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4. GENERAL PROVISIONS. 4.1 Property S1IbJeet to die Åp'eemeat. Until released pumwtt to the provisions of Section 83 below, no property sbaIl be released from this A¡reement until Property Owner bas mDy performed its obliptioas arising out ortbe A¡reement. 4.2 Durado. 9' Acreemeøt The tam of this Agreement shall for seven years; provi~ however tbatthe Owøor may request one two-year en=osiOtl Û'Om the Executive Director of the P1amùng and BuiIdiDI Â.fI!IMY. whichroquest shall not be unreasonably denied. Noðùng herein shall be deemed to apply, however, to faturediscretionary acts re1atod to the Project, as set fOlth in ExhibitD, which Owner hu not obtained as oftbe effective date oflbis Agrcement.or changes in the Project proposed by Owner during the term oftbis Agreement incooaisCent with die Prc-ExiIting Approval Bntitlements. 4.2.1 TotH1I8 ofAgreemeBt Burial Foree Majeure Evat. Perfotmaøce by Owner or the City shaU not be deemed to be in default, and pedbuuancc and the œrm. of the Development A¡reemeDt shall be toned. where delays or deØu1ts are due to existenœ of a Foree Majeure. Any such tolling shall_tend only for the duration of the cause of the delay. Bach party claiming a Force Majeure shall. wi11ùn thirty (30) ofctiscovery of a claimed Force MaPue, , notify the other party in writing of the Porœ Majeure and its claimed duration. 4.3 AØpmft!llt. Owner shall have the right to transfer or assipthe Property, in whole or in part, to any person, entity (public or private), partDaShip, joint VCIItute, linn or cotparlÛOn at any time during the term of this Agreement; provìded,. however, tho rights of Owner under this A¡reemcnt may not be tønsfmed or aui¡ned un10u tho written consoat oCtile Council is first obtained and any ttansfer or assignment of the rights under this Agreement shalt inc1udein writing the assumption of the duties, obligations, and liabilities arising ftom this Agreement if the City grants written consent to transfer the rights. Nor sba1l the tights of the Owner hereunder be subj~t to ~cmt by attachment, execution, or proceedings under any provi$ion of the Ban1aup1cy Act, and any such assignment or transfer shall be who11y void and of no foœe and effect unless such written consent thereto be obtained ftom the Council. Such transfer Or assignment sball not rolieveOwn~ of any duty, obligation or liability to City without the consent of the City. Owner may assip it rights, duties and obligations under this Agreement to an entity controlled fifty..one percent (S 1 %) by Michael F. Harrah without the City's approv~, but only upon written notice to the City. , During the tenn oftbis A¡recment, any approved assignee or transferee orthe rights under this Agreement shall observe and perfonn all orthe duties and obligations of Owner contained in this A¡reement as such duties and obligations pertain to thcportion of the Property transferred or assigned. A:t1y and aU approved successors and assignees of Owner shall have an of the same ri~benefits. duties, obligations, and tiabilities of Owner under this Agreement. If the Property is subdivided, any subdivided parcel maybe sold, mortgaged, bypothecate<4 assigned. or transferred to, persons for development by them in accorc:iançe with the provisions of this Agreement. Upon assignment. or transfer of the rights of Owner under this Agreement, the obligations of Owner and the transferee or assignee shall be joint and several. Ordinance No. NS-2656 Page 8 of 45 "'-".,,; :