HomeMy WebLinkAbout1969-12-22 57-X ORDERG -2 57-X
Introduced by COunciler Haldacci, Dec. 22, 1969
CITY OF BANGOR
(TITLE) (DrAfer,....."proving Proppaed Confraat for sale of Land in. the Stillwater
Park Urban Renewal Project - Parcel NcS. 124, 125 & 134
By the Csey CemaeR of has City of Banter:
ORDERED,
TWT WEEMS, the Urban Renewal Authority of the City of Bangor proposes
to enter into a contract for the sale of parcel numbered 124, 125 & 134
in the Stillwater Park Urban Renewal Project with The Narrows
Corporation and
WHEREAS, the said Pne Narrows Corporation
has offered to pay the a= of Fifty-five Hundred and 00/100 Dollars ($5, coo .00)
for said parcel said price being the mint mum approved price for said parcel
as 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, 1951, as attended, 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 TheNarrowsCorp. in the office Of the City Cleft:
NOW, THEREFORE, BE IT MMD:
THAT the proposed contract on file with the City Clerk be and
is hereby approved.
ORDER
IN CITY COUNCIL Tide,
Dec. 22, 1969
ne ordinance requiring the filing of
an order was suspended Ey the follow- AAIAPf,JAM tp..A.. RFc;DQFM.-. ear.;e,1.
ing yea end n0 vote: Councilors voting
Ballou
yes: , Cox, 1, rrica,, inky, Bralley. Nq., 1za ... dna lip
COM1enr Cox, as thenar Mewed Ne211ey. ••✓•••••••• ••••••••••••••••••
This order was then received and PASSED.
Introduced and filed by
Cl Y CLER% ce
_qI
r
STMWATEB PA&C PROJECT
PROTECT NO. ME. R-4
PART I
of
CONTRACT FOR
e E OF LAND FOR PRIVATE NEDMLOE R
(OFFER AND ACCEPTANCE)
Ey and Between
_Urban Renewal Authority of the City of BaMor
and
The Nary Corporation
PART I
CONTENTS
1. Sale: Purchase Price
2. Conveyance of Property
3. Good Faith Deposit
4. Time for Coaaencement am Completion of Improvements
5. Time for Certain Other Actions
6. Period of Duration of Covenant on Use
]. Notices and Demands
8. Special Provisions
9. Mad ificationt of Part II
10. Counterparts
Page
3
5
5
5
5
CONTRACT FOR
SALE OF LAND POR PRIVATE ReDEUBLopwggy
AGREEKENT, consisting of this Part I and Part II (Pow H-62098, 1-64)
annexed hereto and made a part hereof (which Part I and Part II are together
hereinafter called "Agreement"), made on or as of the 20th day of
November , 190, by and between the Urban Renewal Authority of
the City of Bangor, a public body corporate (which, together with any suc
cesaor public body or officer hereafter designated by or pursuant to law, 1s
hereinafter called "Agency"), established pursuant to Chapter 168 of the Private
and Special Laws of the State of Maine, 1957, as emended (hereinafter called
'Urban Renewal Act") and having its office at City Nall in the City of Bangor
(hereinafter called "City"), State of Wine, and the Narrow Corporation
corporation organized
and existing under the laws of the State of Wim*
hereinafter called "Redeveloper") and having an office for the transaction
of business at 55 Broad"
1n the City of Nugoi , County of Gandedc"
and State of WSna WITNESSETH:
WHEREAS, in furtherance of the objectives of the Urban Renewal Act, the
Agency has undertaken a program for the clearance and reconstruction or
re-
habilitation of slum and blighted areas in the City, and in this connection
is engaged in carrying out am urban renewal project known as the "Stillwater
Park Urban Renewal Project" (hereinafter called "Project") in an area (here-
inafter called "Project Area") Located in 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 Partic-
ularly, described in Schedule A Annexed hereto and made a part hereof (which
property as so described is hereinafter called 'Tropercy") and to redevelop
the Property for and in accordance with the v specified in the Declaration
Of Restrictions recorded in Penobscot Registry of Bends, Book 2113, Page 835
and In accordance with the agreement, and
WIERUSS, the Agency believes that the redevelopment of the Property put -
ant to the Agreement, and the fulfillment generally of the Agreement, are in
the vital and beat interests of the City and the health, safety, morale, and
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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, THEREFORE, in consideration of the premises and the mutual oblige -
tines of the parties hereto, each of them does hereby covenant and agree with
the other as follows.
SRC. 1. SALE: PURCHASE PRICE.
Subject to all the terms, covenants, and conditions of the Agre®ent,
the Agency will sell the Property to the Redeveloper for, and the Redeveloper
will purchase the Property from the Agency and pay thereforthe amount of
Fifty-five. Hundred Dollars (*5,50w ),
hereinafter called 'Purchase price", to be Paid in cash or by certified check
simultaneously with the delivery of the deed conveying the Property to the
Redeveloper.
SEC. 2. CONFETAME OF PROPRRTT.
(a) Form of Deed. The Agency shall convey to the Redeveloper title to
the Property by Warranty Deed (hereinafter called "Deed"). Such conveyance
and title shall, in addition to the condition subsequent provided for in
Section 704 hereof, and to all other conditions, covervants, and restrictions
set forth orreferred to elsewhere in the Agreement, be subject to the terms,
1f any, set forth on said Schedule A, attached hereto.
(b) Time and Place for Delivery of Deed. The Agency shall deliver the
Ned and possession of tax Property to the Redeveloper on Nmesbar 1
19_6% o otab earlier date as the parties hereto say mutually agree in
writing. Conveyance shall be made at the principal office of the Agency and
the Hedeve Loper shall accept such conveyance and pay to the Agency at such
time and place the Purchase Price.
(c) Apportlareent of Current Taxes. The portion of the current tame,
if any, on the Property r
r
which a a lien on the date of deliveryDe
of the ed
to the Redeveloper allocable to buildings and other faprovementy which have
been demolished or
removed fron the Property by the Agency shall be borne by
the Agency, and the portion of such current taxes aLlaeeble to the land shall
be apportioned between the Agency and the Redeveloper as of the date of the
delivery of the Deed. If the amount of the current texas on the Property is
notascertainable on such date, the apportionment between the Agency and the
Redeveloper shall be on the basis of the amount of the most recently aer-
tainable taxes on 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 peed. The Redeveloper shall promptly fila the
Deed for recordation in the Penobscot Registry of Deeds at Danger, Mine.
The Redeveloper shall pay all coats (iaeludin the cost of the Federal
documentary stamp tax on the Deed, for Which stamps in the proper'. eet
shall be affixed to the Deed by the Redeveloper) for an recording the Deed.
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(e) Further Obli¢aC lona of the Agency and the Redeveloper.
See Schedule A.
SBC. 3. CLOD 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 rifled check satisfactory to the Agency in the amount
o£ Tmp HUMrad and gizty Dollars
(5_ 260.00 ), 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 ancunt of the
Purchase Price, as the ca may be, 1n accordance with the Agreement. The
Deposit, if cash or certified check, 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
m
interest on the Deposit, but if interest is Payable thereon such interest
when received by the Agency shall be promptly paid to the Emanuel oyer.
(c) Application to Purchase Price. Upon written request Of the
Redeveloper, tM1e amount of she Deposit, made in cash sr by certified check,
shall be applied on account of the Purchase Price at the time payment of the
Purchase Price is made.
