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(c) The Developer and DEM shall act through their authorized representatives in matters arising under the provisions hereof with respect to the construction of the Project. The Developer and DEM shall each designate the person(s) serving as its authorized representative(s) and the specific matters, if less than all, as to which any such person is authorized to act on its behalf. In addition,the Developer shall cause the Contractor to designate the person(s) serving as its authorized representative(s) and the specific matters, if less than all, as to which any such person is authorized to act on its behalf. DEM may delegate responsibility for certain matters hereunder to other County departments and agencies, including the Department of Public Works, in which case DEM shall cause the other County department or agency to designate the person(s) serving as its authorized representative(s), the specific matters, if less than all, as to which any such person is authorized to act on its behalf and the address to which notice to each such person are to be provided pursuant to Section 10 hereof. The Developer and DEM shall each advise the other in writing of the foregoing designations at or prior to the time the Notice to Proceed is given pursuant to Section 3(b) hereof and shall each give timely notice in writing to the other of changes made to such designations from time to time. (d) Any provision hereof to the contrary notwithstanding, it is expressly acknowledged and agreed that the obligation of the County to pay the Acquisition Price for the Improvements is strictly Limited to (i) the "Net Bond Proceeds" (i.e., the sum of the Bond proceeds (if any) remaining after paying all costs of forming the District and issuing the Bonds (including costs previously paid by the County or the Developer which are reimbursed from Bond proceeds), funding capitalized interest and funding a reserve fund and any other funds and accounts required to be funded with Bond proceeds and the earnings (if any) derived from the investment thereof) and (ii) proceeds of the Special Tax levy expressly designated to be used for such purpose under the applicable provisions of the Bond Indenture. (e) In addition to payments of the Acquisition Price, the Developer shall be entitled to receive, from available Bond proceeds or available Special Tax collections, reimbursement for Incidental Expenses paid by the Developer, including costs incurred to finance construction of the Improvements and costs of letters of credit obtained to satisfy the terms of this Agreement, all as determined by mutual agreement between the County and the Developer. Section 3. Award of Construction Contract and Construction of Imp rovements. (a) The County hereby consents to the Developer's selection of Goodfellow Brothers, Inc., as contractor for the Improvements (in such capacity, the "Contractor"). In consideration of the terms and conditions provided in this Agreement, the Developer will enter into a construction contract for the Improvements with the Contractor (the "Construction Contract"), pursuant to which the Developer will hire and pay the Contractor for its Work to construct the Improvements (the "Work") in accordance with the terms thereof and hereof. The Contractor and the Construction Contract, and any subcontractors and subcontracts (the "Subcontractors" and "Subcontracts,"respectively), shall be subject to the following provisions, as applicable: (i) Prior to execution thereof, the Construction Contract shall be subject to approval by DEM, which approval shall not be unreasonably withheld or delayed, and to the further provisions set forth below. Immediately upon execution of fie Construction Contract, the Developer shall provide a fully-executed copy thereof, with all exhibits and schedules attached, to DEM. 6