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mortgaged, hypothecated, assigned, or transferred to persons for <br />development by them in accordance with the provisions of this First <br />Amended and Restated Development Agreement. Upon assignment or <br />transfer of the rights of Owner under this First Amended and Restated <br />Development Agreement, the obligations of Owner and the transferee or <br />assignee shall be joint and several. Should the Project be developed as or <br />later converted to condominiums, individual condominium unit buyers shall <br />not have any liability or obligation pursuant to this First Amended and <br />Restated Development Agreement. <br />4.3 Amendment or Cancellation of First Amended and Restated <br />Development Agreement. This First Amended and Restated <br />Development Agreement may be amended from time to time or cancelled <br />by the mutual consent of the Parties, but only in the manner required by <br />Government Code Section 65868. As used within this First Amended and <br />Restated Development Agreement, the terms "Agreement" and "Original <br />Agreement" shall include any amendment properly approved executed. <br />4.4 Enforcement. Notwithstanding Government Code Section 65865.4, this <br />First Amended and Restated Development Agreement is enforceable by <br />either Party in any manner provided by law. The remedies provided in <br />Section 7.4 shall not include, and City shall not be liable for, any action in <br />damages or any costs or attorney's fees resulting from any dispute, <br />controversy, action or inaction, or any legal proceeding arising out of this <br />First Amended and Restated Development Agreement. <br />4.5 Indemnification by Owner. Owner agrees to and shall indemnify, defend <br />(through its own counsel) and hold City, its officers, agents, employees, <br />consultants, and representatives harmless from liability for damages, <br />attorneys' fees, restitution, judicial or (to the extent legally possible) <br />equitable relief arising out of claims for personal injury, including health, <br />and claims for property damage, which may arise from construction <br />activities with respect to the Project by the Owner or their contractors, <br />subcontractors, agents, employees, or other persons acting on their <br />behalf. Owner further agrees to indemnify, defend (through its own <br />counsel) and hold City, its officers, agents, employees, consultants, and <br />representatives harmless from any Litigation, as hereinafter defined. For <br />purposes of this paragraph, "Litigation" shall mean any lawsuit, action or <br />cross - action, challenging the validity of this transaction, the Project as <br />defined in Section 2.9, or any portion thereof or the rights of either party <br />hereunder and /or the rights of either party to engage in the acts and <br />transactions contemplated by this First Amended and Restated <br />Development Agreement. Notwithstanding any other provision of this First <br />067619A5448832v5 8 <br />75A -29 <br />