6D(6) Brownfields Grant Agreement - former RR property south of Studebaker Stamping

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any conflict which may not be so resolved, the terms and conditions of the Cooperative Agreement shall control. 17. Miscellaneous. 17.1. No delay or failure of the City shall affect such right, power or privilege; nor shall any single or partial exercise thereof or any abandonment or discontinuance of steps to enforce such a right, power or privilege affect such right, power or privilege. The rights and remedies of the City hereunder are cumulative and not exclusive. Any waiver, permit, consent or approval of any kind of the City of any breach or default hereunder, or any such waiver of any provisions or conditions hereof, must be in writing and shall be effective only to the extent set forth in writing. 17.2. The Commission shall not assign or attempt to assign directly or indirectly, any of its rights under this Agreement or under any instrument referred to herein without the prior written consent of the City. The Commission shall not assign all or any portion of the Property made the subject of this Agreement without the prior written consent of the City. 17.3. This Agreement is not intended to create or vest any rights in any third party or to create any third party beneficiaries. 17.4. All amendments to this Agreement shall be in writing and signed by both parties hereto. 17.5. It is expressly understood that a failure or delay on the part of the Commission in the performance, in whole or in part, or any of the terms of this Agreement, if such failure is attributable to an Act of God, fire, flood, riot, insurrection, embargo, emergency or governmental orders, regulations, priority, or other limitations or restrictions, or other similar unforeseen causes beyond the reasonable control of such party, the failure or delay shall not constitute a breach or Event of Default under this Agreement; however, the Commission shall use its best effort to insure that the Remediation Work is completed in a reasonable time without unnecessary delay. 17.6. The provisions of this Agreement shall inure to the benefit of and be binding upon the parties hereto and their respective successors and assigns. 17.7. No failure of either party to exercise any power or right given it hereunder or to insist on strict compliance by the other party with its obligations hereunder, and so custom of practice of the parties at variance with the terms hereof shall constitute a waiver of the other party's right to demand at any time exact compliance with the terms hereof. 17.8. Any notice, consent, waiver, request or other communications required or permitted to be given under this Agreement shall be in writing and shall be deemed given (a) on the same day if delivered personally, (b) 3 business days after mailed if delivered by certified or registered mail, return receipt requested, postage prepaid, (c) one (1) business day after dispatched if dispatched by nationally recognized overnight delivery service, or (d) on the same day if sent by telecopier (subject to obtaining a confirmation receipt), in any event, address to the party's address as follows: 13