Joining in Petition by Redeveloper. The Rede- veloper hereby waives (as the purchaser of the Property under the Agreement and as the owner after the conveyance e of the Property provided for in the Agreement) any and all claims to awards of damages, if any, to compensate for the closing, vacation, o change of grade of any street, alley or other public Tight -of -way within or fronting or abutting on, or adjacent to, the Property which, pursuant to subdivision (a) of -2- Section 103 hereof, is to be closed or vacated, or the grade of which is to be changed, and shall upon the request of the ASency subscribe to, and join with, the Agency in any petition at proceeding required for such vacation, dedication, change of grade, and, to the extent accessary, rezoning, and execute any waiver or other document in respect thereof. ARTICLE II. RIGHTS OF ACCESS TO PROPERTY SEC. 201. Right of Entry for Utilities Service. s The Agency reserves for it- self, the City, and any public utility company, as may be appropriate, the unquali- fied Tight to enter upon the Property at all reasonable times for the purpose of reconstructing, maintaining, repairing or servicing the public utilities located within the Property boundary lines and provided for in the easements described or referred to in Paragraph (a), Section 2 of Part I hereof. SEC. 202. Redeveloper Not To Construct Over Utility Easements. The Redevelo- per shall not construct any building or other structure or improvement o within the boundary line of any easement for public utilities described or over, to in Paragraph (a), Section 2 of Pare I hereof, unless such construction is provi- ded for In uch easement or has been approved by the City. If approval for such construction is requested by the Redeveloper, the Agency shall use its beat efforts to assure that such approval shall not be withheld unreasonably. SEC. 203. Access to Property. Prior to the conveyance of the Property by the Agency to the Redeveloper, the Ajency shall permit representatives of the Redevelo- per to have access to any part of the Property as to which the A;ency holds title, at all reasonable times for the purpose of obtaining data and making varis teats concerning the Property o a necessary to carry out the Agreement.After st the c n- veyance of the Property by the Agency to theRedeveloper, the Redeveloper shall permit the representatives of the Agency, the City and the United States of America o the property at all reasonable times which any of them deems necessary access a naso trasa for the purposes of the Agreement, the not limited Agreement,sec r the Contract for Loan and Cin cur Grant, including, but not limited e , inspection of all work being performed in c notion with the construction of the form by p No for the shall cces be provided for shall any charge be made in any form by any party for the access provided far m [M1ia Section. ARTICLE III. CONSTRUCTION PLANS: CONSTRUCTION OF IMPROVEMENTS. CERTIFICATE OF COMPLETION SEC. 301. Plans for Construction of Improvements. (a) within MM ( 30) days of tet the execution of this Agree- ment, ent, the Redeveloper shall submit to the Agency preliminary plans at a tale specified by the Agency and outline specifications prepared by tie Architect, including a rendering, indicating surrounding buildings, all elevations and such perspectives as my be necessary c show the archi- tectural character of the improvements, for all of the improvements to be constructed by it on the Property i accordance with the Site Plan, the Plan, the Application, the Project andthis Agreement. The Agency shall review and approve or reject such preliminary plena and apecifications and shall promptly notify the Redeveloper of its -3- (b) (c) approval O rejection in writing, setting forth in detail any grounds for rejections If no grounds of rejection are delivered in writing to the Redeveloper within thirty (30) days after the submission Of the prelimin- ary plans and outline specifications, or any resubmission thereof as here- inafter provided, such plans and specifications shall be deemed approved. In the event of a rejection, the gedeveloper shall, within thirty (30) days after the date the Redeveloper receives the written notice of such rejection, resubmit the preliminary plans and outline specifications al- tered to meet the grounds of rejection. The resubmission shall be sub- ject to the review and approval of the Agency in accordance with the pro- cedure hereinabove provided far so original submission, until preliminary plans and outline specifications shall be approved by the Agency; provided, however, that the Redeveloper shall submit preliminary plane and outline specifications which meet the requirements of this subsection and the approval of the Agency within ( ) days after the execution of this Agreement. q{��. �p Within ( ) days after LTe pteliminery plans and outline specifications a approved, or deemed approved, by the Agency, and in any ant withthUtySe M ( ) days after the execution of this Agree- ment, the Redevelop ha�l�u@yQ@it to the Agency final architectural plane and specifics@9As4;9;:4 Id F])PRhe Architect and in conformity with the previously approved preliminary plans and outline specifications, the Site Plan, the Plan, the Application, the Project and this Agreement. Final architectural plans and a ecifications submitted hereunder shall be reviewed for such conformity inaccordance with the review and approval procedure set forth i subsection(a)hereof; provided, however, that the Redeveloper shall submit final architectural plana and specifications which meet the requirements of this subsection and the approval of the Agency within ( ) days after the execution of this Agreement. 0001 (1110414 The Redeveloper hall t ppl for a building permit for the construction of the Improvements to be erected on the Property without the prior car- tification of the Authoritythat the work to be done or completed is in byordance-with the fiiwl architectural plane and specifications approved the Agency in accordance with the provisions of this Agreement. No work shall be done on the construction of the improvements to be erected n the Property Onless such work conforms in every respect to such approved final architectural plans and specifications, except and Only to the extent that modifications thereof have been requested by the Redeveloper in writing and have been approved in writing by the Agency, and except that such plans and specifications may be modified from time to time by the Redeveloper acting alone, provided the plana and specifications as thus modified are in substantial conformity with the final architectural plans and specifications as approved by the Agency. In the event the Redevelo- per shall fail to comply with the foregoing requirements, the Agency may, within as onable time after discovery thereof by the Agency, direct In writing that the Redeveloper so modify or reconstruct such portion Or portions of the Improvements erected or being erected on the Property as are not in conformance with the approved final architectural plane and specifications or any approved modifications thereof, as to bring them into conformance therewith. The Redeveloper shall promptly comply with -A- such a directive, and shall not proceed farther with construction of the Improvements until such directive is complied with. Any delayscom- pletion - pletioof the Improvements rsulting from such unapproved modification or reconstruction shall not be a ground for the extension of the time limits of construction on the Property as provided for in Section ]0] of Part II of this Agreement. (d) In submitting plans and specifications to the Agency for its approval, the Redeveloper shall consider and take into account the planning and design objectives set forth in the Plan, and the