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5.1.3 If an order for relief against Developer shall be,entered in any involuntary case under the
<br /> any Bankruptcy Law, or if the petition commencing an involuntary case against Developer or proposing
<br /> reorganization of Developer under any Bankruptcy Law shall be filed in and approved by any court of
<br /> competent jurisdiction and not be discharged or denied within sixty (60) days after filing, or if a
<br /> proceeding or case shall commence in any court of competent jurisdiction seeking aid or liquidation, the
<br /> organization, dissolution, winding up or adjustment of debts of Developer, or the appointment.of a
<br /> receiver, custodian, trustee, United States Trustee, or liquidator or (other similar official) of Developer
<br /> or of any substantial portion of Developer's property, or any similar relief as to Developer pursuant to
<br /> any Bankruptcy Law, and any such proceeding or case shall continue undismissed, or an order,
<br /> judgment or decree approving any or ordering any of the foregoing shall be entered and continued
<br /> unstayed and in effect for thirty (30) days.
<br /> 5.2 Remedies for Town. If there is an Event of Default by Developer, Town may, in addition to
<br /> any and all other remedies available to it at law or in equity terminate this Agreement upon written
<br /> notice to Developer.
<br /> 5.3 Default by Town. The occurrence of any of the following events shall constitute an Event of
<br /> Default by Town hereunder:
<br /> 5.3.1 If Town fails in any material respect' 'to observe or perform any covenant, condition,
<br /> agreement or obligation hereunder, and shall fail to cure, correct or remedy such material default_within
<br /> thirty (30) .days after the receipt of written notice thereof, unless such failure cannot be cured by the
<br /> payment of money and cannot With due diligence be cured within a period of thirty (30) days, in which
<br /> case such failure shall not be deemed to.continue if the Town proceeds promptly and with due diligence
<br /> to cure the failure and diligently completes the curing thereof, but in no event shall such extended cure
<br /> period extend beyond ninety (90) days;
<br /> 5.3.2 If Town shall be adjudicated bankrupt or be declared insolvent under any Bankruptcy Laws
<br /> or if Town shall (a) apply for or consent to the appointment of, or the taking of possession by, or any
<br /> receiver, custodian, trustee, United States Trustee, or liquidator (or other similar official) of Town or of
<br /> any substantial portion of Town's property, or (b) generally not pay its debts as they become due, admit
<br /> in writing its inability to pay its debts generally as they become due, or (6) make a general assignment
<br /> for the benefit of its creditors, or (d) file a petition commencing a voluntary case or seeking to take
<br /> advantage of any Bankruptcy Law; or
<br /> 5.3.3 If an order for relief against Town shall be entered in any involuntary case under any
<br /> Bankruptcy Law, or if the petition commencing An involuntary case against Town or proposing
<br /> reorganization of Town under any Bankruptcy Law shall be filed in and approved by any court of
<br /> competent jurisdiction and not be discharged or denied within sixty (60) days after filing, or if a
<br /> proceeding or case shall commence in any court of competent jurisdiction seeking aid or liquidation, the
<br /> organization, dissolution, winding up or adjustment of debts of Town, or the appointment of a receiver,
<br /> custodian, trustee, United States Trustee, or liquidator or (other similar official) of Town or of any
<br /> substantial portion of Town's property, or any similar relief as to Town pursuant to any Bankruptcy
<br /> Law, and any' such proceeding or case shall continue undismissed, or an order, judgment or decree
<br /> approving any or ordering any of the foregoing shall be entered and continued unstayed and in effect for
<br /> thirty(30) days.
<br /> 5.4 Remedies for Developer. If there is an Event. of Default by Town, Developer may, in
<br /> addition to any and all other remedies available to-it at law or in equity terminate this Agreement upon
<br /> written notice to Town.
<br /> KH 557741.1 5
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