(d) Retention by Agency. Upon termination of sit Agreement as provided
in Section 703 hereof, the swPOsit, if cash, or bonds or similar obligations of
the United States, including all interest payable thereon after such
termination, or, if a surety hood, the proceeds thereof, shell be retained
by the Agency as provided in Section 703 hereof.
(e) Saturn to Redeveloper, Upon termination of the Agreement as
provided in Section 702 hereof, the Deposit shall be returned to the Redevetoper
by the Agency as provided In Section 702 hereof. If the Agreement shell not
have been terminated as in Section 702 or 703 hereof provided, the Agency
shall return the Deposic to the Redeveloper upon receipt by the Agency of
the fallowing:
(i) A copy of the commitment or commitments Obtained by the
Redeveloper for the mortgage loan or loans to assist in
financing the construction of the Improvements (as defined
in Section 301 hereof), certified by the Redeveloper to be a
true and correct copy or copies thereof;
M "'Idence satisfactory to the Agency that the interim mortgage
loan to assist in financing the construction Of the Improvements
Me been Initially closed)
(fit) A copy of the scatter between the Redevatoper and the general
contractor for the construction of the improvements, Certified
by the Redevelopet to be a true aha correct copy thereof; and
(iv) A copy of she contract bond provided by the general contractor
in connection with the aforesaid construction contract which
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bend shall be in a penal aum equal to not less than ten
percent (10%) of the contract price under said construction
contract, certified by the Redeveloper to be a true and
correct copy thereof.
SEC. 4.. I= FOR CQR@NCPIENT AND C01PLETION OF INPROVPMENTS.
The construction of the Improvements referred to in Section 301 hereof
shall be commenced in any event within six (6) months after the date of the
Deed, and, kept as otherwise provided in the Agreement, shall be completed
within eighteen (18) months after such Deed date.
SEC. 5. TINE FOR CERTAIN OTHER ACTIONS.
(a) Time for Submission of Construction plane. The time within which
the Redeveloper shall submit its Consuvucrion Plans" (as defined In Section
301 hereof) to the Agency in any event, pursuant to Section 30L hereof, shall
be no later than one hundred twenty (120) days from the date of this Agreement.
(b) Time for Submission of Corrected Canetructinn Plans. Except as
provided 1n Paragraph (c) of this Section 5, the time within which the
Redeveloper ahall submit any new or corrected Construction Plans as provided
for in Section 301 hereof shall be not later than sixty (60) days after the
date the Redeveloper receives written notice from the Agency of the Agency's
rejection of the Construction Plane referred to in the latest such notice.
(c) Maximum Time for Approved Conetruction Plane. In any event, the
time within which the Redeveloper shall submit Construction Plans which conform
to the requirements of Section 301 hereof and are approved by the Agency shall
be not later than ninety (90) days after the date . the Redeveloper
receives written notice free the Agency of the Agency's first rejection of
the original Construction plans submitted to it by the Redeveloper.
(d) Time for Agency Action on Chance in Const¢Ctton Plana. The time
within which the Agency may reject any change in the Construction Plans, as
provided in Section 302 hereof, shall be forty-five (45) days after the date
of the Agency's receipt of notice of such change.
(e) Iia¢ fox Submission. of. Evidence of Eeuity Capital and Nor ranee
Pte. The time within which the Redeveloper shall submit to the agency,
in any event, evidence as to equity capital and any Creal meant necessary for
mortgage financing, as provided in Section 303 hereof, shall be net later than
TEitfv ( 00 ) days after the date of written notice to the
Redeveloper of approval of the Construction Plane 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 Plane so Seemed approved.
SEC. 6. PERIOD OF DURATION DP COVENANT ON ONE.
The covenant pertaining to the uses of the Property, set forth in Section
401 hereof, small remain in effect from the date of the Deed until January 22,
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2022, the period specified or referred to in the peclaration of Restrictions
or until such date thereafter to which it may be extended by proper amendment of
the Declaration of Restrictions, on which date, as the case may be, such
covenant shall terminate.
SBC. ). NOTICES AN DEMANDS.
A notice, dement, orother covmunlcation 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
(1) in the case of the Redeveloper, is addressed to or delivered
personally to the Redeveloper at n RroedvaY�Ranpoi, Naha
Atbnt 01 n, ism GB00Y1ae
, and
(ii) in the case of the Agency. is addressed to or delivered
personally to the Agency at City Rall, Burger, Maine
or at such other address with respect to either pach party
as that party may, tram time to time, designate in writing
and forward to the other as provided in this Section.
SEC. E. SPECIAL P ISIOVS
Nene
SBC. 9. MODIFICATION OF PART iI.
The following amendments and modification are hereby made in the terms,
covenants, and condition forming Part II hereof .
NOM
SM. 10. COUNTERPARTS.
The Agreement is executed in three (3) counterparts, each of which shall
constitute on and the same instrument.
IN WITNESS WHEREOF, the Agency has caused the Agreseent to be duly
executed in its name and behalf by its Exacutlw Director
and its seal to be hereunto duly affixed end
actuated by its _ Secretary , and the
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COUNTERPARTS
The Agreement is executed in three (3) counterparts, each of which shelf con
stftute one and the same instrument.
IN WITNESS WIREREOF, the Agency has cussed the Agreement to be Culy 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 by its President and its corporate seal to be hereunto duly ef£ixed by its
Secretary, on or as of the day first above written.
Attest:
(Secretary)
A[[esq
(Secretary) P yet...
Approved:
In City Council
Pere:
Council Order No.:
URRAN RENEWAL AUTHORITY OF THE CITY OF BANGOR
($edevelope r)
Ey The Narrows Corooratlon
(Paealdent)
Vow /Y�
SCHEDULE A
Description of Property
All that certain parcel or parcels of land located in the City of Bangor, Canary
of Penobscot, State of Maine, more particularly described as follows:
Lots nl®beied IZ. 134 and 124as shown on Plan of Lend entitled "Stillwater Park
Project, Bangor. Penobscot County. Maine, Urban Renes- luthority of the City of
Bangor. project Me. R-4" consisting of nine (9) pages and recorded in Penobscot
Registry of Deeds in Plan Book 24. pages 1 to 9. Inclusive.
Subject to the following covenants, restrictions and Assonance:
(if none, ea state)
Subject to telephone easements at rear of property.
i_.
further obligations of the Agency and the Redeveloper:
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DEPARTMENT OF HOUSING AND URBAN DEVE101W[ENT
URBAN RENEWAL PROGRAM
TIBBS AND COMITIONS
Part II
of
CONTRACT
FOR
SALE OF LAND FOR PRIVATE REDEVELORINNT
By and Between
URFAN RENRNAL AUTHORITY OF THE CITY OF BANGOR
and
The Narrows Corporation
ARTICLE I. PREPARATION OF PROPERTY FOR REDEVELOPMENT
SEC. 101. Work Tone Perfor bA¢encv. The Agency shall, prior to convoy-
ance of 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 shall consist of the following (unless
the Agency and the Redeveloper hereafter agree in writing that any of such prepare -
time shall not be done, or that It shall be done subsequent to the conveyance of the
Property):
(a) RemolitIon and Removal. The demolition and removal to the surface eleva-
Cion 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 r -
Sulting from such demolition, except such material and debris as may be
used for any filling required by this Section.
(b) Redaction of Walls. The reduction of all walla, including foundation
wells, to the surface elevation of the adjoining ground.
(_) Breaking Uv 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 on the Property.