Agency shall pursue such objectives in its review of and action upoc the plans and specifications so submitted. SEC. 303. Evidence of Equity Capital and Mortgage Financing. As promptly a possible after approval by the Agency of the Construction Plane, and, In any event, o later than the time specified thereforrn Paragraph (e). Section 5 of Part 1 hereof, the Codeveloper shall submit to the Agency evidence satisfactory to the Agency that the Redeveloper has the equity capital and commitments for mortgage financing necessary fox the construction of the Improvements. SEC. 304. Approvals of Construction Plana and Evidence of VinancinR As Con- ditions Precedent to Conveyance. The submission of Construction Plans and their approval by the Agency as provided in Section 301 hereof, and the submission of evidence of equity capital and commitments for mortgage financing as provided in Sectione 303 hereof, a conditions precedent to the obligation of the Agency to convey the Property tothe Codeveloper. SEC. 305. Commencement and Completion of Construction of Improvements. The Redeveloper agrees for itself, its s and assigns and every sucssor in interest to the Property, o any part thereof, and the Deed shall containcecovenants n the part of the Redeveloper for itself and such successors and assigns, that the Codeveloper and such successors and assigns shall promptly begin and diligently prosecute to completion the redevelopment of the Property through the construction of the Improvements thereon, and that such c netruc['_on shall in any event be be- gun within the period specified i such Section 4 of Part I hereof and be completed within the period specified in suchSection 4. It is intended and agreed, and the Deed shall so expressly provide, that such agreements and covenants shall be cove- nants running with the land and that they shaLL, In any event, and without regard o technical classification or designation, legal at otherwise, and except only a otherwise specifically provided in the Agreement Itself, be, to the fullest extent permitted by law and equity, binding for the benefit of the community and the Agency and enforceable by the Agency against the Redeveloper and its successors and assigns to or of the Property or any part thereof or any interest therein SEC. 306. Progress Reports. Subsequent to conveyance of the Property, or any part thereof, to the Redeveloper, and until construction of the Improvements has been completed, the Redeveloper shall make reports, in such detail and at such times as may reasonably be requested by the Agency, as to the actual progress of the he - developer with respect to such construction. SEC. 307. Certificate of Completion. (a) Promptly after completion of the improvements in accordance with those provisions of the Agreement relating solely to the obligations of the Redeveloper -5- to construct the Improvements (including the dates for beginning and completion thereof), the Agency will furnish the Redeveloper with an appropriate instrument so certifying. Such certification by the Agency shall be (and it shall be so pro- vided in the Deed and in the certification Itself) a conclusive determination of satisfaction and termination of the agreements and covenants In the Agreement and the Deed with respect to the obligations Of the Redeveloper, and its auand assigns, to construct the Improvements and the dates for the beginning andacomPle- tion thereof; Provided, that if there is upon the Property a mortgage Labored o held or Owned by the Federal Housing Administration and the Federal Rousing Admin- istration shalt have determined that all buildings constituting a part of the Im- provements and covered by such mortgage, in fact, substantially completed in accordance with the Construction Plans and are ready for occupancy, than, in such ant, the Agency and the Redeveloper shall accept the determination of the Federal Rousing Administration as to such completion of the construction of the Improvements In accordance m with the Construction Plans, and, if the other agreements and coven- ants l ants in the Agreement obligating the Redeveloper in respect of theconstruction and impletion of the Improvements have been fully satisfied, the Agency shall forth- with issue its certification provided for in this Sectio. Such certification and such determination shall not constitute evidence of compliance with or satisfaction Of any obligation of the Redeveloper to any holder of a mortgage, or any insurer of a mortgage, securing money loaned to finance the Improvements, or any part thereof. (b) With respect to such individual parts Or parcels of the Property which, if ea provided in Part I hereof, the Redeveloper may convey at lease as the Improve- ments to be constructed ucted thereon a completed, the Agency will also, upon proper comptetioa of theImprov mens relating to any such part or parcel, certify to the Redeveloper that such Improvements have been made in accordance with the provisions of the Agreement. Such certification shall mean and provide, (1) that any party purchasing or leasing such individual part or parcel pursuant to the authorisation herein contained shall not (because of such purchase or lease) incur any obligation with respect to the construction of the Improvements relating to such part or parcel any other part Or parcel of the Property: and (R) that neither the Agency n0 any r other party shall thereafter have or be entitled to ex with respect to any such individual part or parcel so said (or, n the case of lease, with respect t0 the leasehold interest) any rights or remedies or controls that it may otherwise have r be entitled toe rcise with respect to the Froperty a result of a de- fault in or breach of any provisions Of the Agreement or the Deed by the Redevelo- per or any successor interest o sign, unless (i) such default Or breach be by the pruchaseror lessee, or any successor t o Interest to o sign of such LAdivid- ual part or parcel with respect t thec contained and referred to in Section 40L hereof, and (ii) the right, remedy or control relates to such default or breach. (c) Each Certification provided for in this Section 307 shall be LA such form as will enable it t0 be recorded in the proper office for the recordation of deeds and other instruments pertaining to the Property, including theDeed. If the Agency shall refuse Or fail to provide any certification In accordance with the provisions of this Section, the Agency shall, within thirty (30) days after written request by the Redeveloper, provide the Redeveloper with a written state- , indicating in adequate detail in what respects the Redeveloper has failed to complete the Improvements in accordance with the precisions of the Agreement, or is otherwise in default, and what measures acts it will b!ca ary, n the opinionOf the Agency, for the Redeveloper to take or perform to order to obtain such certification. -6- ARTICLE IV. RESTRICTIONS UPON USE UP PROPERTY SEC. 401. Restrictions on Use. The Redeve Lope[ agrees for itself, and its au"essora and assigns, and every au n interest to the Property, o any pantthereof, and the Deed shall contain covenants on the part of the Redeveloper for itself, and such successors and assigns, that the Redeveloper, and such succes- sors and assigns, sFaller¢ (a) Devote the Property to and only to and in accordance with the uses specified in the Declaration of Restrictions; and (b) Not discriminate upon the basis of race, colo[, creed o national origin in the sale, lease o ental orin the use or occupancy of the Property or any improvements erected or to be erected thereon, or any part thereof. SEC. 402. Covenants; Binding Upon Successors in Interest; Period of Duration. It is intended and agreed, and the Deed shall so expressly provide, that the agree- ments and covenants provided in Section 