RDA Agmt 2001 Lavery California Dealership Properties No. 1 LLC

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Such written notices, demands and communications may be sent in the same manner to such other addresses as the affected Party may from time to time designate with notice given in the manner provided in this Section 3.01. The failure of either Party to send a courtesy copy notice to the other Party's counsel noted above shall not invalidate any notice sent by such Party. 3.02 Conflict of Interests. No member, official or employee of the Agency shall make any decision relating to this Agreement which affects his or her personal interests or the interests of any corporation, partnership or association in which he or she is directly or indirectly interested. 3.03 Non -Liability of Agency Officials, Employees and Agents. No member, official, employee or agent of the Agency or the City shall be personally liable to the Developer, or any successor in interest, in the event of any default or breach by the Agency or for any amount which may become due to the Developer or successor or on any obligation under the terms of this Agreement. 3.04 Enforced Delay. In addition to specific provisions of this Agreement which are expressly subject to Enforced Delay, performance by either Party hereunder shall not be deemed to be in default where delays or defaults are due to war; insurrection; strikes; lock -outs; riots; floods; earthquakes; fires; casualties; acts of God; acts of the public enemy; epidemics; quarantine restrictions; freight embargoes; lack of transportation; governmental restrictions (excluding those imposed by the Agency or the City) or priority; litigation (including suits filed by third parties concerning or arising out of this Agreement or suits challenging approvals by the City of the development of the Improvements on the Property); weather or soils conditions which will necessitate delays; inability to secure necessary labor, materials or tools; delays of any contractor, sub -contractor or supplier; acts of the other Party; acts or failure to act of any public or governmental agency or entity (other than the acts or failure to act of the Agency); or any other causes beyond the control or without the fault of the Party claiming an extension of time to perform. The Party claiming such extension shall endeavor to send written notice of the extension to the other within thirty (30) days from the commencement of the cause, but the failure to send such notice shall not vitiate the Enforced Delay. Times of performance under this Agreement may also be extended in writing by the Agency and the Developer by mutual agreement of Developer and the Executive Director unless the Executive Director, in his discretion, refers the matter of extension to the Agency Board of Directors. 3.05 Inspection of Books and Records. The Agency has the right at all reasonable times to inspect on a confidential basis the books, records and all other documentation of the Developer pertaining to its obligations under this Agreement. The Developer also has the right at all reasonable times to inspect the books, records and all other documentation Disposition and Development Page 27 of 32 Agreement (Lavery California Dealership Properties No.1 LLC)