(e) Removal of Pub tic Utility Lines. Ther oval n abandonment by the Agency
or by the appropriate body or public utility company of all 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 including topsoil or landscaping) as wi1L permit proper drainage and
place the Property in a safe, clean,
sanitary and nonhazardous condition.
(g) Pilling Materials. The filling of all basements or other excavations ex-
posed
posed a result of the work performed by the Agency pursuant Co this
Section, with noncombustible materials to a level twelve (12) inches below
the surface of the adjoining ground on all sides thereof.
EEC. 102. Expenses,
or
Inc and Salva All expenses,including current taxes,
if any, relating tobuildingsother structures demcliahed or to be demolished in
arcordance with Section 101 herec
of shall tbeborne by, and all income or salvage re
calved a result of the demolition of such buildings or structures shall belong
Co the Agenc.
SEC. 103. Agancy'a Reseonaini1Ltles for Certain Other Actions. The Agency,
without expense to the Redeveloper oassessment o claim against the Property and
prior impletion of the Improvements(orat such earlier time or times are the Re-
developer and the A.ency may agree Lwriting), shall, in accordance with the Urban
Renewal Plan, provide it secure or cause to be provided or secured, the following:
(a) Vacation of Streets. Etc. The closing and vacation of all existing streets,
alleys and other public rights-of-way within orabutting on the Property,
except are may be otherwise provided within the Agreement.
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(b) Replotting, Resubdivision or Rezoning. The replatting, resubdivision o
,,zoning of the Property, if necessary for the conveyance thereof to the
Redeveloper.
(c) Improvements of Misting 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, o other public rights-of-
way (including catch basins, curbs and gutters, or
and curb cuts, and
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, am the dedication
of all new streets, alleys and ocher public tights -of -way (including catch
basins, curbs and gutters) abutting on the Property.
(e) Installation 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 eeding of
any such public area between such sidewalks or the curb lines of such
public streets.
(f) Street Lighting. Signs and Poe Hydrants. The installation (by the Agency
or by the appropriate public body), in accordance with the technical
specifications, standards and practices by the City, of street lighting,
signs and fixe hydrants In ection with all new streets abutting On
the Property and to be cont:ructad 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 lines, electric, telephone and
telegraph lines, and all other public utility lines, installations and
facilities a necessary to be installed o relocated o r in connec-
tion
are Property
b r n o onnec'
Urba with Me Property by r¢ of the redevelopment contemplated
ed, by the
Urban Renewal Plan and re dovsible for,
of bre Property: Provided, athat
co
the Agency shell no[ ce responsible for, enorct baa[ any n the boundaries of Me cost
of,the inatallProperty b twe n ImY utility c ctfana within oM1e heProprt of
the Property betweenthe
thImproveste tante a er and
an the Property
by the Redeveloper and nes water, y the Ci sew and storm drain mains or
comer public utility linea owned by the City Derby any public utility
tympany within or without auwM1 d by any public
o electric, gap, y within¢, o
wirer public utility linea turned by any public all secure
company within Or
require such boundaries, and the Redeveloper shall a any termite
required for any such installation without coat or expense to the agency.
SEC. 104. Waiver of Claims and Joining In Petition by Redeveloper. The Rede-
veloper hereby waives (as the purchaser of the Property ender the Agreement and as
the owner after the conveyance e
of the Property provided for n the Agre went) 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 right-of-way within or fronting
or abutting on, or adjacent to, the Property which, pursuant to subdivision (a) of
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Section 103 hereof, is to be closed at rated, or the grade of which is to be
changed, and shell upon the request of the Agency subscribe to, and join with, the
Agency in any petition or proceeding requited for such vacation, dedication, change
of grade, and, to the extent necessary, rezoning, and execute any waiver or other
document in respect thereof.
ARTICLE II. RIGHTS OF ACCESS M PROPERTY
SEC. 201. Right of Entry for Utilities Service. The Agency reserves for it-
self, the City, and any public utility company, as mav be appropriate, the unquali-
fied right to enter upon the Property at all reasonabe 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. Me Redevelo-
per shall not construct any building or Other structure Or improvement On
within the boundary lines of any casement for public utilities described or referred
to in Paragraph (a), Section 2 of Part I hereof, unless such construction is Crovl-
ded for in such easement or has been approved by the City. If approval for such
construction is requested by the Redeveloper, the Agency shall use its best efforts
to assure that such approval shall not be withheld unreasonably.
SEC. 203. Access to Property. Prier to the conveyance of the Property by the
Agency to the Redeveloper, the Agency Shall permit x natives of the Redevelo-
per to have access to any part of the Property as toewhich the A ency holds title,
at all reasonable times for the purpose of ob raining Jars and making varis
testa concerning the Property necessary to carry out the Agreement. After the c0 rt
veyance of the Property by the Agency to the Redeveloper, the Redeveloper shall
permit the representatives of the Agency, the City ani the United States of America
e to the Property a all reasonable times which any of chem deems
sorsa c aawed necessary
for the purposes
tal of the Agreemeincluding, the not limited Agreement, or the Conall ractwork for
Lean and Capital Grant, including, but not limited to, inspection of all work being
shalt be
in notion with the construction gbe of Me Iorm by anyS. Nocompensation
shall be provided
f shall any charge be made in any form by any parry for the
access provided foxrin this Section.
ARTICLE III. CONSTRUCTION PLANS; CONSTRUCTION OF
IMPROVEMENTS: CERTIFICATE OF COMPLETION
SEC. 301. Plans for Construction of Improvements.
(a) Within ( ) days after the aeration of this Agree-
ment, the redeveloper shall submit to the lgeocy prelimna
ary plan at a
cl
rale specified by the Agency and outline speficacione prepared by the
Architect, Including a rendering, indicating surrounding buildings, all
elevations and such perspectives as my be necessary to show the archi-
tectural character of the improvements, for all of the Improvements to
becnstructed by is n the Property in accordance with the Site Plan,
the Plan, the Application, the Project and this Agreement.
The Agency shall review and approve reject such preliminary plane
and specifications and shell promptly notify the Redeveloper of its
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(b)
(a)
approval o rejection i writing, Setting forth in detail any grounds for
rejections If no grounds of rejection are delivered in our itiug to the
Redeveloper within thirty (30) days after the submission of the prelimin-
ary plana and outline specifications, Or any resubmission thereof as here -
troller provided, such pleas and specifications shall be deemed approved.
In the event of a rejection, the Redeveloper 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 [ejection. Ther
submi shall be sub-
ject to the review and approval of the Agency to accordance with the pro -
relate hereinabove provided for an original submission, until preliminary
plans and outline specifications shall be approval by the Agency; provided,
however, that the Redeveloper shall submit preliminary plans and outline
specifications which meet the requirements of this subsection and the
approval of the Agency within ( ) days after the execution
of this Agreement.
Within ( ) days after the preliminary plans and outline
specifications are approved, or deemed approved, by the Agency, and in any
ant within ( ) days after the execution of this Agree-
mut,
the Redeveloper Shall submit to the Agency final architectural plane
and specifications prepared by the 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 specifications Submitted hereunder shall
be reviewed for such conformity in accordance with the review and approval
procedure set forth in 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.