401 hereof shall be covenants running with the land and that they shall, In any event, and without regard to technical classi- fication or designation, legal or otherwise, and except only aotherwise specific- ally provided in the Agreement, be binding, to the fullest extent permitted by law and equity, for the benefit and in favor of, and enforceable by, the Agency, its end assigns, the City and any successor in interest to the Property, any part thereof, er Land or any Parc ctreaend the sub of any other Lend (or any Interest in such land) in the ProDeclare Area which is subject to the land u Statreques (in ntsthe and restrictions, the cove of the provided in sub of Restrictions, and the United State¢ (Ln she c of the covenant provided Ln subdivision (b) of y successor Lor hereof), er against the RedevelProperty, Or anis and assigns in and every ei [ Sn Lateran[ to the Prop ere y, o say successors v cces eo [ par[ thereof o any inter the [herein, and any patty in pot ss ion o occupancy of the Property o any pert thereof. Ic is Further intended and agreed that the agree- ment gxe - effe and covenant epe iod of in subdivision (a) of Section 401 hereof shall remain in effect for Me period of time, or until ti the data, specified an o referred to in Section 6 of Pare I agreements (at which cov time eprF agreement and c shall termin- ate) and that the agxe menta and covenants imitation a subdivision a (F) of , that 401 hereof ens11 remain in effect l without limitation as to clop: Provided, that such successor in in and covenants rhall be binding on are Redeveloper itself, each io interest to the Property, and every part thereperiod as and each party 1n possession or occupancy, t , or an only for epoF period a such successor party shall have [tele f. o n interest in, or ied in the c occupancy of, the Property or par[ referring tof. vThe isionsforma " Urban al the Urban Renewal Plan" and 'lend a Agreement she to include of d and Renewal Plan, o similar henguage, in res Agreement tFall onclude the Land and all building, housing, and other r quiremencs or restrictions of the Urban Renewal Plan peKetnl� to such land. e SEC. 403. Agency add United Stater Rights to Enforce. In amplification, and not in restriction, of the provisions of the preceding Section, it Is intended and agreed that the Agency and its successors and assigns shall be deemed beneficiaries of the agreements and c nant$ provided in Section 401 hereof, and the United States shall be deemed a beneficiary of the covenant nant provided in subdivision (b) of Section 401 hereof, both for and in their o its own right and also for the purposes of protecting the interests of the co®mlty and other parties, public or private, in whose favor or for whose benefit such agreements and covenants have -7- been provided. Such agreements and covenants shall (and the Deed shall so state) run in favor of the Agency and the United States, for the entire period during which such agreements and covenants shall be in force and effect, without regard to whetha. the Agency or the United States has a any tibeen,temains, o an Owner of any land o interest therein to or in me favor o£ which such alleements and covenants relate• The Agency shall have the right, In the event of any breach of any such agreement o nand, and the United States shall have the Tight in the event of any breach of the cv t provided In subdivision (b) of Section 401 hereof, to exercise all the rights and nremedies, and to maintain any actions or suits at Law or in equity or other proper proceedings to enforce the curing of such breach ofagreement or covenant, to which it or any other beneficiaries of such agreement o t my be entitled, but anching herein contained shall obligate the Agency to its tittle or prosecute such curative action. SEC. 404. Advertising. The Redeveloper agrees for itself, its successors and signs, that during construction and thereafter the Redeveloper, and its 9 and assigns, shall include in all advertising for the sale o rental of the Property statement to the effect (a) that the Property is open to all scrams without dis- crimination on the basis of race, color, creed or national origin and (b) that there shall be no discrimination in public access and use of the property to the extent that it is open to the public. ARTICLE V. PROHIBITIONS AGAINST ASSIGNMENT AND TRANSFER SEC. 501. Representations as to Redevelopment. The Redeveloper represents and agrees that its purchase of the Property, and its other undertakings pursuantte the Agreement, are, and will be used, for the propose of redevelopment of the Property and not for speculation in land holding. The Redeveloper further recognizes that, in view of (a) the importance of the redevelopment of the Property to the general welfare of the community, (b) the substantial financing and other public aids that have been made available by law and by the Federal and local governments for the purpose of making such redevelopment possible: and (c) the fact that ansfer of the stock In the Redeveloper or of a substantial parttra thereof, or any other act or transaction involving or resulting in a significant change in the Ownership or distribution of such stock or with respect to the identity of the parties in con- trol of the Redeveloper or the degree thereof, is for practical purposes a transfer or disposition of the Property then awned by the Redeveloper, the qualifications and identity of the Redeveloper, and its stockholders, are of aar- ticularconcern to the community and the Agency. The Redeveloper further recognizes that it is because of such qualifications and identity that the Agency is entering into the Agreement with the Redeveloper, and, in so doing, is further willing to rept add rely on the obligations of the Redeveloper for the faithful performance of all undertakings and covenants hereby by It to be performed without requiring in addition a surety bond or similar undertaking for such performance of all undertakings and covenants 1n the Agreement. -8- SBC. 502. Prohibition Against Transfer of Shares of Stack' Binding Upon Frock - holders Individually. For the foregoing i the Redeveloper repro and agrees for itself, its stockholders, and any successor in interest of itself and its stockholders, respectively, that: Prior to completion of the Improvements a ex tified by the Agency, and without the prior written approval of the Agency, (a) there shall be no transfer by any party owning 10 per cent ormore of the stock in the Redeveloper (which term shall be deemed for the purposes of this and [elated pro- visions to include successors to interest of such stock or any part thereof or in- terest therein), (b) n shall any such ow suffer any such transfer to be made, t (c) n shall there be or be suffered to be by the Redeveloper, r by any owner of LO per rent or more Of the stock therein, any other similarly significant change i the ownership of such stock or In the relative distribution thereof, o with respect to theidentity of the parties In control of the Redeveloper r the degree thereof, by any other method a whether tby increased capitalization, merger with pother corporation, corporate o other amendments, issuance of additional o W stock o r classification of stack` o otherwise. With respect to this provision, Redeveloper and the parties signing the Agreement on behalf of the Redeveloper repre- sent that they have the authority of all of its existing stockholders to agree to this provision on their behalf and to bind them with respect thereto. SEC. 503. Prohibition Against Transfer of Property and Assignment of Agreement. Also, for the foregoing reasons the Redeveloper represents and agrees far itself, and its successors and assigns, 8 that (a) Except only (1) by way of security for, and only for, (i) the purpose of obtaining financing