|
10.1 Pro~m~w Own~'s Ri~,ht to Mortgage. In conjunction with an encumbrance of the
<br />Property with a Mortgage, Property Owner has the right to create or allow one or more
<br />Mortgages affecting Property Owner's interes~ in this Agreement, the other Project Approvals or
<br />the Property and to assign any or all of Property Owner's rights as security for the Mortgage, all
<br />upon tbe condition that the fights acquired under each such Mortgage shall be subject and
<br />subordinate to this Agreement and the other Project Approvals, and to all of City's rights and
<br />interest in and arising from this Agreement and the other Project Approvals, to the extent
<br />applicable to the mortgaged interests. None of the terms, covenants, conditions, or restrictions of
<br />this Agreement or the other Project Approvals shall be deemed waived by City by reason of the
<br />rights given to Property Owner to Mortgage an interest in this Agreement, the other Project
<br />Approvals or the Property.
<br />
<br /> 10.2 Notice to City of Mort~ale. If Prop,my Owner enters into a Mortgage of any part
<br />of the Property, this Agreement or the other Project Approvals, Property Owner shall provide,
<br />and shall cause to be provided by the Mortgagee, to the City notice of the proposed Mortgage,
<br />the identity of the proposed Mortgagee, and the interests to be subject to the proposed Mortgage.
<br />Property Owner shall give such notice in advance of the closing date of the Mortgage transaction
<br />or recordation of the Mortgage, whichever occurs sooner. In any event, Property Owner shall
<br />promptly notify' City of the lien of any Mortgage that has been created on or attached to the
<br />Property.
<br />
<br /> 10.3 Morti, so~'c_. Not Obligated to Construct. Notwithstanding anything to the contrary
<br /> containcd in this Agreement (including, without limitation, those provisions that are or are
<br /> intended to be covenants running with the land), a Mortgagee, including any Mortgagee who
<br /> obtains title to the Property or any portion thereof as a result of foreclosure proceedings or
<br /> conveyance or other action in lieu thereof, or other remedial action, shall not be obligated or
<br /> have a duty under this Agreement or the other Project Approvals to construct or complete any
<br /> improvements or to guarantee their construction or completion, or to perform any other
<br /> obligations hereunder solely because of the Mortgagee holding a Mortgage or other interest in
<br /> the Property, this Agreement or the other Project Approvals. The foregoing provisions shall not
<br /> bc applicable to any other party who, after such foreclosure, conveyance, or other action in lieu
<br /> thereof, or other remedial action, obtains title to the Property or such part from or through such
<br /> Mortgagee, or any other purchaser at a foreclosure sale other than the Mortgagee itself. A breach
<br /> of any obligation secured by any Mortgage or other lien against the Mortgaged interest or a
<br /> foreclosure under any Mortgage or other lien shall not by itself defeat, diminish, render invalid
<br /> or unenforceable, or otherwise impair the obligations or fights of Property Owner under this
<br /> Agreement or the other Project Approvals. Subject to the provisions of the first sentence of this
<br /> Section 10.3, any person, including a Mortgagee, who acquires title to all or any portion of the
<br /> mortgaged property by foreclosure, trustee's sale, deed in lieu of foreclosure, or otherwise, shall
<br /> succeed to all of the rights and obligations of Property Owner under this Agreement and the
<br /> other Project Approvals, and shall take title subject to all of the terms and conditions of this
<br /> Agreement and the other Project Approvals. Nothing in this Agreement or the other Project
<br /> Approvals shall be deemed or construed to permit or authorize any such holder to devote any
<br /> portion of the Property to any uses, or to construct any improvements, other than the uses and
<br /> improvements provided for or authorized by this Agreement and the other Project Approvals.
<br />
<br />~5690/~49375v5 - 27 - 0~04/00
<br />
<br />
<br />
|