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Developer's obligation to indemnify as set forth in this Agreement shall extend to loss or <br />damage, expenses, injuries, death to any person, damage to real or personal property, claim, <br />demand, suit, action, judgment, settlement, reasonable attorney's fees, costs, or proceedings of <br />any kind that, are discovered or accrue, either before or after the termination of this Agreement. <br />Notwithstanding the foregoing, Developer shall not be required to indemnify and hold <br />harmless Agency or the City for liability attributable to the active negligence or intentional <br />misconduct of Agency or the City or any of their boards, officers, employees, representatives or <br />agents. <br />603. Enforced Delay; Extension of Times of Performance. In addition to specific <br />provisions of this Agreement, performance by either party hereunder shall not be deemed to be in <br />Default, and all performance and other dates specified in this Agreement shall be extended, <br />where delays or Defaults are due to causes beyond the control or without the fault of the party <br />claiming an extension of time to perform, which may include: war; insurrection; strikes; <br />lockouts; riots; floods; earthquakes; fires; casualties; acts of God; acts of the public enemy; acts <br />of tei7orism; epidemics; quarantine restrictions; freight embargoes; lack of transportation; <br />governmental restrictions or priority; litigation; unusually severe weather; inability to secure <br />necessary labor, materials or tools, delays of any contractor, subcontractor or supplier; acts or <br />omissions of the other party; acts or failures to act of the City or any other public or <br />governmental agency or entity (other than the acts or failures to act of the Agency which shall <br />not excuse performance by the Agency). Notwithstanding anything to the contrary in this <br />Agreement, an extension of time for any such cause shall be for the period of the enforced delay <br />and shall commence to run from the time of the commencement of the cause, if notice by the <br />party claiming such extension is sent to the other party within thirty (30) days of the <br />commencement of the cause. Times of performance under this Agreement may also be extended <br />in writing by the mutual agreement of Agency and Developer. Notwithstanding any provision of <br />this Agreement to the contrary, the lack of funding to complete the Improvements shall not <br />constitute grounds of enforced delay pursuant to this Section 603. <br />604. Transfers of Interest in Sites or Agreement. <br />604.1 Prohibition. The qualifications and identity of the Developer are of <br />particular concern to the Agency. It is because of those qualifications and identity that the <br />Agency has entered into this Agreement with the Developer. For the period commencing upon <br />the date of this Agreement and until the expiration of the use and operations covenants which are <br />set forth in Section 401 hereof, no voluntary or involuntary successor in interest of the Developer <br />shall acquire any rights or power under this Agreement, nor shall the Developer make any total <br />or partial sale, transfer, conveyance, assignment, subdivision, refinancing or lease of the whole <br />or any part of the Sites or the Improvements thereon without prior written approval of the <br />Agency, except as expressly set forth herein. Any proposed total or partial sale, transfer, <br />conveyance, assignment, subdivision, refinancing or lease of the whole or any part of the Sites or <br />the Improvements will entitle the Agency to its right of re-entry and revesting as set forth in <br />Section 505 hereof. <br />604.2 Permitted Transfers. Notwithstanding any other provision of this <br />Agreement to the contrary, Agency approval of an assignment of this Agreement or conveyance <br />37 EXHIBIT 4 <br />