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and agrees to do no act calculated or tending to prevent, impede o.r.~ defeat the successful formation thereof, provided, however, that this waiver is not intended nor shall it be construed to affect or limit the rights of the Developer to participate in the hearings and/or other aspects of the assessment district proceedings to the extent necessary and appropriate to protect and further its interests or the public interest so long as said action does not tend to prevent or defeat the formation of the Assessment Districts. C. Developer and City agree that Engineer of Work to be appointed in special assessment district proceedings will coordinate public work with City and Developer; that all plans and specifications for all public work to be done in said Special Assessment Districts will be approved by Developer, City and Engineer of Work. D. REA. Developer will enter into a Reciprocal.Easement and Opera- ting Agreement ("REA") providing for the construction of a Regional Shop- ping Center as hereinabove described. The REA is to be an irrevocably binding agreement between the Developer and the major department store owners to construct, own and operate a mall and the major department stores in said location. E. Developer and Stoneson reserve the right to amend in accord- ance with law the description of any assessment district prior to the recordation of the assessment lien. V. MISCELLANEOUS PROVISIONS A. Termination. This agreement shall terminate fifteen (15) years from the date the City receives the first sales tax revenues from businesses located in the Shopping Center or at such time as the City has contributed to the Assessment Districts from the Special Fund the moneys required to retire the City's share of the assessments levied in Assessment Districts No. 1974-2 and No. 1974-4, whichever shall first occur. Upon termination of this agreement, all obligations of the City - 11 - F