The Redeveloper shall not apply for a building permit for the construction
uction
r
of the Improvements to be erected on the Property without the priorcer-
tification
-rification of the Authority that the work to be done or completed is in
byordance"with the final architectural plans andspecifications approved
the Agency in accordance with the provisions of this Agreement. No
ark shall be done on the construction of the improvements to be erected
rteconformn the Property unless such work conform i every respectsuch 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 plans and specifications as thus
modified are in substantial conformity with the final architectural plan
and specifications a approved by the Agency. In the event the Redeveloe
per shall fail to comply with the foregoing requirements, the Agency may,
within a reasonable time after discovery thereof by the Agency, direct in
citing thathe Redeveloper a modify o such portion o
w o r being
¢recto e r
part now of one Improvements erected ve being a acted on the Property e
are not i nsformany with the approved final architectural plans and
s
specifications o any approved a Redecattona thereof, as to bring [hem
into conformencertherewith. The Redeveloper shall promptly comply with
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such a directive, and shall not proceed further with construction of the
Improvements until such directive Is complied with. Any delays i -
platioa of the Improvements .resulting from such unapproved modification
at reconstruction shall not be a ground for the extension Of the time
Limits of construction on the Property as provided for in Section 707 of
Part II of this Agreement.
(d) In submitting plana 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 upon 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 Plana, and, in any event,
o later than the time specified therefor in Paragraph (e), Section 5 of Part 1
hereof, the Redeveloper shall submit to the Agency evidence satisfactory to the
Agency that the Redeveloper has the equity capital and commitments for mortgage
financing necessary for the construction of the Improvements.
SEC. 304. Approvals of Construction Plans aM Evidence of Financing 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, conditions precedent to the obligation of the Agency to
convey the Property tothe Redeveloper.
SEC. 305. Commencement and Completion of Construction of Improvements. The
Redeveloper agrees for itself, its s and assigns, and every ell
interest to the Property, o any part thereof, and the Deed shall contain acovenants
on the part of the Redeveloper for itself and such successors and assigns, that the
Redeveloper and such s and assigns shalt promptly begin and diligently
prosecute to completion a redevelopment of the Property through the construction
of the Improvements thereon, and that such construction shall in any event be be-
gun within the period specified in
such Section 4 of Part I hereof and be completed
within the period specified in such Section 4. It is intended and agreed, and the
Deed shall so expressly provide, that such agreements and covenants
shall be cove-
nants
ants r ing with the land and that they shall, in any event, and without regard
to technical classification or designation, legal or otherwise, and except only as
otherwise specifically provided in the Agreement itself, be, to the fullest extent
mm
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.es
SEC. 306. Progress Reports. Subeequent 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, mai a uch detail and at such times
as y reasonably
M
onably be requested by the Agency, as to eactual progress of the Re-
developer
with respect to such construction.
SEC. 307. Certificate of Completion.
(a) Promptly after completion of the Improvents in accordance with those
provisions of the Agreement relating solely to the obligations of the Redeveloper
-5-
to c t the Improvements (including the dates for beginning and completion
thereof),uthe Agency will furnish the Redeveloper with an appropriate instrument
so certifying. Such certification by the Agency shall be (and it shall be so Pre-
sided
ro-sided in the Deed and in the certification itself) a conclus ive determination of
satisfaction and termination Of the agreements and covenants in the Agreement and
the Deed with respect to the obligations of the Rede elope; and its auand
o
assigns, to construct the Improvements and the dates for the beginning andscomple-
tion thereof; Provided, that if there is upon the Property a mortgage insured o
held o Owned by the Federal Housing Administration and the Federal Housing Atl in-
Letxatioshall have determined that all buildings constituting a part of Che Im-
provements and covered by such mortgage a n fact, substantially completed i
accordancewith the Construction ?Long and are eady for occupancy, then, in such
the Agency add the Redeveloper shall accept the determination of the Federal
Housing Administration as to such completion of the construction of the Improvements
incc
oxdan with the Construction Flow, and, if the other agreementsand c e
ants in the Agreement obligating the Redeveloper i respect of theconstruction
completion of the Improvements have been fully satisfied, the Agency shall forth-
with leave lea certification provided for in this Section. 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 so provided in Part I hereof, the Redeveloper may convey or lease as the Improve-
ments to be constructed thereon are completed, the Agency will also, upon proper
completion of the Improvements 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 m and provide, (1) that any party
purchasing or leasing such individual part o[ parcel pursuant to the authorization
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
r to any other part or parcel of the Property; and (2) that neither the Agency n0
any other party shall thereafter have of be entitled to exercise with respect to
any such individual part or parcel so sold (o[ n she case of Lease, with respect
to the leasehold 'interest) any rights or remedies orcontrols that it may otherwise
have or be entitled to exercise with respect to the Property a Ault Of a de-
fault i or breach of any provisions of the Agreement or the Deed by the Redevelo-
per or any successor in interest o assign, unless (1) such default or branch be by
the pxucheaez at s lessee, or any successor in interest to or
tassign of such individ-
ual par r parcel with respect to the covenants contained taed and referred to in
Section 401 hereof, and (ii) the right, remedy or control relates to such default
or breach.
(c) Hach certification provided for in this Section 307 shall be in such
form as will enable it to be recorded 1n the proper office for the recordation of
deeds and other instruments pertaining t the Property, including theNed. 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-
ment, indicating in adequate detail to what respects the Redeveloper has failed CC
complete the Improvements in accordance with the provisions of the Agreement, Or is
Otherwise in default, and what measures or acts it will be necessary, in the
Winton of the Agency, for the Redeveloper to take or perform ciorder to obtain
such certification.
-6-
ARTICLE IV. RESTRICTIONS UPON USE CF PROPERTY
SEC. 401. Restrictions on Use The Redeveloper agrees for itself, and its
and assigns, and every successor in interest Co the Property. o any
part thereof, and the Deed shall contain s< ants On the part Of the Redeveloper
for itself, and such successors and assigns,, covenants
the Aadev¢Loper, and such succes-
sors and assigns, shall ce
(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, color, creed a 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. W2. Covenants' Binding Upon Successors in Interest' Period of Counties.
It is Intended end agreed, and the Need shall so expressly provide, that the agree-
ments and covenants provided in Section 401 hereof shall be covenants rnning with
the land and that they shall, in any event, and without regard to technical sliesf-
fication or designation, Legal or otherwise, and except only as otherwise 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
and assigns, the City and any successor in interest to the Property, o
any part t other
land r
any part thereof, and the ow of o t other land (or any interest re triM1 land) in
the ProjecDeclaration
Area which i tions, CO the land a States
the and restrictions the[Love of
the provided
in ion o£ Restrictions, and the Uvaere f), against
(an she < Redeveloper,
the c -
pmveded In subdivision assigns (b) every
Section sor in Inter st tot ehe Property,
or any and assigns and a the a party in to the Property, o any
successors a v successor in r
par[ thereof
perty O any part estthe therein, and any party en ed and ion
o occupancy Of
Me Property o any par[ thereof. I[ is feather intended end agreed that the agxa -
mentaffe t f covenant provided me subdivision until
(a) to Section
if 401 hereof
fe shall remain In
effect for the period re time, o chCtL [he date, specified an o referred to in
Section 6 of Part I hereof (at which time each agreement and c aoa1L t imnv-
ate) and that the remain
is a and covenants provided is subdivision tire
irn(b) of Section
401 hereof shalt r main effect without ling Cation as to time: Provided, that
such agreements and covenants shall be and eve on the Redeveloper teach p each
to interest ,ores Property, and every part thereof, and each party in
possession occupancy, respectively, only for such period a such successor
party shall part title to o n interest Is, sor pecified
possession o occupancy of, the
Property Or efID theing to
The visions o ' Urban
Renewal the Urban Renewal Planlanguage, am
e,
doth a referring Co pro of theend all Renewal Plan miler language,
an the Agreement shall include the land and all building, rt pertaining
to andsuch
other re-
quirements
-.