necessary to enable the Redeveloper o e any successor In interest to the Property, or any part thereof, to perform its ob- ligations, with respect to making the Improvements under the Agree - want, and (ii) any other purpose authorized the Agreement, and (2) as to any individual parts or parcels of the Property on which the Improvements t0 be constructed thereon have been completed, and which, by the terms of the Agreement, the Redeveloper is authorized to convey or lease as such Improvements arecompleted, the Redeveloper (except a authorized) has not made or ted, and that it will not, prior to the proper completion of the Improvements as certified by the Agency, makeOr create, o suffer to be made o eated, any total or partial sale, assign- ment,c conveyance, or lease, o any trust or power, or transfer in any other more o form of a with respect to the Agreement or the Proper ty, o any part thereof o any interest or o any c agreement to do any of the a without the prior written approval of the Agency: Provided, that, prior to the issuance by the Agency of the certificate provided for in Section 307 hereof as to completion of c - structicn of the Improvements, the Redeveloper may eater into any agreement t0 sell, lease, or otherwise transfer, after the issuance of such certificate, the property o any part thereof o therein, which agreement Civil not provide for payment r of o of the price t for the Property, r the part thereof r on account ee or ren a r the interest therein to be so transferred, prior to the issuance of such certifi- cate. (b) The Agency shall be entitled to require, except as otherwise provided in the Agreement, as Conditions to any such approval that; -9- (1) Any proposed transferee shallhave the qualifications and financial responsibility, as determined by the Agency, necessary and adequate to fulfill the obligations udde[taken In the Agreement by the Rede- veloper (or, in the event the transfer is of or relates to part of the Property, such obligations to the extent that they [elate to such part). (2) Any proposed transferee, by instrument in writing satisfactory to the Agency and in form recordable among the lead records, shall, for itself and its successors and assigns, and expressly for the benefit of the Agency, have expressly assumed all of the oblige - flow of the Redeveloper under the Agreement and agreed to be subject to all the conditions and restrictions to which the Re- developer is subject (or, in the event the transfer is of o relates to Part of the Property, such obligations,conditions, and astrictions to the extent that they relate to sucpart); Pro- vided, chs[ the fact that any transferee of, or any other s in interest whatsoever to the Property, or any part thereof, shall, whatever the reason, u not have assumed such obligations o agreed, shell not (unless and only co the extent otherwise specifically provided in the Agreement or agreed c0 in writing by the agency) relieveexcept such transferee o of or from such ob- or ex r successor Agencione, r with ons, o restrictions, or deprive or limit the Agency of o with respect to any rights o mediae o Improve- ments; respect to the Property or the construction of htheer pmprove- enthe it being the intent of this, fullest wpeM1 other provisions eq the Agreement, that (to the a sande extent permitted by pew and equity and excepting only in the re and to the extent rspecific- ally provided otherwise In the Agreement) no transfer part of re change any respect to ownership in Me Property or any part thereof, o any intervoluntary or therein, howry, shall consummated o or ng, and whether to deprive n involuntary, eha11 operate, legally or pray frights deprive or nmol the Agency of o with respect to any rights s remedies o to the Propertprovidey in or ow ting from the a Improve r with respect to the y would and the cow [ruction been the such toe- s that the Agency would have had, had [haze been no eoch C[ene- fertor change. (3) There shall be submitted to the Agency for review all instruments and ocher Legal documents involved ineffecting transfer; and if approved by the Agency, its approval shall be indicated to the Redeveloper in writing. (4) The consideration payable for the crane far by the transferee or an its behalf shall not exceed an amount representing the actual cost (including carrying charges) to theRedeveloper of the Property (or aLlauble to the parr thereof or interest [herein transferred) and the Improvements, if any, theretofore made thereon by it; it being the intent of this provision to preclude assignment of the Agreement r transfer of the Property (or any parte thereof other than those referred to in subdivision (2), Paragraph (a) of this Section 503) for profit prior to the completion of the Improvements and to pro- vide that in the event any such assignment or transfer is made (and -is- is not canceled), the Agency shall be entitled to increase the Pur- chase Price to the Redeveloper by the amount that the consideration payable for the Assignment or transfer in in excess of the amount that may be authorised pursuant to this subdivision (4), and such consideration shall, to the extent it is in excess of the amount so authorized, belong to and forthwith be paid to the Agency. (5) The Redeveloper and its transferee shall comply with such other conditions as the Agency may find desirable in order to achieve and safeguard the purposes of the Urban Renewal Act and the Urban Renewal Plan. Provided, that in the absence of specific written agreement by the Agency to the con- trary, -trary, n uch transfer or approval by the Agency thereof shall be deemed to relieve the Redeveloper, or any other party bound in any way by the Agreement or otherwise with respect is the construction of the Improvements, from any Of its obligations with respect tiereto. SEC. 504. Information as to Stockholders. In order to easier in the effectu- ation of the parposes of this Article V and the statutory objectives generally, the Redeveloper agrees that during the period between execution of the Agreement and com- pletion of the Improvements as certified by the Agency, (a) the Redeveloper will promptly notify the Agency of any and alt changes whatsoever In the ownership of stock, legal or beneficial, or of any other act or transaction involving o sulting In any change to the ownership of such stock or in the relative distribution thereof, or with respect to the identity of the parties in control of the Redeveloper or the degree thereof, of which it o any of its officers have been notified o otherwise have knowledge o information{ and (b) the Redeveloper shall, at such time or times s the Agency may request, furnish the Agency with a complete statement, subscribed and sworn to by the President o other executive officer of the Redeveloper, setting forth all of tae stockholders of the Redeveloper and the extent of their respective holdings, and in the event any other parties have a beneficial interest in such stock their mass and the extent of such interest, all as determined orindicated by the records of the Redeveloper, by specific inquiry made by any such officer, of all par- ties who On the basis of such records can 10 per cent ormore of the stock in the Redeveloper, and by such ether knowledge r information as such officer shall have. Such lists, data, and information shall in any event be furnished the Agency immedi- ately prior to the delivery of the Deed to the Redeveloper and as a condition pre- cedent thereto, and annually thereafteranniversary nnlve ary of the date of the Deed until the issuance ofa certificate of completion for all the Property. ARTICLE VI. MORTGAGE FINANCING. RIGHTS OF MORTGAGEES SEC. 601. Limitation Upon encumbrances of Property. Prior to the completion of the Improvements, as certified n by the Agency, neither the Redeveloper