section 8.12. disputes. the developer and the city waive any right which either may have to contest, and shall not take any action to challenge, the other's authority to enter into, perform or enforce the agreement or to carry out the development program or the validity or enforceability of this agreement, the district or the development program. subject to the provisions of sections 1.5, 3.4 and 5.4 hereof, the city and the developer shall each utilize their respective best efforts to uphold the district, the development program, this agreement and the city's authority to enter into this agreement and the validity and enforceability of the districts, the development program and this agreement, including without limitation opposing, to the extent permitted by law, any litigation or proceeding challenging such authority, validity or enforceability. the city and the developer both covenant and agree that (except as provided in section 3.1 hereof) the assumptions, analyses and results set forth in this agreement shall in no way prejudice the rights of either party or be used, in any way, by either party in either presenting evidence or making argument in any dispute which may arise in connection with valuation of the existing property or the land level facility. section 8.13. arbitration. any dispute arising under this agreement or under the development program shall be resolved by arbitration. the parties shall use best efforts to agree on an arbitrator and rules of arbitration. if agreement is not reached within forty-five (45) days, the dispute shall be resolved by arbitration in accordance with the rules of the american arbitration association.
in witness whereof, the city and the developer have caused this agreement to be executed in their respective corporate names and their respective corporate seals to be hereunto affixed and attested by the duly authorized officers, all as of the date first above written.
witness: aaa
/s/ _________ by: /s/ _________
_____________
/s/ _________ by: /s/ _________
_____________
witness: bbb corporation
/s/ _________ by: /s/ _________
exhibit a
request for payment
the undersigned (the 'developer') does hereby request payment in the amount of $ _________ from the aaa out of the developer subaccount of the project cost account established under the development program of the bbb municipal development district and tax increment financing district #1 and the bbb municipal development district and tax increment financing district #2 and does hereby certify to the aaa that the amount requested will be used to pay project costs as that term is defined in chapter 207 of title 30-a of the _________(address) revised statutes, as follows: [check applicable provisions]