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so amended, identifying the amendments, and (iii)the requesting Party is not known to be in
<br /> default in the performance of its obligations under this Agreement, or if in default, to describe
<br /> therein the nature and amount of any such defaults. At a Party's request,the certificate shall also
<br /> contain a statement of the nature and amount of any claims or charges of the other Party actually
<br /> known to exist with respect to the Property. A Party receiving a request hereunder shall execute
<br /> and return such certificate within thirty (30) days following the receipt thereof, unless the
<br /> County, in order to determine the appropriateness of the certificate, shall promptly commence
<br /> and proceed to conclude a review pursuant to the provisions of Section 4. hereof. The County
<br /> acknowledges that a certificate hereunder may be relied upon by Recognized Assignees and
<br /> other persons having an interest in the Property, including Mortgagees having the status of
<br /> Recognized Assignees.
<br /> SECTION 6. HOLD HARMLESS AGREEMENTANDEMNITY; INSURANCE.
<br /> 6.1. Hold Harmless Agreement/Indemnity. Developer shall defend, indemnify and
<br /> hold harmless County, its elective and appointive boards, commissions, officers, employees, and
<br /> agents from all liabilities, claims, actions, liens,judgments, demands, damages, losses and
<br /> expenses of any kind arising from death, personal injury, property damage, any failure or alleged
<br /> failure to comply with provisions of this Agreement, or other cause based or asserted upon any
<br /> act or omission of Developer, or its Contractors, subcontractors, agents, employees or other persons
<br /> acting on its behalf,arising from or under this Agreement, except to the extent such liability,
<br /> claims, actions, liens,judgments, demands, damages, losses and/or expenses result from the
<br /> active negligence or intentional acts of County, its elective and appointive boards, commissions,
<br /> officers, employees, agents, or independent contractors who are directly employed by County.
<br /> The County agrees to cooperate with the Developer in connection with any matter falling within
<br /> the Developer's obligation to indemnify and defend under this Section 6.1. Developer may, in
<br /> its discretion, elect to terminate this Agreement in the event of any matter falling or potentially
<br /> falling within Developer's obligation to indemnify and defend hereunder. If Developer
<br /> terminates this Agreement, Developer shall continue to have the obligation to indemnify and
<br /> defend hereunder to the extent any matter falling under this Section 6.1 is not rendered moot by
<br /> such termination.
<br /> 6.2. Insurance.
<br /> 6.2.1. Commercial General Liability Insurance. The Developer shall, at all times
<br /> during the Term of this Agreement when development and/or construction is actually occurring
<br /> on the Property or any portion thereof, maintain or cause its contractors to maintain commercial
<br /> general liability and property damage insurance, covering the risks of bodily injury and/or death,
<br /> property damage, and personal injury liability, with total limits of not less than FIVE MILLION
<br /> DOLLARS ($5,000,000)per year(which may be included under an umbrella policy for such
<br /> amount), except as otherwise approved by the Community Development Director in consultation
<br /> with County's risk manager, commensurate with the nature of the activities with respect to the
<br /> Property and the risks being insured against. The Developer and Community Development
<br /> Director shall mutually review the insurance limits hereunder on the fifth(5th) and each
<br /> succeeding five (5)year anniversary of the Term of this Agreement, and upon the granting of an
<br /> extension of the Term of this Agreement, with the objective that such insurance limits shall be
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