Agmt15 Hamiilton & Winslow Properties, LLC - DDA

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4.1.1 Failure by a Party to comply with and observe any of the conditions, terms, or covenants set forth in this Parking Agreement, if such failure remains uncured within siaty (60) days after written notice of such failure from the other Party in the manner provided herein or, with respect to a default that cannot be cured within thirty (30) days, if the Party in default fails to commence such cure within such sixty (60) day period or thereafter fails to diligently and continuously proceed with such cure to completion. However, if a different period, notice requirement, or remedy is specified under any other section of this Parking Agreement, then the specific provision shall control. 4_2 Legal Actions. Either party may institute legal action to cure, correct or remedy any default, and recover damages for any such default, or to obtain any other remedy available to that party, in law or in equity, consistent with the provisions of this Parking Agreement. Such legal actions must be instituted in the Superior Court of the County of San Mateo, State of California. ARTICLE 5 MISCELLANEOUS TERMS 5_1 Entire A�reement. This Parking Agreement contains the entire agreement between the Parties relating to the rights herein granted and the obligations herein assumed. Any oral representations or modifications concerning this Parking Covenant and Agreement shall be of no force and effect. This Parking Agreement may be amended only by a subsequent document in�writing, signed by the party to be charged. 5_2 Approvals. Approvals and consents required of City hereunder shall not be unreasonably withheld, and City's approval or disapproval shall be given within the times set forth in this Agreement, or if no time is given, within thirty (30) days after request therefore. The failure of City to approve or disapprove within such time limits shall be deemed an approval. 5_3 Attorneys' Fees. In the event of any action or proceeding relating to this Parking Agreement or any breach thereof, the prevailing Party shall be entitled to recover from the non- prevailing Party, in addition to all other relief available to it, its reasonable attorneys' fees and costs. 5_4 Bindin Eg ffect. This instrument shall be binding on and shall inure to the benefit of Developer and City, and their respective permitted successors, assigns, heirs, executors and administrators, and shall run with the land comprising the Public Parking and the Site, and be binding upon all successor owners, lessees and mortgagees of the Site, and inure to the benefit of all successor owners of the Site and their mortgagees. 5_5 Citv Mana�er's Authority. The City Manager is hereby given the authority, on behalf of the City, to approve minor, non-substantive amendments to this Parking Agreement, and to give, condition or withhold the City's approvals as described herein, all without the need to return to the City's governing board for approval or ratification. ATTY/AGR/2015.146/HAMILTON-WINSLOW DDA REV:08-18-15 VR Page 11 82483.00019\9644366.l b