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f R, all Other Governmental Agencies, including but not limited to, those agencies referred to in Exhibit B-3 of this Agreement. FiC. It is the intent of this Paragraph C that in reviewing and acting on Reserved Discretionary Approvals and Implementation Actions by County, County shall note and require, as applicable and to its satisfaction, compliance with requirements to obtain approvals and/or permits from other agencies (other than County)having jurisdiction over the Property, in whole or in part. It is not intended that the.County by virtue of this Paragraph C will assert jurisdiction (� not otherwise available to it under the Existing Approvals and this Agreement with respect to t matters under the exclusive jurisdiction of Other Governmental Agencies. RD. To the extent that Developer may dispute or contest Exactions imposed by Other Governmental Entities ("Disputed Exactions"), and if Developer is otherwise entitled to the adoption of a Reserved Discretionary Approval or Implementation Action by County, County may adopt such Reserved Discretionary Approval or Implementing Action by County subject to Developer's right to contest such Disputed Exactions, subject to the following conditions that shall be conditions of County's action(whether or not expressly stated as a condition to that Faction): 1. In all events Developer shall comply with all lawfully imposed Exactions Rof Other Governmental Entities within the time and manner required by said Exactions; and 2. Developer shall defend, indemnify and hold harmless the County from all Fattorneys' fees, costs, expenses and claims for liability or damages incurred by County in the event legal actions are brought over said Disputed Exactions or County's adoption of a Reserved fiDiscretionary Approval or Implementation Action involving said Disputed Exactions. III. CONDITIONS OF DEVELOPMENT; SPECIAL DETERMINATIONS REQUIRED A. In addition to other findings and conditions as may be deemed applicable,no Reserved Discretionary Approval or Implementation Action by County for the planning or development of the Property or any part thereof shall be approved unless the reviewing authority either: (1)makes the following determinations where applicable; or(2) expressly waives such determinations, in whole or in part, as not applicable to the Property or part thereof or the ' required approval, and stating the reasons therefore with such waiver and the reasons therefore appearing in the record or document of approval. For purposes of this Section III, "Property" shall mean that portion of the Property covered by the particular application or action being Fi considered by the County. The determinations required hereunder need not be separately stated for each Reserved Discretionary Approval and Implementation Action by County but may be included as part of other Reserved Discretionary Approvals and Implementation Actions by County, or may be satisfied by a general determination that the action is consistent with the terms of this Development Agreement and any applicable Subsequent Development Agreement. These determinations are: W02-SRFM61481145.2 Exhibit C I