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ATTACHMENT A Planning Approvals required for the Development; provided, that nothing in this Agreement shall be construed to compel the City to approve or make any particular findings with respect to such CEQA documentation. The Developer shall provide such information about the Development as may be required to enable the City to prepare or cause preparation and consideration of any CEQA-required document, and shall otherwise generally cooperate with the City to complete this task. Section 2.13 Progress Reports. From time to time as reasonably agreed upon by the parties, each party shall make oral or written progress reports advising the other party on studies being made and matters being evaluated by the reporting party with respect to this Agreement and the Development. Section 2.14 Reimbursement for Predevelopment Expenses; Predevelopment Fee. (a) Predevelopment Expenses. During the Negotiating Period the Developer will incur third party expenses related to the Predevelopment Activities (the "Predevelopment Expenses"). If: (i) a DDA has not been executed by the City and the Developer by the expiration of the Negotiating Period (as such may be extended) and the parties agree to terminate this Agreement, or (ii) this Agreement is terminated prior to the end of the Negotiating Period not due to the fault of either party pursuant to the terms of this Agreement, or (iii) the City is in default under this Agreement and the Developer elects to terminate this Agreement pursuant to Section 3.6(b)(1)(i)below (each, a "Termination Event"), the City agrees to reimburse the reasonable Predevelopment Expenses, as set forth in Exhibit B, incurred by the Developer. (b) Predevelopment Fee. In addition, if any Termination Event occurs, the City shall pay the Developer a fee of$51,376 Dollars (the "Predevelopment Fee"), as set forth in Exhibit B, for the performance of the Predevelopment Activities. (c) Work Product. Upon reimbursement of the Predevelopment Expenses, the Developer shall assign to the City any and all rights the Developer has acquired in reports, studies, plans and drawings prepared by third parties for the Development for which the Developer is reimbursed by the City. (d) Any fee paid by City shall be on a time and material basis not to exceed the amounts included in Exhibit B. Payment will be made upon receipt and City approval of Developer's invoice. Payment shall be made within thirty (30) days of receipt of Consultant's invoice and approval by the City. Section 2.15 Indemnity, Hold Harmless and Insurance. (a) Developer shall defend, indemnify, and hold harmless, the City and its officers, agents and employees from and against all claims, losses, damage, injury, and liability for damages arising from, or alleged to have arisen from, errors, omissions, negligent or wrongful acts of the Developer in the performance of its services under this Agreement, regardless of whether the City has reviewed or approved the work or services which has given rise to the claim, loss, damage, injury or liability for damages. This indemnification shall extend 6