Redevelopment Project Proposal

REDEVELOPMENT PROJECT PROPOSAL

Client Name:    Developer Name:

Project Title:

Project Address:

Recitals

WHEREAS, Client Name: owns, controls or otherwise has legal authority with respect to the parcel and improvements located at the Project Address described above; and

WHEREAS, Developer Name: has represented technical, financial and managerial capability to undertake redevelopment, and the parties desire to set forth the proposal and basic terms under which the Developer will perform redevelopment work described herein.

NOW, THEREFORE, in consideration of the mutual covenants contained in this Proposal, the parties agree as follows.

Scope of Work

Payment Terms

Total Project Fee:    Deposit Due on Execution:

Invoices are due within days of receipt. Late payment shall incur a late fee of or the maximum allowed by governing law, whichever is less.

All payments shall be made to Developer Name: by check or electronic transfer as agreed in writing.

Term and Termination

Term Commencement Date:    Estimated Substantial Completion Date:

Either party may terminate this Proposal for cause upon material breach by the other party that remains uncured after days written notice. Either party may terminate for convenience upon days prior written notice, subject to payment for work performed through the effective date of termination and reimbursement for non-cancelable obligations.

Termination for insolvency, suspension of work, or abandonment shall be effective immediately upon written notice and shall not relieve the terminating party of obligations accrued prior to termination.

Confidentiality

Each party shall hold in confidence and not disclose to any third party confidential information of the other party except as required by law or as necessary to perform the obligations under this Proposal. Confidential information shall include non-public financial, technical and business information disclosed in connection with the Project but shall not include information that is or becomes publicly known without breach, is independently developed, or is rightfully received from a third party not subject to a confidentiality obligation.

Confidentiality obligations shall continue for years following termination or completion of the Project, unless otherwise agreed in writing.

Insurance and Risk Allocation

Developer shall maintain commercial general liability, automobile liability, workers' compensation and professional liability insurance as applicable to the scope of work, naming Client as an additional insured where appropriate. Developer is responsible for risk of loss and damage to work in progress until substantial completion, except to the extent caused by Client's negligence.

Governing Law

This Proposal and any agreement formed pursuant to it shall be governed by and construed in accordance with the laws of the State of without regard to its conflicts of law principles. Venue for disputes shall be exclusively in the state or federal courts located within that state.

Representations, Warranties and Compliance

Each party represents and warrants that it has full power and authority to enter into this Proposal and to perform its obligations hereunder, and that performance will comply with all applicable laws, codes, regulations and permits. Developer warrants that services will be performed in a workmanlike manner consistent with industry standards.

Entire Agreement

This Proposal, and any documents expressly incorporated herein by reference, constitute the entire agreement between the parties with respect to the subject matter and supersede all prior negotiations, proposals and communications, whether written or oral. No amendment or modification shall be effective unless in writing and signed by authorized representatives of both parties.

Additional Provisions

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