any suc- cessor r in interest tothe Property o any part thereof shall engage in any financing or any other transaction creating any mortgage or other encumbrance or lien upon the Property, whether by express agreement o operation of law, or suffer any encumbrance or lien to be made on or attach to the Property, except for the purpose of obtaining (a) funds only to the extent necessary for making the Improvements and (b) such ad- ditional funds, if any, inan x amount not to exceed the Purchase Price paid by the Re- developer to tae Agency. The Redeveloper (ore interest) shall notify the Agency In advance of any financing, secured by mortgage or other similar lien Instru- ment, It proposes to enter into with respect to the Property, or any part thereof, -11- and in any event it shall promptly notify the Agency of any encumbrance or lien that has been created on or attached to the Property, whether by voluntary act of the Redeveloper or otherwise. For the purposes of such mortgage financing as may be made pursuant to the Agreement, the Property may, at the Option of the Redeveloper (or sn interest), be divided into s ral parts or parcels, provided that uchsubdivision n the opinion of the Agency,,ais not inconsistent with the purposes of the Urban Renewal Plan and the Agreement and i approved in writing by the Agenc. SEC. 602. Mortgagee Not Obligated to Construct. Notwithstanding any of the pro- visions of the Agreement, including but not limited to those which are or are incea- ded to be covenants running with the land, the holder of any mortgageauthorized by the Agreement (Including any such holder who obtains title to the Property or any part thereof as a result of foreclosure proceedings, or action in lieu [hereof, but no[ including (a) any other Percy who thereafter obtairm title to the Property o such par[ from or through such holder or (b) any other purchaser at foreclosure sale other than the holder of tM mortgage itself) shall in no wise be obligated by the provisionsor of the Agreement to construct o complete thev Impronnents or to guarantee such construction O completion, n shall any cove vent or any other provision In the Deed be construed to so obligate such holder; Provided, that nothing in this Section or any other Section or provision of the Agreement shall be deemed or construed to permit or authorise any such holder to devote the Property a any par[ thereof to any Cto construct any improvements thereon, Other than chase u r improvements provided or permitted in the Urban Renewal Plan and in the Agreement. o SEC. 603. Copy of Notice of Default to Mortgagee. Whenever the Agency shall deliver any notice or demand to the Redeveloper with respect to any breach or default by the Redeveloper in Its obligations or covenants under the Agreement, ..he Agency shall at the same tim forward a copy of such notice or demand to each holder of any mortgage authorized by the Agreement at the last address of such holder shown on the records of the Agency. SEC. 604. Mortgagee's Option to Cure Defaults. After any breach or default re- ferred -ferred to in Section 603 hereof, each such holder shalt (insofar as the rights of the Agency are concerned) have the right, at its option, to c remedy such breach or default (or such breach or default to the extent that it relates to the part of the Property covered by its mortgage) and to add the cost thereof to the mortgage debt and the lieneof its mortgage: Provided, that if the breach or default is with r spect to construction of the Improvements, nothing contained in this Section or any ocher section of the Agreement shall be deemed to permit or authorize such holder, either before Or after foreclosure oraction in lieu thereof, to undertake o can - tines the construction Or completion of the Improvemenae (beyond the extent aary to co or protect Improvements o construction maalready de) without firsthav- ing expressly amazed the obligation tothe Agency, by written agreement satisfactory to the Agency, to complete, in the manner provided in the Agreement, the Improvements n the Property Or the part thereof to which the Lien or title of such holder relates. Any such holder who shall properly complete the Improvements relating to the Property r applicable par[ [hereof shell be entitled, written request rude to the Agency, to certification or Certifications by the Agency to such effect in the manner provided in Section 307 of the Agreement, and any such cartification shall, if a requested by such holder, and provide that any re medieso rights with respect [ recapture of o rsion eetiag of title tothe Property that the Agency shall have be entitled to because of failure of the Redeveloper or any successor in interest to -12- the Property, orany part thereof, t nobody any default with respect to the construction of the Improvements o other parts or parcels of the Property, or be- cause of say other default in o[ breach of the Agreement by the Redeveloper or such Shall not apply to the part or parcel of the Property to which such cer- tification relates. SRC. 605. Agency's Option to Pey MorteaRe Debt or Purchase Property. In any where,subsequent to default o[ breach by the Redeveloper (orn in- terest) under the Agreement, the holder of any mortgage on the Propertyorpart thereof (a) has, but does nor exercise, the option to construct o e complete the Im- provements relating to the Property or part inexact c mort- gage by its m - gager to which ft has obtained title, and such failure continues for a period of sixty (60) days after the balder has been notified or in- formed of the default or branch; or (b) undertakes construction or completion of the Improvements but does not omplete such construction within the period as agreed upon by the Agency (which period shall in any event be at least as long as the period pre- scribed far such construction or completion in the Agreement), am such default shall not have been cured within sixty (60) days after written demand by the Agency so to do, the Agency shall (and every mortgage instrument made prior to completion of the Im- piovementa with respect to the Property by the Redeveloperor r in interest shall so provide) have the option of paying to the holder the amount of the mortgage debt and maturing anassignment u of the mortgage and the debt secured thereby, n the event ownership ofthe Property (or part thereof) has vested in such holder by way of foreclosure actionrn lie thereof, the Agency shall be entitled, at its option, to a conveyance to it of the Property or part thereof ( as the case may be) upon payment to such holder of a equal to the s of: (i) the mortgage debt at the time of foreclosure o action in Ileo thereof (leasall appropriate credits including those resulting from collection and application of rentals and other in- come during foreclosure proceedings); (ii) all expenseswith respect to the foreclosure; (iii) the net expense, if any (exclusiveof general overhead), incurred by such holder and a a direct r Ault of the subsequent management of the Property; (iv) the casts of any Improvements made by such holder( and (v) an amount equivalent to the interest that would have seemed on the aggregate of such =aunts had all such amounts became part of the mortgage debt and such debt had cautioned in existence. SSC. 606. Agency's Option to Cure Martaa a Default. In the event of a default r breach prior to the completion of the Improvements by the Redeveloper, orsuc- cessor a - x in interest, r of any of its obligations under and to the holder of any mortgage or other Instrument creating a umbra r lien upon the Property or part thereof, the Agency may at its option cure such default or breach, in which case the Agency shall be entitled, In addition t and without limitation upon any other rights or remedies to which It shall be