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34 <br /> <br />substantially change the uses or construction permitted on the Property, or materially or <br />substantially add to the costs incurred or to be incurred by the City as specified herein, or <br />materially or substantially reduce the revenue earned or to be earned by City, and such <br />amendments, further agreements, interpretations, and/or waivers may include extensions of time <br />to perform as specified in the DDA Schedule of Performance. All other material and/or <br />substantive amendments, agreements, interpretations or waivers shall require the consideration, <br />action and written consent of the City Council. Notwithstanding the foregoing, the City Manager <br />shall maintain the right to submit to the City Council for consideration or action any matter under <br />the City Manager’s authority if the City Manager desires to do so. The City Manager may <br />delegate some or all of his or her powers and duties under this Agreement to one or more <br />management level employees of the City. <br />6.8. Technical Amendments. City agrees to reasonably consider and approve <br />interpretations and/or technical amendments to the provisions of this Agreement that are required <br />by lenders for the acquisition and construction of the improvements on the Property or any <br />refinancing thereof, and to otherwise cooperate in good faith to facilitate Developer’s <br />negotiations with lenders. <br />ARTICLE VII <br />DEFAULT, REMEDIES AND TERMINATION <br />7.1. Events of Default. Subject to any extensions of time by mutual consent of the <br />Parties in writing, and subject to the provisions of Section 11.2 hereof regarding permitted delays <br />and a Mortgagee’s right to cure pursuant to Section 10.3 hereof, any failure by either Party to <br />perform any material term or provision of this Development Agreement (not including any <br />failure by Developer to perform any term or provision of any other Project Approvals) shall <br />constitute an “Event of Default,” (i) if such defaulting Party does not cure such failure within <br />ninety (90) days (such ninety (90) day period is not in addition to any ninety (90) day cure period <br />under Section 5.5, if Section 5.5 is applicable) following written notice of default from the other <br />Party, where such failure is of a nature that can be cured within such ninety (90) day period, or <br />(ii) if such failure is not of a nature which can be cured within such ninety (90) day period, the <br />defaulting Party does not within such ninety (90) day period commence substantial efforts to <br />cure such failure, or thereafter does not within a reasonable time prosecute to completion with <br />diligence and continuity the curing of such failure. <br />Any notice of default given hereunder shall specify in detail the nature of the failures in <br />performance that the noticing Party claims constitutes the Event of Default, all facts constituting <br />substantial evidence of such failure, and the manner in which such failure may be satisfactorily <br />cured in accordance with the terms and conditions of this Development Agreement. During the <br />time periods herein specified for cure of a failure of performance, the Party charged therewith <br />shall not be considered to be in default for purposes of (a) termination of this Development <br />Agreement, (b) institution of legal proceedings with respect thereto, or (c) issuance of any <br />approval with respect to the Project. The waiver by either Party of any default under this <br />Development Agreement shall not operate as a waiver of any subsequent breach of the same or <br />any other provision of this Development Agreement.