quiremencs a roe trictione of the Urban Renewal Plan pertaining Co eucM1 laM. n
SEC. 403. Agency add United States Rights to Enforce. In amplification, and
C in restriction,
iction, of the provisions of the preceding Section, it is intended and
agreed that the Agency and its s and assigns shall be deemed beneficiaries
v
of the agreements and covenants provided in Section 401 hereof, and the United
States shall be deemed abeneficiary of the covenant provided i 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 community 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 need shall so state) to[,
n 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 whathwe the
Agency or the United States has at any time been, remains, or is
an owner
of any
land o interest therein to or in favor of which such agreements and c nants
relate. The Agency shall have the right, In the event of any breach of any such
agreement or
covenant, and the United States shall have the right in the event of any
breach of the covenant provided in subdivision (b) of Section 40L hereof, to exercise
all the rights and remedies, and to maintain any actions or suite at law or in
equity or other proper proceedings to enforce the curing of such breach of agreement
or rant, to which it or any other beneficiaries of such agreement or covenant my
be entitled, but nothing herein contained shall obligate the Agency to institute or
prosecute such curative action.
SEC. 404. Advertising. The Redeveloper agrees for itself, its successors ani
signs, that during construction and thereafter the Redeveloper, and its s
and assigns shall include in all advertising for the sale o ental of the Property
statement to the effect (a) that the Property is open to all persons without dis-
crimination on the basis of race,colon, 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. PROHIRITI0N5 AGAINST ASSIGMAENT AND TRANSMR
SEC. 50L. Representations as to Redevelopment. The Redeveloper represents and
agree that its purchase of the Property, and its other undertakings pui the
Agreement, are, and will be Deed, for the propose of redevelopment of the Property
and not for speculation in land holding. no 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 aide 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 a transfer of the stock in the Redeveloper or of e
Substantial part 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 it
on-
trol of the Redeveloper or the degree thereof, In for practical
purposes a transfer or disposition of the Property then owned by the
Redeveloper,
the qualifications and identity of the Redeveloper, and Its stockholders, are of par-
ticular concern to the co®unity and the Agency. The Redeveloper further recognizes
that it is because of such qualifications and Identity that the Agency is entering
Inco the Agreement with the Redeveloper, and, in ss doing, is further willing to
accept and rely on the obligations of the Redeveloper for the faithful performance
of oil undertakings and covenants hereby by it to be performed without requiring in
addition a surety bond o similar undertaking for such performance of all undertak_ngs
and covenants in the Agreement.
-8-
SEC. 502. Prohibition Against Transfer of Shares of Stock; Binding gPow_Stock-
holders Individually. For the foregoing reasons, the Redeveloper repre eats and
agrees for itself, its stockholders, and any successor n interest of itself and tts
stockholders, respectively, that: Prior to completion of the Improvements as cer-
tified by the Agency, and without the price written approval of the Agency, (a)
there shall be no transfer by any party owing 30 per cent or more of the stock in
the Redeveloper (which term shall be deemed for the puritans of this and related pro-
visions to include successors in interest of such stock or any part thereof o
in-
terest therein), (b)ut ll any such owesuffer any such transfer to be made
he) n shall there be r be suffered to he by the Redeveloper, or by any Owner of
10 per cent ormore of the stock therein, any other similarly significant change to
the ownership of such stock or In the relative distribution thereof, or with respect
to theidentity of the parties in control of the Redeveloper or the degree thereof,
by any other method Or , whether by increased capitalisation, merger with
pother corporation, corporate or other amendments, issuance of additional o
stock o classification of stock r
o otherwise. With respectto this provision,W the
Redeveloper and the parties signing the Agreement on behalf of the Redeveloperepre-
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 for itself, and
its successors and assigns, than
(a) Except only
(1) by any of security for, and only for, (i) the purpose of obtaining
financing necessary to enable the Redeveloper any successor
interest to the Property, t any part thereof, to perform eits obn
ligationE with respect to making the Impro meats under the Agree-
ment,
gre -ment, and (ii) any other purpose authorizedbythe Agre rent, and
(2)as tany individual parts or parcels of the Property o which
the Imprweents to be constructed thereon have been completed,
and which, by the terms of the Agreement, the Redeveloper is
authorized to convey at lease as such Improvements arecempleted,
the Redeveloper (except authorized) has not made o created, and that it will
prior to the proper completlon of the Improvements as certified by the Agency,
make or create, t suffer to be made o ted, any total or partial sale, assign-
ment, Conveyance, or lease, o any treator power, or transfer In any other made c
farm of or with respect to the Agreement or the Property, or any part thereof or ary
interest therein or any contract or agreement to do any of the same, 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 m
struction of the Improvements,ma
the Redeveloper y enter into any agreement to sella
lease, o otherwise transferafter the i of such certificate, the property or
any part thereof or Interest therein, which agreement shall not provide for payment
Of o of the purchase price rent for the Property, or the part thereof
r the Interest therein to be so transferred, prior to the issuance of such cextifi-
Cate.
(b) The Agency shall be entitled to require, except as otherwise provided in
the Agreement. as coMftions to any such approval they
-9-
(1) Any proposed transferee shall have the qualifications and financial
responsibility, as determined by the Agency, necessary and adequate
to fulfill the obligations undertaken 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 relate to
such pert).
(2) Any proposed transferee, by instrument in writing satisfactory to
the Agency and in form recordable among the land records, shall,
for itself and its a and assigns, and expressly for the
benefit of the Agency, successors
erexpressly assumed all of the obliga-
tions 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 or
relates to part of the Property, such obligations, conditions, and
astrictions to the extent that they relate to such part): Pro-
vided, that the fact that any transferee of, orany ether successor
in interest whatsoever to the Property, o any part thereof,shall�
whatever the reason, not have assumed such obligations O agreed,
shall not (unless and only to the extent otherwise specifically
provided in the Agreement or agreed to in writing by the agency)
relieve or except such transferee oTof or from such ob-
Ligatione, conditions, o estrictionsOrsdeprive or limit the
Agency of or with respect to any rights or remedies or controls
with respect to the Property or the construction of the Improve -
wants; it being the intent of this, together with Other provisions
Of the Agreement, that (to the fullest extent permitted by taw and
equity and excepting only in the manner and to the extent specific-
ally provided otherwise in the Agreement) no transfer Of or change
with respect to ow rship in the Property or any part thereof, o
any interest therein, however
consummated c ing. and whethe-
voluntary or involuntary, shall operate, legally or practically,
O deprive or limit the Agency of or with respect to any rights or
remedies or
controls provided in or
resulting from the Agreement
with respect to the Property and theconstruction of the Improve-
ments that the Agency would have had, had there been n0 such trans-
fer or change.
(3) There shall be submitted to the Agency for review all instruments
and other legal documents Involved in effecting transfer; and if
approved by the Agency, its approval shall be Indicated to the
Redeveloper in writing.
(4) The consideration Payable for the trans fax by the transferee or on
Its behalf shall not exceed a mount representing the actual cost
(including carrying charges) to the Redeveloper of the Property (or
allocable to the part thereof Or interest therein trans fexred) am
the Improvements, if any, theretofore made thereon by It; it being
the intent of this provision to preclude assignment of the Agreemeat
r transfer of the Property (or any parte thereof ether 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 (add
-10-
is not canceled), the Agency shall be entitled t0 increase the Pur-
chase Price to the Redeveloper by the amount that the consideration
payable for theassignment or transfer is 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 theAgency.
