Agenda - City of Santa Monica

acknowledges that an Estoppel Certificate may be relied upon by any Property
Transferee, Secured Lender or other party.
15.7 Time. Time is of the essence for each provision of this Agreement of
which time is an element.
15.8 Excusable Delays.
15.8.1 In addition to any specific provisions of this Agreement, nonperformance
by Developer of its obligations under this Agreement shall be excused when
it has been prevented or delayed in such performance by reason of any act, event or
condition beyond the reasonable control of Developer (collectively, “Excusable Delays”)
for any of the following reasons:
(a) War, insurrection, walk-outs, riots, acts of terrorism,
floods, earthquakes, fires, casualties, acts of God, or similar grounds for excused
performances;
(b) Governmental restrictions or moratoria imposed by the City
or by other governmental entities or the enactment of conflicting State or Federal laws or
regulations;
(c) The imposition of restrictions or moratoria by judicial
decisions or by litigation, contesting the validity, or seeking the enforcement or
clarification of, this Agreement whether instituted by Developer, the City or any other
person or entity, or the filing of a lawsuit by any Party arising out of this Agreement or
any permit or approval Developer deems necessary or desirable for the implementation of
the Project;
(d) The institution of a referendum pursuant to Government
Code Section 65867.5 or a similar public action seeking to in any way invalidate, alter,
modify or amend the ordinance adopted by the City Council approving and implementing
this Agreement;
(e) Inability to secure necessary labor, materials or tools, due
to strikes, lockouts, or similar labor disputes; and
(f) Failure of the City to timely perform its obligations
hereunder, including its obligations under Section 7.2 above.
15.8.2 Under no circumstances shall the inability of Developer to secure
financing be an Excusable Delay to the obligations of Developer.
15.8.3 In order for an extension of time to be granted for any Excusable
Delay, Developer must deliver to the City written notice of the commencement of the
Excusable Delay within sixty (60) days after the date on which Developer becomes aware
of the existence of the Excusable Delay. The extension of time for an Excusable Delay
shall be for the actual period of the delay.
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