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limited by applicable bankruptcy, insolvency, moratorium and other principles <br />relating to or limiting the rights of contracting parties generally. <br />6.2.3 Compliance with Law. Buyer is required to carry <br />out the development of the Project in conformity with all applicable laws, <br />including all applicable building, planning and zoning laws, including any <br />historic property regulations and environmental laws. <br />6.3 Natural Hazard Zone Disclosure. No later than seven (7) business days <br />prior to the Property Approval Date, the Seller will, at its sole cost and expense, provide Buyer <br />with a Natural Hazard Zone Disclosure required by applicable law. <br />6.4 Buyer and Seller Cooperation. Buyer shall submit plans for the <br />development of the Property to Seller, and Seller, in its capacity as the City within which the <br />project is located, will make the determination as to the required entitlements based upon Buyer's <br />proposed plans. Buyer may then process and obtain the Project Entitlements through Seller in its <br />capacity as the City within which the Project Entitlements is located. Nothing in this Agreement <br />shall be deemed to be a prejudgment or commitment with respect to exercise of governmental <br />discretion with regard to such items, nor a guarantee that such approvals or permits will be granted <br />at all or within any particular time or with or without any particular conditions. <br />7. Destruction/Condemnation of Property; Other Notices. In the event that all or any <br />portion of the Property is damaged or destroyed by any casualty under the provisions of applicable <br />law after the Effective Date but prior to the date of Closing, Seller shall give Buyer immediate <br />written notice of the same. <br />Indemnification. <br />8.1 Obligations. Seller shall indemnify Buyer and Buyer shall indemnify Seller <br />against any wrongful intentional act or negligence of the Indemnitor. Buyer shall also indemnify <br />Seller against any and all of the following: (a) any damage to the Property caused by the <br />Investigations of the Property by Buyer; and (b) any accident, injury or damage whatsoever caused <br />to any person in or on the Property by Buyer prior to the Closing. Notwithstanding anything to <br />the contrary in this Agreement, no Indemnitor shall be required to indemnify any Indemnitee to <br />the extent of the Indemnitee's wrongful intentional acts or negligence. <br />8.2 Limitation on Liability of the Seller. Following the Close of Escrow, the <br />Buyer is and shall be responsible for operation of the Property, and the Seller shall not be liable <br />for any injury or damage to any property (of the Buyer or any other person) or to any person <br />occurring on or about the Property, except to the extent caused by the Seller's wrongful intentional <br />act or negligence. <br />8.3 Strict Liability. The indemnification obligations of an Indemnitor shall <br />apply regardless of whether liability without fault or strict liability is imposed or sought to be <br />imposed on one or more Indemnitees. <br />8.4 Independent of Insurance Oblieations. Buyer's indemnification obligations <br />under this Agreement shall not be construed or interpreted as in any way restricting, limiting, or <br />-12- <br />