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09/22/2014 <br /> EXHIBIT B <br /> Indemnification Agreement <br /> INDEMNIFICATION AGREEMENT <br /> BY AND BETWEEN <br /> THE CITY OF REDWOOD CITY AND <br /> FIGTREE COMPANY, INC. <br /> This Indemnification Agreement (the "Agreement") is entered into by and between the City <br /> of Redwood City, a municipal corporation or political subdivision, duly organized and existing <br /> under the laws of the State of California (the "Public Entity") and Figtree Company, Inc., a <br /> California corporation, the administrator of the Figtree Property Assessed Clean Energy and Job <br /> Creation Program (the "Administrator"), which is a program of the California Enterprise <br /> Development Authority, a California joint exercise of powers authority(the"Authority"). <br /> RECITALS <br /> WHEREAS, the Authority is a joint exercise of powers authority whose members include <br /> the Public Entity in addition to other cities and counties in the State of California; and <br /> WHEREAS, the Authority established the Figtree Property Assessed Clean Energy and Job <br /> Creation Program (the "Figtree PACE Program") to allow the financing of certain renewable <br /> energy, energy efficiency and water efficiency improvements that are permanently affixed to real <br /> property through the levy of assessments voluntarily agreed to by the participating property <br /> owners pursuant to Chapter 29 of Part 3 of Division 7 of the Streets and Highways Code ("Chapter <br /> 29") and the issuance of improvement bonds, or other forms of indebtedness, under the <br /> Improvement Bond Act of 1915 upon the security of the unpaid assessments; and <br /> WHEREAS, the Authority has conducted or will conduct proceedings required by Chapter <br /> 29 with respect to the territory within the boundaries of the Public Entity; and <br /> WHEREAS, the legislative body of the Public Entity adopted or will adopt a resolution <br /> authorizing the Public Entity to join the Figtree PACE Program; and <br /> WHEREAS, the Public Entity will not be responsible for the formation, operation and <br /> administration of the Figtree PACE Program as well as the sale and issuance of any bonds or other <br /> forms of indebtedness in connection therewith, including the conducting of assessment proceedings, <br /> ATTY/RES0.3016/CC FIG TREE PACE PROGRAM RESO.#15371 <br /> REV:9-12-14 PT MUFF#304 <br /> Page 11 of 15 <br />