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respective successors and assigns (subject to the provisions of this Agreement restricting transfer or assignment). There are no third beneficiaries to tlus Agreement, 7.20 Exclusive Remedies, The rights and remedies expressly afforded under the provisions of this Agreement shall not be deemed exclusive, except where otherwise eapressly indicated, and shall be in addition to and cumulative with any and all nghts otherwise available at law or in equity, and the exercise by either party of any one or more of such remedies shall not preclude the exercise by it, at the same or different times, of any other such remedies for the same default or breach or any of its remedies for any other default or breach by the other party. b.21 Nonwalver of Governmeutal Rights, Subject to the tenms and conditions of ~this Agreement, y mak~ng th~s ABreement, County and Transit District are specifically not obligating themselves, or the other or the City, or any other agency with respect to any discredonary acdon relating to development or operation of the improvements to be constructed on the Pro limited to, rezoning, variances, envir~~ntal clearances or any other governmentallagency approvals which are or may be required, exc~pt as expressly set forth herein. In addition, nothing herein is intended, nor shall it be construed, to in any a,ay limit or restrict the ability of the County or the Transit District to exercise their respective legislative powers of general applicabiliry with respect to the Project or the subject matter of this Agreement, and the County and the Transit District shall be entifled to exercise any and all such powers in their sole and absolute discretion to th~same extent and with the same effect as if they were not Pazties to this Agreemettt, and no action taken by the County or the Transit District in the exercise of their respective legislative powers of general applicability shall constitute a default under or breach of ihis Agreement or give nse to any liability on the part of the County or the Transit District hereunder. 7.22 Approvals. Where approvals of a Party aze required, that Party will approve or disapprove within fifteen (15) business days after receipt of the material to be rov shorter time period is specificall aPP ~, except where a longer or y pmvided to the contrary in ttus Agreement. Failure by a Party to approve or disapprove within said period of time shall be deemed an approval. Any disapproval shall state in writing the neasons for such disapproval, ppprovals will not be unreasonably withheld, except where rights of approval are reserrred to a Party's sole discretian. 7.23 Good Faith and Reasonableness. The Parties intend that the implied obligations of good faith and fair dealing apply to this Agreement generally and that no negative inferences be drawn by the absence of an explicit obligation to be reasonable in any portion of this Agreement. The obligation to be reasunable shall only. be negated if arbitrariness is clearly and explicitly permitted as to the specific item in question, such as in the case of a Party being given "sole discretion" or being allowed to make a decision in its "sole judgment." ~ Executed in multiple counterparts as of the day and year first above written. MARION COUNTy BOARD OF COMIVIISSIONERS By: _ "~ Ch ' By- ~,.,. Commissioner SALEM AREA NIqSS TRANSIT DISTRICT By: Courthouse Square Development Agreement Page - 18