(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, no such 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 to the construction of the Improvements, from any of its obligations
with respect thereto.
SEC. 504. Information as to Stockholders. In order to assist in the effectu-
ation of the purposes 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 [M1e Agency, (a) the Redeveloper will
Promptly notify the Agency of any and all changes whatsoever in the ownership of
stock, legal or beneficial, or of any other act or transaction involving or
resulting
In any change in the ownership of such stock or in the relative distribution thereof,
or with respect to the identity of the parties i control of the Redeveloper or the
degree thereof, of which it o any of its officerhave been notified or otherwise
have knowledge or Information and (b) the Redeveloper shall, at such time or times
as 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 the stockholders of the Redeveloper and the extent of their respective
holdings, and in the event any other parties have a beneficial interest to such stock
[heir and the extent of such interest, all as determined or indicated by the
records of mazes the Redeveloper, by specific inquiry made ty any such officer, of all pat -
[fes who on the basis of such records own 10 per cent or� of the stock in the
Redeveloper, and by such other knowledge or 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 thereafter on the anniversary of the date of the Deed
until the issuance ofnn
certificate of completionforrall the Property.
ARTICLE VI. MORT AGE FINANCINGS ALERTS OF MORTGAGEES
SEC. 601. Limitation Upon Encumbrances Of Property. Prior to [M1e completion of
the Improvements, as
certified by the Agency, neither the Redeveloper nor any su -
ceeamr in interest to the Property or any part thereof shall engage in any financing
any other transaction creating any mortgage o othev a umbraoce or lien upon the
or tronas creat [ nc
Property, whether
mad by expressagreement oProperoperatty,
O'_ leo, o enure[ o encumbrance
g
or lien to be made o attach
ac es the for making
sept for the purposeof obtaining
(a) funds only to I Can extent accessary t t mexceedeth Improvements Price
paid such ed-
detiorel funds, iE any, in he not not to exceed the Purchase Price paid by the the
Re-
developer to the Agency. The Redeveloper (or xeu a in other
larshalll notify the
Agency to advance of any financing, secured by mortgage o O[M1ez any par lien instru-
ment, it proposes to sneer into with respect to the Property, or any per[ thereof,
-11-
and in any event it shall promptly notify the Agency of any encumbrance or lien that
has been created on 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
(oz successor in interest), be divided into se ral parte or parcels, provided that
such subdivision, in the opinion of the Agency,,ais not inconsistent with the purposes
of the Urban Renewal Plan and the Agreement and is apps ved in writing by the Agency.
SEC. 602. Mortgagee Not Obligated to Construct. Notwithstanding any of the pro -
vicious of the Agreement, including but not limited to those which are
or a inten-
ded to be c nants 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 thereof, but
not including (a) any other party who thereafter obtal atitle to the Property o
such part from or trough such holder or (b) any other purchaser at foreclosure sale
other than the holder of the mortgage itself) shall in no wise be obligated by the
provisions of the Agreement to construct or complete tae improvements or to guarantee
such Construction or completion; nor shall any covenant 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 orauthorize any such holder to devote the Property o any part thereof t any
or to construct any improvements thereon, other than those uses or improvements
provided or permitted in the Urban Renewal Plan and in the Agreement.
SEC. 603. Copy of Notice of Default to Mortgagee. Whenever the Agency shall
deliver any notice or demand to to Redeveloper with respect to any breach or default
by the Redeveloper in its obligations vnante under the Agreement, ,he Agency
shall at the a time 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 to in Section 603 hereof, each such holder she 11 (insofar as the rights of the
Agency a concerned) have the right, at its option, to c medy such breach or
default (Or suchbreach or default to the atent that it relates to the part of the
Property c red by its mortgage) and to add the cost thereof to the mortgage debt
and the lien of its mortgage: Provided, that if the breach or default is with re-
spect to construction of the Impro,ements, nothing contained in this Section or any
other 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 con-
tinue the construction o completion of the Improvements (beyond the extent n axy
to co r protect Improvements o construction already made) without fixethav-
ing expressly assumed the obligation to the Agency, by written agreement satisfactory
o the Agency, to complete, in the e
manner provided in the Agreement, the Impxo ments
on 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 part thereof shall be entitled, written request made 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 certification shall, if so requested by
such holder, meaand provide that any remedies o rights with respect to recapture
of o reversion or eating of title to the Property that the Agency shall have o
be entitled to because of failure of the Redeveloper or any successor in Interest to
-12-
the Property, orany part thereof, to a evedy any default with respect to the
construction of the Improvements o other parts or parcels of the Property, or be -
sauce
Of any other default in or breach of the Agreement by the Redeveloper or such
shall not apply to the part or parcel of the Property to which such cer-
ti£icatlon relates.
SEC, 605. Agency'e Option to Pay Nor[ e Debt In any
where, subsequent to default or breacha by the Redeveloper (orrt in-
terest) under the Agreement, the holder of any mortgage on the Property or pa
thereof
(a) has, but does not ex , the option to construct o complete the im-
pxovements relating to Property or part thereof covered by its mort-
gage Or to which it has Obtained title, and such failure continues for
a period of sixty (60) days after the holder has been notified or in-
formed of the default or breach; o
(b) undertakes construction Or completion of the Improvements but does not
complete 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 for such construction or completion In the Agreement), and such
default shall not have beenred within sixty (60) days after written
demand by the Agency so todo,
the Agency shell (and every mortgage instrument made prior to completion of the Im-
provements with respect to the Property by the bad "eloper or successor In interest
shall so provide) have the Option of paying to the holder the amouat of the mortgage
debt and securing anassignment of the mortgage and the debt secured thereby,
the event Ownershipofthe Property (or part thereof) has vested i such holder in
by
way of foreclosure or action in lieu thereof, the Agency shall be entitled, at its
Option, c conveyance to it of the Property or part thereof ( as the c may be)
upon payment t -,ch holder of am amount
equal to the s of; (i) the mortgage debt
at the time of foreclosure or action inlieu thereof (less all appropriate credits
including those resulting from collection and application of rentals and other in-
come
creceived during foreclosure proceedings); (11) all expenses with respect to the
for(III) the net expense, if any (exclusive of general C erhead), incurred
by such holder n and a a directr cult of the subsequent management of the Property;
(iv) the costs of any Improvements made by such holder and (v) an amount equivalent
to the interest that would have
rued on the aggregaten
of such amounts had all such
amounts become part of the mortgage debt and such debt had continued in existence.
SEC. 606. Agency's option to Cure Mortgage Default_ In the event of a default
r breach prix to the completion of the Improvements by the Redeveloper,any suc-
cessor
interest, in a of any of its obligations under and to the holer of anynt
mortgage Cr other instrument creating a ncumbraace or 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, i addition a and without limitation upon any otherrights
or remedies to which it shall be entitled by the Agreement, Waterloo of law, o
Otherwise, to reimbursement £tom the Redeveloper o r in interest of all
oats and expensesu
incurred by the Agency In curing such default or breach and to a
lien upon the Property (or the part thereof to Which the mortgage,¢umbrance, 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 the Agreement.
