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demonstrated good faith compliance with the terms and con- ditions of this Agreement. If the City Council finds that neveloper has complied, the annual review shall be deemed concluded. If the City Council finds and determines that Developer has not complied in good faith with the terms and conditions of this Agreement for the year under review, the City Council may issue a written notice of noncompliance ("Notice of Noncompliance") specifying in detail the grounds therefor and all facts demonstrating such noncompliance such that Developer may address the issues raised in the Notice of Noncompliance on a point-by-point basis. Developer shall have thirty (30) days to respond in writing to the Notice of Noncompliance. If, after receipt of the Developer' s re- sponse or the passage of the thirty (30) day response period, the City Council, at a public hearing, finds and determines, on the basis of substantial evidence, that the Developer and/or any successor in interest thereto has not complied in good faith with terms or conditions of the Agreement or PUD, the City Council may terminate, amend or modify the Agreement. 9. 4 Remedies . 9. 4. 1 Specific Performance . Unless amended or termi- nated by mutual consent of Developer and City, this Agree- ment is specifically enforceable by either party. Notwith- standing anything to the contrary herein, the parties hereto 13.