entitled by the Agreement, operation of law, o otherwise, to reimbursement ft® the Redeveloper or successor interest of all sets and expensesred by the Agency in cuxing such default or breach and to a lien upon the Property (or the part thereof to which the mortgage, encumbrance, o lien relates) for such reimbursement Provided, that any such lien shall be subject always to the lien of (including any lien contemplated, because of advances yet to be made, by) any then existing mortgages on the Property authorised by tM Agreement. -13- SEC. 607. Mortgage and Halder. For the purposes of the Agre manta The term "mort- gage m ort-gageshall include a deed of trust or other instrument creating an ene umbra r lie x upon the Property, any part thereof, a security for a loan. The term n "Halder" i reference to mortgage shall include any insurer or guarantor of arty obligation or ondition secured by such mortgage r deed of trust, including, but not limited to, the Federal Housing Commissioner,or Administrator of veterans Af- fairs, and any successor in office of either such official. ARTICLE FII. R@ffiDIES SEC. 701. In Cenral. Except as otherwise provided in the Agreement, in the ant of any default in or breach of the Agreement, or any of its terms or conditions by either party hereto, or any a r to such patty, such party (or or) shall, upon written notice from the other, proceed immediate Ly to cure oremedy such default or breach, and, i any event, within sixty (60) days after ez receipt of such notice. In c a such action taken or not diligently pursued, or the de- fault or breach shall not be cured or remedied within a reasonable time, the aggrie- ved party may institute such proceedings as may be necessary or desirable in its opinion to cueand remedy such default or breach, including, but not limited to, Proceedings tocompeL specific performance by the party in default or breach of its obligations. SEC. 702. Termination by Redeveloper Prior to Conveyance. In the event that (a) the Agency does not tender conveyance of the Property or possession thereof in the matter and condition and by the date provided in the Agreement, and any such failure shall not be cured within thirty (30) days after the date of written demand by the Redeveloper, or (b) the Redeveloper shall, after preparation of Construction Plane satisfactory to the Agency, furnish evidence satisfactory to the Agency that it las been unable after and despite diligent effort for a period of sixty (60) days after approval by the Agency of the Construction Plana, to obtain mortgage financing for the construction of the Improvements on a basis and on berms that would generally besidered satisfactor., by builders or contractors for imnOvements of the nature. and type provided in such Construction Plans, and the Redeveloper shall, after having submitted such evidence and if so requested by the Agency, continue to make diligent ef- far a to obtain such financing for a period of sixty (60) days after such request, but without success, then the Agreement shall, at the option of the Redeveloper, be terminated by written notice thereof to the Agency, and, except with respect to the return of the Deposit as provided to Paragraph (e), Section 3 of Part I hereof, neither the Agency n the Redeveloper shall have any further rights against or liability to the other under the Agreement. SEC. 703. Termination by Agency Prior to Conveyance. In the event that (a) prior to conveyance of the Property to the Redeveloper and In iolation of the Agreement (f) the Redeveloper (or any successor r in interest) assigns o attempts to assign the Agreement or any rights therein, or in the Property, or (ii) there is any change in the ownership or distribution of the stack of the Redeveloper or with respect to the identity of the parties to control of the Redeveloper or the degree thereof; or (b) the Redeveloper does not submit Construction Plana, as required by the Agreement, or (except a sed under subdivision (b) of Section 703 hereof) evidence that it has the necessary equity capital and mortgage financing, in satisfactory farm, and in the matter and by the dates re- epectively provided in the Agreement therefor; or (c) the Redeveloper does not Pay the Purchase Price and take title to the Property upon tender of conveyance by the Agency pursuant to the Agreement, and if any default or failure referred to in subdivisions (b) and (c) of this Section 703 shall not be cured within thirty (30) days after the date of written demand by "a Agency, then the Agreement, and any rights of the Redeveloper, or any assignee or transferee, In the Agreement, or arising therefrom with respect to the Agency or the Property, shall, at the option of the Agency, be terminated by the Agency, In which event, a provided In Paragraph (d), Section 3 of Part I hereof, the Deposit shall be retained by the Agency as liquidated damages and asits property without say deduction, off- set a recoupment whatsoever, and neither the Radevelcper (ax assignee or transferee) x the Agency shall have any further rights against at liability to the other under the Agreement. SEC. 704. Revesting Title in Agency Upon Happening of Event Subsequent to Con- veyance to Redeveloper. In the event that subsequent to conveyance of the Property at any pert thereof t the Redeveloper and prior to completion ofthe Improvements as certified by the Agency (a) the Redeveloper (or successor ninterest) shall default i violate its obligations with respect totheconstruction of the Improvements (including the nature and the dates for the beginning and completion thereof), or shall abandon or substantially suspend cons =notion work, and any such de- fault, violation, abandonment or suspension shall not be cured, ended, or remedied within three (3) months (six (6) months, if the default is wish aspect to the date for completion of rhe Improvements) after written de- mand by the Agency so to do; or (b) the Redeveloper (or successor interest) shall fail to pay real estate taxes o assessments onthe r Property a any part thereof when due, o shall placethereon day encumbrance or lien unauthorized by the Agreement, or shell suffer any levy o attachment to be made o any materialmen's o n mechanical lie any other nanchor feed evoumbrance or lien to attach, and such taxes or a ents shall ne- have been paid or the encumbrance r lien removed ordischarged or provision satisfactory to the Agency made for such payment, removal or discharge within ninety (90) days after writ- ten demand by the Agency so to do; or (c) there is, in violation of the Agreement, any transfer of the Property or any part thereof, or any change In the ownership or distribution of the stock of the Redeve Loper, or with respect to the identity of the parties in control of the Redeveloper or the degree thereof, and such violation shall not be cured within sixty (60) days after written demand by the Agency to the Redeveloper. -15- then the Agency shall have the right to re-enter and take possession of the Property a and to terminate (and x t in the Agency) athe estate conveyed by the Deed to the Redeveloper, it being the latest of this provision, together with other provisions of the Agreement, that the conveyance of the Property to the Redeveloper shall be made upon and that the Ned shall contain, a conditLoa subsequent to the effect that In the event of any default, failure, violation or other action or inaction by the Redeveloper specified in subdivisions (a), (b) and (c) of this Section 704, fail- ure n the part of the Redeveloper to remedy, ead or abrogate such default, failure, violation or other action or inaction, within the period and in the manner stated in such subdivisions, the Agency at its option may declare a termination in favor of the Agency of the title, and of all the rights and interests