RDA Agmt 2001 Lavery California Dealership Properties No. 1 LLC

Home

or demand. Each such holder shall (insofar as the rights of the Agency are concerned) have the right, but not the obligation, at its option, within ninety (90) days after the receipt of the notice or demand (or after the lender obtains possession of the Property if necessary), to cure or remedy or commence to cure or remedy any such default or breach and to add the cost thereof to the security interest debt and the lien on its security interest. The Agency hereby agrees not to exercise any of its rights under Section 4.06, 6.04 or 7.01 until each such holder is afforded its rights under this paragraph. Nothing contained in this Agreement shall be deemed to obligate such holder to undertake or continue the construction or completion of the Improvements unless the lender at its sole option assumes in writing the Developer's obligations to the Agency relating specifically to construction of such Improvements under this Agreement. The holder or its successors or assigns in that event must agree to complete, in the manner provided in this Agreement, the Improvements. Any such person properly completing such Improvements pursuant to this paragraph shall assume all rights and obligations of Developer under this Agreement to construct the Improvements and shall be entitled, upon written request made to the Agency, to a Certificate of Completion from the Agency. 2.04 Failure of Holder to Complete Improvements. In any case where, if after default by the Developer in completion of construction of the Improvements under this Agreement, the holder of record of any mortgage, deed of trust or other security interest creating a lien or encumbrance upon the Property, having first exercised its option to construct, has not proceeded diligently with construction for a period of six (6) months, subject to enforced delays, the Agency shall be afforded those rights against such holder which it would otherwise have against Developer under this Agreement. 2.05 Right of Agency to Cure. In the event of a default or breach by the Developer of a mortgage, deed of trust or other security instrument prior to issuance of a Certificate of Completion for the Improvements, and if the holder has not, within sixty (60) days after receiving notice of said default or breach, exercised its option to complete the Improvements, the Agency may cure such breach of default. 2.06 Holder to be Notified. The Developer, for itself, its successors and assigns hereby warrants and agrees that the substance of this Article Two dealing with security financing and rights of holders shall be either inserted into the relevant deed of trust or mortgage or acknowledged by the holder prior to its coming into any security right or interest in the Property. 2.07 Modifications to Agreement. The Agency shall not unreasonably withhold its consent to modifications of this Agreement requested by Developer's lender or lenders provided such modifications do not alter the Agency's substantive rights and obligations under this Agreement. Agency agrees, any time and from time to time, upon not less than twenty Disposition and Development Page 25 of 32 Agreement (Lavery California Dealership Properties No. 1 LLC)