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6 <br />related regulatory processes, provided, however, that the Commission will not be required to <br />expend any money in connection therewith. <br />5.4 Public Announcements, Press Releases, and Marketing Materials. The <br />Commission hereby agrees to coordinate all public announcements and press releases relating to <br />the Project with the Developer. <br />SECTION 6. COOPERATION IN THE EVENT OF LEGAL CHALLENGE. <br />6.1 Cooperation. In the event of any administrative, legal, or equitable action or other <br />proceeding instituted by any person not a party to this Agreement challenging the validity of any <br />provision of this Agreement, the Parties shall cooperate in defending such action or proceeding to <br />settlement or final judgment including all appeals. Each Party shall select its own legal counsel <br />and retain such counsel at its own expense, and in no event shall the Commission be required to <br />bear the fees and costs of the Developer’s attorneys nor shall the Developer be required to bear the <br />fees and costs of the Commission’s attorneys. The Parties agree that if any other provision of this <br />Agreement, or this Agreement as a whole, is invalidated, rendered null, or set aside by a court of <br />competent jurisdiction, the Parties agree to be bound by the terms of this Section 6.1, which shall <br />survive such invalidation, nullification, or setting aside. <br />SECTION 7. DEFAULT. <br />7.1 Default. Any failure by either Party to perform any term or provision of this <br />Agreement, which failure continues uncured for a period of thirty (30) days following written <br />notice of such failure from the other Party, shall constitute a default under this Agreement. Any <br />notice given pursuant to the preceding sentence shall specify the nature of the alleged failure and, <br />where appropriate, the manner in which said failure satisfactorily may be cured. Upon the <br />occurrence of a default under this Agreement, the non-defaulting Party may (a) terminate this <br />Agreement, or (b) institute legal proceedings at law or in equity (including any action to compel <br />specific performance) seeking remedies for such default. If the default is cured within thirty (30) <br />days after the notice described in this Section 7.1, then no default shall exist and the noticing Party <br />shall take no further action. <br />7.2 Reimbursement Obligation. In the event that the Developer fails (a) to complete <br />the Project by the Mandatory Project Completion Date, or (b) to expend the full amount of the <br />Private Investment by the Mandatory Project Completion Date, then upon the written demand of <br />the Commission, the Developer will repay the Commission One Hundred Fifty Percent (150%) of <br />the portion of the Funding Amount expended by the Commission in furtherance of the Local Public <br />Improvements as of the date of the Commission’s demand. <br />7.3 Force Majeure. Notwithstanding anything to the contrary contained in this <br />Agreement, none of the Parties shall be deemed to be in default where delays in performance or <br />failures to perform are due to, and a necessary outcome of, war, insurrection, strikes or other labor <br />disturbances, walk-outs, riots, floods, earthquakes, fires, casualties, acts of God, acts of terrorism, <br />restrictions imposed or mandated by governmental entities, enactment of conflicting state or <br />federal laws or regulations, new or supplemental environments regulations, contract defaults by <br />third parties, or similar basis for excused performance which is not within the reasonable control