in and to the Property con- veyed by the Deed to the Redeveloper, and that such title and all rights and intern ease of the Redeveloper, and any assigns o s in interest to and in the Property, shall revert to the Agency: Provided, that such condition subsequent and any revesting of title as a result thereof in the Agency (1) shall always be subject to and limited by, and shall not defeat, render valid, or limit in any way, (f) the lien of any mortgage authorized by the Agreement, and (ii) any rights or interests provided in the Agreement for the protection of the holders of such mortgages; and (2) shall not apply to individual parte or parcels of the Property (ox, in the case of parts or parcels leased, the leasehold interest) on which the Im- provements to be constructed thereon have been completed in accordance with the Agreement and for which aertificate of completion is issued therefor as provided in Section 30] hereof. SSC. 705. Resale of Reacquired Property; Disposition of Proceeds. Upon the re- vesting in the Agency of title to the Property or any part thereof as provided in Section 704, the Agency shall, pursuant to its responsibilities under State law, use its best efforts to resell the Property or part [hereof (subject to such mortgage liens and leasehold interests as in section 704 set forth and provided) as soon and in such manner as the Agency shall find feasible and consistent with the objectives of such law and of the Urban Renewal Plan to a qua lifted and responsible party o parties (as determined by the Agency) who will assume the obligation of making at completing the Improveauata or such other Improvements in their stead as shall be satisfactory to the Agency and in accordance with the uses specified for such Pro- perty or part thereof in the Urban&enewai Plan. Upon such resale of the Property, the proceed, thereof shall be applied: (a) First, to reimburse the Agency on its can behalf or on the behalf of the City for all costs and expenses incurred by the Agency, including but not limited to salaries of personnel in connection with the recapture, man- agement and resale of the Property or part thereof (but less any income derived by the Agency from the Property or part thereof i connection with s such management); all taxes, a , menta and water and s charges with expect to the Property or partthereof (o[ In the eventthe Property is exempt from taxation or swent o such charges during the period of ownership thereof by the Agency, an amount, if paid, equal to such taxes, assements or chargee (as determined by the City assessing official)a ould have been payable if the Property were not so exempt); any payments madeor necessary to be made to discharge any encumbrances or liens exist- ing on the Property or part thereof at the time of revealing of title -16- thereto in the Agency or to discharge or prevent from attaching or being made any subsequent encunlerances r liens due obligations, defaults or acts of the Redeveloper, Iosuccessors r transferees; any expenditures made or obligations Incurred with respect to the making or completion of the Improvements or any part thereof on the Property or part thereof; and any amounts otherwise wing the Agency by the Redeveloper and its succes- sors or transferees, and (b) Second, to reimburse the Redeveloper, its successor r transferee, up to the u amount equal to (1) the a of the purchaseprice paid by it for the Property (or allocab Le to the part thereof) and the cash actually invested by It in making any of the Improvements on the Property or part thereof, Lees (2) any gains or income withdrawn or made by it from the Agreement Or the Property. Any balanceremaining after such reimeTuaements shall be retained by the Agency as its property. SEC. 706. Other Rights and Remedies of Agency; No Waiver by Dela The Agency shall have the right to institute such actions or proceedings as it may deem desir- able for effectuating the purposes of this Article FIl, Including also the right to execute and record or file among the public land records in the office in which the Deed is recorded a written declaration of the termination of all the right, title and interest of the Redeveloper, and (except for such individual parte or parcels upon which construction of that part of the Improvements required to be cow started there- on hes been completed, in accordance with the Agreement, and for which a certificate of completion as provided in Section 307 hereof in to be delivered, and subject to such mortgage liens and leasehold interests as provided In Section 704 hereof) its successors in interest and assigns, in the Property, and the revesting of title thereto in the Agency: Provided, that any delay by the Agency in instituting or pro - securing any such actions or proceedings or otherwise asserting its rights under this Article VII shall not operate a waiver of such rights or to depriveIt of or limit such rights in any way (it being the intent of this provision that the Agency should not be constrained rained (s0 s to avoid the risk of being deprived of or limited in the exercise of the remedy provided in this Section because Of concepts of waiver, laches or otherwise) to exercise such remedy at a time when it may still hope otherwise to solve the problems created by the default Involved): nor shall any waiver in far made by the Agency with respect to any specific default by the Redeveloper under this Section be considered or treated as a waiver of the rights of the Agency with aspect to any other defaults by the Redeveloper under this Section o with respect to the particular default except to the extent specifically waived in writing. SEC. 707. Enforced Delay In Performance for Causes Beyond Control of party. Per the purposesof any of the provisions of the Agreement, neither the Agency nor the Redeveloperas the case may be, nns any successor In Interest, shall be con- sidered - sidered in breach of or default in its obligations with respect to the preparation of the Property for redevelopment or the beginning and completion of construction Of the Improvements or progress in respect thereto, in the event of enforced delay in the performance of such obligations due to unforeseeable causes beyond its control and without Its fault o negligence, ILuding, but n restricted to, acts of God, acts of the public seamy, nc acts of the Federal Goverment, acts of the other party, fires, floods, epidemics, quarantine restriction, strikes, freight embargoes and unusually -17- severe Bather or delays of subcontractors due to such chosen; it being the purpose add intent of this provision that in the event of the occurrence of any such enforced delay, the time or time for performance of the obligations of the agency with re- spect - spect to the preparation of the Property for redevelopment o of the Redeveloper rwith aspect to construction of the Improvements, as the c maybe, shall be extended for the period of the enforced delay as determined by the Agency: Provided, that the party seeking the benefit of the provisions of this Section shall, within ten (10) days after the beginning of any such enforced delay, have first notified the other party thereof ina writing, and of the c causes thereof, and requested an ex- tension for the period of the enforceddelay. SEC. 708. Rights and Remedies Cumulative. The tights and remedies of the par- ties to the Agreement, whether provided by law or by the Agreement, shall be cumu- lative, and the exercise by either party of any one or more times, of such remedies shall not preclude the exercise by it, at the s [ r differ time of any other such remedies for the same default or breach or mf any of its remedies for any other de- fault or breach by the other party. No waiver made by either such party With respect to the performance, or et Or time thereof, o any obligation of the other party or any condition to its own obligation under the Agreement shall be considered a waiver of any rights of the party making the waiver with respect to the particular obligation of the other party o condition to its Own obligation beyond those expres- sly waived in writing and to the extent thereof, or a waiver in any respect in re- gard to any other rights of the party making the waiver or any other obligations of the other party. 