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SEC. 607. Mortgage and Holder. Por the purposes of the Agreement: The term "mort-
gage' shall include a deed of trust or other instrument creating an
¢ ncumbrance or
lien upon the Property, o day part thereof, a security for a loan.the term
n
"Holder" reference to a mortgage shall includee
any i r guarantorof any
obligation or condition secured by such mortgage or deed softrust, including, but
not limited to, the Federal Housing Commissioner, the Administrator of Veterans Af-
fairs, and any successor In office of either such official.
ARTICLE VII. REMEDIES
SEC. 701. In General. Except as otherwise provided in the Agreement, the
event of any default i r breach of the Agreement, o any of Its terms o onditicns
by either patty hereto, or any successor to Such party, such party (or successor)
shall, upon written notice from the other, proceed immediately to c remedy
such default or breech, and, in any event, within sixty (60) days aftereceipt of
such notice. In case such action is not taken n not diligently pursued, or the de-
fault or breach shalt not be cured or remedied within a reasonable time, the aggrie-
ved party may institute such pre eedingaemay be necessary or desirable n its
Opinion to cu and remedy such default or breach, including, but not limited to,
proceedings to compel specific performance by the party in default or breach of its
obligations.
SEC. 702. Termirmtion by Redeveloper Prior
o Con In the event that
(a) the Agency does not tender conveyance of the Property or possession thereof
in the =once and condition and by the date provided in the Agreement,fled
any such failureshall 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 Plana satisfactory
to the Agency, furnish evidence satisfactory to the Agency that it has
been nable after and despite diligent effort for a period of sixty (60)
days after approval by the Agency of the Construction Plane, to obtain
mortgage financing for the construction of the Improvements on a basis
and on terms that would generally be considered satisfactory by builders
or contractors for improvements of the nature. and type provided In such
Construction Plana, and the Redeveloper shall, after having submitted such
evidence and 1f so requested by the A3emy, continue to make diligent ef-
forts to obtain such financing for a period of sixty (60) days after suci
request, but without success,
then the Agreement shall, at the option of the Redeveloper, be terminated by written
notice thereof to the Ajency, and, except with respect to the return of the Deposit
s provided in Paragraph (e), Section 3 of Part I hereof, neither the Agency no
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
(e) prior to conveyance of the Property to the Redeveloper and in violation
Of the Agreement
(1) the Redeveloper (or any successor in interest) assigns orattempts
to assign the Agreement or any rights therein, or in the Property, or
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(if) there in any change in the ownership or distribution of the stack
of the Redeveloper or with respect to the identity of the parties
in control Of the Redeveloped or the degree thereof; or
(b) the Redeveloper does not submit Construction Plana, as required by the
Agreement, or (except as excused under subdivision (b) of Section 702
hereof) evidence that 1t has the n mo
ary equity capital and mortgage
financing,age
satisfactory form, and in the manner
and by the dates re
spectively 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 the Agency,
then the Agreement, and any rights of the Redeveloper, any assignee r transferee,
n 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 as
Its property without say deduction, off-
set o recoupment whatsoever, and neither she Redeveloper (ox assignee or'transferee)
c the Agency shall have any further rights against or liability to the other under
the Agreement.
SBC. 704. Revesting Title in Agency Upon Happening of Event Subsequent to Ccn-
verance to Redeveloper In the event that subsequent to conveyance of the Property
or any part thereof to the Redeveloper and prior to completion Of the Improvements
as certified by the Agency
(a) the Redeveloper (or successor in interest) shall default i violate its
obligation with respecttoo the construction of the Improvements (including
the nature and the dates for the beginning and completion thereof), or
shall abandon or substantially suspend construction work, and any such de-
fault, violation, abandonment a suspension shall not be cured, ended, o
remedied within three (3) months (six (6) months, if the default is wi.h
aspect to the date for completion of the Improvements) after written do-
mand by the Agency so to do; or
(b) the Redeveloper (orcx In interest) shall fail to pay real estate
taxes o r
the Property o any part thereof when due, o
shall piece sthereon sany encumbrance or Lien unauthorized by the Agreement,
or shall suffer any levy o attachment to be made p any matexialmav s
meechan • lien o any other unauthorized encumbrance or lien t ach,r
and such taxes or assessments shall not base been paid or the encumbrance
or lie removed or discharged 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, to iolation 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 Redeveloper, 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,
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then the Agency shall have the right to re-enter and take possession of the Property
and to terminate (and rooter in the Agency) the estate conveyed by the Deed to the
Redeveloper, it being the intent of this provision, together with other provisions
of the Agreement, that the conveyance of the Property to the Redeveloper shell [be
made upon, and that the Deed shall contain, a condition 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 -
ore on the part of the Redeveloper to remedy, end or abrogate such default, failure,
violation or other action or fraction, 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 inter-
ests of the Redeveloper, and any assigns or successors in interest to and in the
Property, shall revert to the Agency: Provided. that Such condition subsequent and
any revealing of title as a result thereof in the Agency
(L) shall always be subject to and limited by, and Shall not defeat, gentler
valid, or limit in any way, (i) 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 mortgagee; and
(2) shall not apply to individual parte or parcels of the Property (or, in the
case of parts or parcels Leased, the leasehold interest) on which the Im-
prwements 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 307 hereof.
SEC. 705. Resale of Reacquired Property: Disposition of Proceeds. Upon the
re-
eating 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, One
Its beat efforts to resell the Property or partthereof (subject to such mortgage
liens and leasehold interests as in Section 704 set forth and provided) as soon and
In such Penner as the Agency shall find feasible and consistent with the objectives
of such law and of the Urban Renewal Plan to a qualified and xeaponsible party o
parties (as determined by the Agency) ago will assume the obligation of making o
cmpleting the Improvements or uch 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 Renewal Plan. Upon such resale of the Property,
the proceeds thereof shall be applied;
(a) First, to imburse the Agency an Its own behalf or n the behalf of the
City for all casts and expenses incurred by the Agency, including but not
limited to salaries of pers ouneI in connection with the recapture, man-
agement and resale of the Property or part thereof (but leas any income
derived by the Agency from the Property or part thereof in connection with
such management); all taxes, a ent$ and water and s charges with
respect to the Property or part thereof (or n the event the Property is
xempt from taxation or
assessment o Such charges during the period of
Ownership thereof by the Agency. , if paid, equal t such taxes,
assessments o charges (as determined by the City assessing official) a
would have been payable if the Property were not soexempt); any payments
made ornecessary to be made to discharge any encumbrances or liens exist-
ing ontheProperty or part thereof at the time of revesting of title
-16-
thereto in the Agency or to discharge or prevent from attaching of being
made any subsequent encumbrances or Liens due to obligations, defaults o
acts of the Redeveloper, its successors r transferees; any expenditures
made o obligations i red with respect to the making o completion of
the Improvements o any part [hereof on the Property or part thereof; and
any amounts otherwise owing the Agency by the Redeveloper and its across -
sera or transferees; and
(b) Second, to reimburse the Redeveloper, its s r transferee, up to
u
the amount equal to (1) the a of the purchase price paid by it for the
Property (or allocable to the part thereof) and the cash actually invested
by it in making any of the Improvements on the Property or part thereof,
less (2) any gains or income withdrawn or made by it it= the Agreement
or the Property.
Any balance remaining after such retmbrusemen[a shall be retained by the Agency as
its property.
