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REV: 07-08-26 MI other of any such challenges. Developer shall assist and cooperate, at its expense, with City in connection with any such challenges. (c) In any action at law or equity or other legal or administrative proceeding arising out of or relating to this Agreement, or Developer’s proposal to develop the Proposed Project, or City’s review, evaluation, consideration, proceeding or disposition of Developer’s proposal to develop the Proposed Project, including but not limited to any Developer Processing Challenge or any other challenge, neither City nor Developer shall be entitled to damages or other remedies or relief except as expressly set forth in this Agreement. Permitted remedies shall include mandatory or injunctive relief, writ of mandate, specific performance or termination of this Agreement, or a claim for reimbursement of unexpended funds and advanced by Developer to City. Without limiting the generality of the foregoing, neither City nor Developer shall be liable under any circumstances for any direct, indirect, special, compensatory, consequential, punitive or exemplary damages, regardless of whether the claim for damages is based on contract, tort, statute or other basis of liability. (d) Indemnification Survives Termination. The rights and obligations set forth in this Section 5.08 shall survive termination of this Agreement. Section 5.09. Amendment of this Agreement. This Agreement may be amended from time to time, in whole or in part, only by written amendment executed by the Parties. Section 5.10. Authority. The individuals executing this Agreement represent and warrant that they have the legal power, right and actual authority to bind Developer to the terms and conditions of this Agreement. Section 5.11. This Agreement may be executed in two (2) duplicate originals, each of which is an original, but all of which taken together is considered one and the same instrument. Section 5.12. Electronic Signatures. Electronic signatures may be used in place of original signatures on this Agreement. Each Party intends to be bound by the signatures on the electronic document, is aware that the other Parties will rely on the electronic signatures, and hereby waives any defenses to the enforcement of the terms of this Agreement based on the use of an electronic signature. After all Parties agree to the use of electronic signatures, all Parties must sign the document electronically. Section 5.13. Entire Agreement. This Agreement constitutes the complete and exclusive agreement between City and Developer as to the matters contained herein, and supersedes and cancels any prior or contemporaneous oral or written understanding, promises, or representations with respect to the matters covered herein. (Signature page follows) ATTY/AGR.2026.190/10 Twin Dolphin Drive Property Owner LLC (Page 8 of 9)