88C. 709. Party in Position of Surety With posters to Obligations. The Reds- velopev, for itself and its successors and assigns, and for all other per who are or who shall becamewhether by express r implied assumption or otherwise, liable upon subject to any obligation of burden under the Agreement, hereby waives, to the fullest extent permitted by law and equity, any and all claims o defenses otherwise or whether by agreement or operation of Law, including, without limitation on the generality of the foregoing, any and all claims and defenses based upon extension of time. indulgence or modification of terms of contract. ARTICLE VIII. MISCELLANEOUS SEC. 801. Conflict of Iorecasts; Agency Representatives Not Individually Liable. No member, official or employee of the Agency shall have any personal in- terest, direct or indirect, in the Agreement, nor shall arty such member, official or employee participate In day decision relating to the Agreement which affects his personal interests or the interests of any corporation, partnership or association in which he is, directly or indirectly, interested. No member, official c employee of the Agency shall be personally liable tothe Redeveloper, or any successor in inter- , in the event of any default or breach by the Agency orfor any acount which may became due to the Redeveloper or successor or on any obligations under the terms of the Agreement. SEC. 802. Equal Employment Opportunity. The Redeveloper, for itself and its successors and assigns, agrees that during the construction of the Improvements pro- videdfor in the Agreement: -18- (s) The Redeveloper will not discriminate against any employee or applicant for employment because of race,eed, Oolor or sort ... I origin. The Re- developer will take affirmative action to ensure that applicants e em- ployed and that employees are treated duringemployment without regard to their race,creed, color o national origin. Such action shall include but nobe limited to the following; employment, upgrading, demotion o transfer; recruitment o recruitment advertising; layoff Or termination; rates of pay or other forms of compensation; and selection for training, Including apprenticeship. The Redeveloper agrees to past in conspicuous places available to employees and applicants for employment notices to be provided by the Agency setting forth the provisions of this nondiscrimina- ston clause. (b) The Redeveloper mill,tn all Solicitation advertisements for employee placed by o on behalf of the RedeveLoper, state that all qualified appli- cants will receive consideration for employment without regard to race, creed, color or national origin. (c) The Redeveloper will send to each labor union or representative of workers with which the Redeveloper has collective bargainingment or other contract or understanding, a notice, to be provided, advising the labor union rpiker representative of the Redeveloper commitments under Section 202 of Executive order 11246 of September 24, 1965, and shall post copies of the notice in conspicuous places available to employees and ap- plicants for employment. (d) The Redeve Loper will comply with all provisions of Executive Order L1246 of September 24, 1965, and of the rules, regulations and relevant orders of the Secretary of Labor. (e) The RedeveLopei will furnish all Information and reports required by Exec - five Order 11246 of September 24, 1965, and by the rules, regulations and orders of the Secretary of Labor or the Secretary Of Housing and Urban De- velopment, and the Secretary Of Labor for purposes of investigation to as- certain compliance with such rules, regulations and orders. (f) In the event of the Redeveloper's compliance with the nondiscrimination clan of this Section, or withany of the said rules, regulations or r ders, the Agreement may be canceled, terminated or suspended in whole or in part and the Redeveloper may be declared ineligible far further Government contracts or federally assisted construction contracts i accordance with procedures authorized in Executive Order 11246 Of September 24, 1965, and such Other sanctions may be imposed and remedies invoked as provided i Executive Order L1246 of September 24, 1965, or by rule, regulation or order of the Secretary of Labor, or as otherwise provided by law. (g) The Redeveloper will include the provisions of Paragraphs (a) through (g) of this Section In every contract or purchase order, and will require the inclusion of Mese provisions in every subcontract entered into by any of its contractors, unless xempted by rules, regulations or orders of the Secretary of Labor issued pursuant to Section 204 of Executive Order L1246 of September 24, 1965so that such provisions will be binding upon each such contractor, subcontractor or vendor, as the case way be. The Redevel- spar will take such action with respect t0 any construction contract, sub- contract or purchase order as the Agency or the department of Housing and -19- Urban Development may direct a of enforcing such provisions, in- cluding sanctions for noncompliance; Provided, however, that in the event the Redeveloper becomes involved in, o s threatened with, litigation with a subcontractor or vendor as a result of such direction by the Agency r the Department of housing and Urban Development, the Redeveloper may request the United States to enter into such litigation to protect the in - rests of the United States. For the purpose of including such provisions in any construction contract, subcontract, or purchase order, as required hereby, the first three lines of this Section shall be changed to read "During the performance of this Contract, the Contractor agrees as fol- lows:", and the term "Redeveloper" shall be changed to "Contractor." SRC. 803. provisions Not Merged With Deed. None of the praviefare of the Agreement are intended to or shall be merged by reason of any deed transferring title to the Property from the Agency to the Redeveloper or any Successor in interest and any such deed shall not be deemed to affect or impair the provisions and cove- nants of the Agreemeat. SEC. 804. Titles of Articles and Sections. Any title$ of the several parts, Articles and Sections of the Agreement a inserted for c of reference only and shall be disregarded in construing or interpreting anofnits cprovisions. -20- COUNTERPARTS The Agreement is executed in three (3) counterparts, each of which shall con- stitute one and the same instrument. IN WITNESS VRORECT, the Agency has cussed the Agreement to be duly executed in its name and behalf by its and its seal to be hereunto duly affixed and attested by its and the Redeveloper has caused the Agreement to be duly executed in its name and behalf b its President and r5ppa wafer seal Y xmose: to be hereunto duly affixed by its Secretary, on or as of the day first above written. NRRAN MECAL AMMITY OF TM CITY OF BANGOR Attest: (Secretary) Attest: Secr at Approved: In City Council Date: Council Order No.: SMDULB A Description of Property All that certain parcel or parcels of land located it the City of Bangor, County of Penobscot. State of Maine, more particularly described as follows: Pavcal B-14 according to plat of disposition parcel D-14, B-15, B -g, P-5, P 6 0 -6 and P 6 0 -P dated April 1, 1971 and prepared by the City of frWur gngfarering Department for rho Bangor Urban Renewal Authority.