SEC. 706. Other Rights and Remedies of Agency; No Waiver by Delay. The Agency
Shall have the right to Joe titute such actions or proceedings as it may deem desir-
able for effectuating the purposes of this Article VII, including also the right to
execute and record or file among the public land records in the office in which the
Deed isrcorded a written declaration of the termite tion of all the right, title and
Interest of the Redeveloper, and (except for such individual parts or parcels upon
which construction of that part of the improvements required to be constructed there-
on hen been completed, in accordance
ordance with the Agreement, and for which a certificate
of completion as provided in Section 307 hereof Is to he delivered, and subject to
such mortgage liens and leasehold interests as provided 1v Section 704 hereof) its
successors in interest and assigns, to the Property, and the revesting of title
thereto in the Agency: Provided, that any delay by the Agency in instituting or ec
pro-
seducing
Ia act
ysuch ions or proceedings s otherwise asserting its rights under this
operate as a waive[ of such rights or to deprive it of or limit
such rights in any way (it being the intent of this provision that the Agency should
not be constralned (so 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, Lacher
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 fact
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
respect to any other defaults by the Redeveloper under this Section orwith respect
to the particular default except to the extent spec ific�lly waived In writing.
SEC. 707. Enforced Delay In Performance for Causes Beyond Control of Party.
For the purposes of any of the provisions of the Agreement, neither the Agent
the Redevelo c no
per, as the c may be, n any au n respect
to shall be -
the Property
er bleach ed ve defaulopmente in its beginning ns and
with completion to the prepaconstruction
of
he
Imp Improvements
fox redevelopment o the thereto,
inn and event of on of c ns delay in of the
perfov ncea or such
obligations
progress in aspect thereto, se the event of enforced delay in the
without its of such vnegligence dna to unforeseeable causes beyond its control and
of
its fault o acts torn Federal
but n acts of t to, aces of God, atm
of the public enemy, acts of the restrictions,
s, strikes, arca of ems ocher party, Fiala,
floods, epidemics, quarantine reatziccions, ¢talk¢ a, freight embargoes and unusually
-17-
severe weather or delays of subcontractors due to such c it being the purpose
and intent of this provision that in the event of the eccurrence
of any such enforced
delay, the time or times for performance of the obligations of the agency with re-
spect
to the preparation of the Property for redevelopment orof the Redeveloper with
aspect to construction of the Improvements, a a
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 in writing, and of the cause or causes thereof, and requested an ex-
tension for the period of the enforced delay.
SEC. 708. Rights and Remedies Cumulative. The rights and remedies of the par-
ties to the Agreement, whether provided by law or by the Agreement, shall be -
lative, and the exercise by either party of any one or were of such remedies shall
not preclude the exercise by it, at the same
r different tines, of any other such
remedies for the same default or breech or of 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,time thereof, a any obligation of the other party
or any conditto its ownmanner
under theAgreementshall be considered a
waiver of any rights of the party making the w withrespectto the particular
obligation of the other party o condition to its can obligation beyond those expres-
sly waived In writing and to the extent thereof, or a waiver in any respect to [e
gard to any other rights of the party making the waiver or any other obligati one of
the other party.
SEC. 709. Party in Position of Surety With Respect to Obligations. The Rede-
veloper, far itself and its a and assigns, and for all other personswho
are or who shall become, whether by express or implied assumption or otherwise,
liable upon or subject to any obligation or burden uncer the agreement, hereby
waives, to the fullest extent permitted by Law and equity, any and all claims o
defenses otherwise or whether by agreement ooperation of law, including, withouo
Limitation on the generality of the foregoing, any and all claims and defenses beat -
upon extension of time, Indulgence or modification of terms of contract.
ARTICLE VIII. MISCELLANEOUS
SEC. 801. Conflict of Interests: Agency Representatives Not Individually
r
Liable. No member, official o employee of the Agency shall have any personal in-
terest, direct or indirect, in the Agreement. nor
Shall any such member, official or
employee participate in any decision relating to the Agreement which affects his
personal Interests or the interests of any corporation, partnership o n in
which he is, directly or indirectly, interested. No member,nr
officialor, employee of
the Agency shall be personally liable to the Redeveloper, or any s inter-
est, in the event of any default or breach by the Agency or for any amount which any
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:
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(a) The Redeveloper will set discriminate against any employee or applicant
for employment because of race, creed, solar or national origin. The Re-
developer will take affirmative action to ensure that applicants are em -
played and that employees are treated during employment without regard to
their race,
creed, color o national origin Such action shall include
but not be limited to the fallowing: employment, upgrading, demotion a
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 post in conspicuous
places available to employees and applicants for employment notices to be
Pros idedby the Agency setting forth the provisions of this nondiscrimina-
tion clause.
(b) The Redeveloper will, in all solicitations a- advertisements for employees
placed by or on behalf of the Redeveloper, state that all qualified appli-
ants 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 a collective bargainingment or other
contract or understanding, a notice, to be provided, advising the labor
union rworkers' representative of the Redeveloper's commitments under
Section 202 of Executive Order 1L246 of September 24, 1965, and shall pest
copies of the notice i conspicuous places available to employees and ap-
plicants fox employment.a
(d) The RedeveLoper will comply with all provisions of Executive Order 1124E of
September 24, 1965, and of the rules, regulations and relevant orders of
the Secretary of Labor.
(e) The Redeveloper will furnish all information and reports required by Execu-
tive Order 11246 of September 24, 1965, and ey the rules, regulations and
orders of the Secretary Of Labor or the Secretary of dousing and Urban be-
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 ompliance with the nondiscrimination
e
clan t
of this Section, o with any of the said rules, regulations or
data, my Agreement y bee celed, terminated or
suspended in whole or in
part and the Redeveloper my be declared ineligible for further Government
contracts or federally assisted construction contracts In accordance with
proceduresauthorized in Executive Order 11D 6 of September 24, 1965, aad
uch other sanctions may be imposed and remedies invoked as provided i
Executive Order 11246 of September 24, 1965, or by rule, regulation or
order of the Secretary of Labor, or as otherwise provided by Saw.
(g) The Redeve Loper will include the provisions of paragraphs (a) through (a)
of this Section in every contract or purchase order, and will require the
inclusion of these provisions in every subcontract entered into by any of
its contractors, unless exempted by rules regulations or orders of the
Secretary of Labor issued pursuant to Rection, 204 of Executive Order 11246
of September 24, 1965, so that such provisions will be binding upon each
such contractor, subcontractor or vendor, as the case may be. The Redevel-
oper will take such action with respect to any construction contract, Sub-
contract or purchase order as the Agency or the Department of Housing and
-19-
Urban Development may direct aprovisions, of enforcing such -
eluding sanctions for n compliance; Provided, however, that intheevent
the Redeveloper become involved in, or is threatened with, litigation
with a subcontractor or vendor as
result of such direction by the Agency
r the Department of Housing and Urban Development, the Redeveloper may
request the United States t0 enter into such litigati On to protect the in-
terests of the United States. For the purpose of including such provisions
in any construction contract, subcontract, or purchase order, s required
hereby, the first three lines of this Section Shall be changed to read
"During the performance of this Contra", the Contractor agrees as fol-
lova:", and the term "Redeve Loper" shall be changed to 'Contractor."
SEC. 803. Provisions Not Morass With Deed. None of the provisions of the
Agreement are intended to or shall be merged by reason of any deed tranaherring
title to the Property from the Agency to the Redeveloper or any successor in interest
and any such deed shall hot be deemed to affect or Impair the provisions and cove-
nants of the Agreement.
SEC. 806. Titles of Articles and Sections. Any tithes of the several pares-
Articles
ar,
Articles and Sections of the Agreement are inserted for convenience of reference only
and shall be disregarded in construing or interpreting any of its provisions.
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