Agmt 2007 Estabrook Senior Housing LP etc

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Developer; provided however, if the default is of a nature that it cannot be cured within 30 days, a Developer Event of Default shall not arise hereunder if Developer commences to cure the default within thirty (30) days and thereafter prosecutes the curing of such default with due diligence and in good faith to completion and in no event later than ninety (90) days after receipt of notice of the default or such longer period as the City and Agency may allow. 10.2 Agenc o~ r City Default. An event of default on the part of Agency ("Event of Agency or City Default") shall arise hereunder if Agency or City fails to keep, observe, or perform any of its covenants, duties, or obligations under this Agreement, and the default continues for a period of thirty (30) days after written notice thereof from Developer to Agency or City, or in the case of a default which cannot with due diligence be cured within thirty (30) days, Agency or City fails to commence to cure the default within thirty (30) days of such notice and thereafter fails to prosecute the curing of such default with due diligence and in good faith to completion. 10.3 Agency's and Ci~'s Right to Terminate Agreement. If an Event of Developer Default shall occur and be continuing beyond any applicable cure period, then Agency and City shall, in addition to other rights available to it under law or this Agreement, have the right to terminate this Agreement. If Agency and/or City makes such election, Agency and/or City shall give written notice to Developer and to any mortgagee entitled to such notice specifying the nature of the default and stating that this Agreement shall expire and terminate on the date specified in such notice, and upon the date specified in the notice, this Agreement and all rights of Developer under this Agreement, shall expire and terminate. 10.4 Agency's and City's Remedies and Ri hg is Upon an Event of Developer Default. Upon the occurrence of an Event of Developer Default and the expiration of any applicable cure period, Agency and City shall have all remedies available to them under law or equity, including, but not limited to the following, and Agency and City may, at their election, without notice to or demand upon Developer, except for notices or demands required by law or expressly required pursuant to this Agreement, the Regulatory Agreement, or the Agency Documents or City Documents, exercise one or more of the following remedies: (a) Accelerate and declare the balance of the Agency Note and City Note and interest accrued thereon immediately due and payable; (b) Seek specific performance to enforce the terms of this Agreement, the Regulatory Agreement, or the Agency Documents or City Documents; (c) Foreclose on the Property pursuant to the Agency Deed of Trust or City Deed of Trust; (d) Pursue any and all other remedies available under law to enforce the terms of the this Agreement, the Regulatory Agreement, and the Agency Documents and City Documents and Agency's and City's rights thereunder. ~s6o~o-a 33