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(d) CALIFORNIA CIVIL CODE SECTION 1542 NOTWITHSTANDING, IT <br />IS THE INTENTION OF THE DEVELOPER TO BE BOUND BY THE LIMITATION ON <br />DAMAGES, RECOVERY AND REMEDIES SET FORTH IN THIS SECTION 12, AND THE <br />DEVELOPER HEREBY RELEASES ANY AND ALL CLAIMS AGAINST THE CITY FOR <br />MONETARY DAMAGES, MONETARY RECOVERY OR OTHER LEGAL OR EQUITABLE <br />RELIEF RELATED TO ANY BREACH OF THIS AGREEMENT, EXCEPT RECEIPT OF THE <br />LIQUIDATED DAMAGES AMOUNT, WHETHER OR NOT ANY SUCH RELEASED <br />CLAIMS WERE KNOWN OR UNKNOWN TO THE DEVELOPER AS OF THE EFFECTIVE <br />DATE OF THIS AGREEMENT. THE DEVELOPER SPECIFICALLY WAIVES THE <br />BENEFITS OF CALIFORNIA CIVIL CODE SECTION 1542 AND ALL OTHER STATUTES <br />AND JUDICIAL DECISIONS (WHETHER STATE OR FEDERAL) OF SIMILAR EFFECT <br />WITH REGARD TO THE LIMITATIONS ON DAMAGES AND REMEDIES AND WAIVERS <br />OF ANY SUCH DAMAGES AND REMEDIES CONTAINED IN THIS SECTION 12. <br />(e) NOTWITHSTANDING ANYTHING IN THIS AGREEMENT TO THE <br />CONTRARY, IN THE EVENT OF A BREACH BY DEVELOPER, DEVELOPER SHALL NOT <br />BE LIABLE OR RESPONSIBLE TO CITY FOR ANY LOST OR FOREGONE TAX <br />REVENUES, ECONOMIC OR COMMUNITY BENEFITS, FEES, CHARGES, OR ANY <br />OTHER AMOUNT. THE PARTIES ACKNOWLEDGE THAT IT IS EXTREMELY <br />DIFFICULT AND IMPRACTICAL TO ASCERTAIN THE AMOUNT OF DAMAGES THAT <br />WOULD BE SUFFERED BY THE CITY UPON THE BREACH OF THIS AGREEMENT BY <br />THE DEVELOPER. HAVING MADE DILIGENT BUT UNSUCCESSFUL ATTEMPTS TO <br />ASCERTAIN THE ACTUAL DAMAGES THE CITY WOULD SUFFER UPON THE BREACH <br />OF THIS AGREEMENT BY ANOTHER PARTY, THE PARTIES AGREE THAT A <br />REASONABLE ESTIMATE OF THE CITY'S TOTAL DAMAGES IN SUCH EVENT IS THE <br />LIQUIDATED DAMAGES AMOUNT. RECEIPT OF THE LIQUIDATED DAMAGES <br />AMOUNT SHALL BE THE CITY SOLE AND EXCLUSIVE REMEDY ARISING FROM ANY <br />BREACH OF THIS AGREEMENT BY THE DEVELOPER. NOTWITHSTANDING THE <br />FOREGOING, IF DEVELOPER'S BREACH IS A FAILURE TO MAINTAIN THE INITIAL <br />OR ADDITIONAL DEPOSIT REQUIRED BY THIS AGREEMENT, IN ADDITION TO THE <br />LIQUIDATED DAMAGES DEVELOPER SHALL REIMBURSE THE CITY FOR THE <br />ACTUAL INCURRED STAFF TIME AND THIRD PARTY CONSULTANT TIME <br />EXPENDED ON THE PROJECT PRIOR TO THE DATE OF TERMINATION. <br />Initials of Authorized <br />Representative of City <br />11. Default. <br />of Developer <br />(a) Failure or delay by any Party to perform any material term or provision of <br />this Agreement shall constitute a default under this Agreement. If the Party who is claimed to be <br />in default by another Party cures, corrects or remedies the alleged default within fifteen (15) <br />calendar days after receipt of written notice specifying such default, such Party shall not be in <br />default under this Agreement. The notice and cure period provided in the immediately preceding <br />sentence shall not, under any circumstances, extend the Negotiation Period. If there are less than <br />200-11 <br />