RecDoc 2014-081417 ROW Improvement - 353 and 355 Alameda de las Pulgas

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The Parties understand and acknowledge that the significance and consequence of this release and waiver of California Civil Code Section 1542 is that even if the Parties should eventually suffer additional damages or losses arising out of or relating to the Disputes,or should there exist other undisclosed obligations or liabilities arising out of or relating to the Disputes, the Parties may not make any claim those damages,losses or obligations. CITY: PROPERTY OWNERS: � l Iz �I 5.3 Non-Admission of Liabilitv. The Parties acknowledge and agree that the Waiver and Release set forth in this Article 5 constitutes a compromise of disputed claims and fully and finally settles all claims as asserted by the Parties arising out of or relating to the Disputes. This Ageement has been entered into for the purpose of buying peace and to prevent further involvement arising from the Parties' claims. Nothing contained herein, including without limitation, the payrnent of any consideration hereunder or the waiver of any rights hereunder, shall be interpreted or construed to be an admission on the part of the Parties. Except for the obligations created by this Agreement, the Parties expressly deny any and all liability associated with or related, whether directly or indirectly,to the Disputes. 5.4 No Filin�s. The Parties represent that neither has filed any lawsuit, claim, charge, or complaint against the other with any local, state, or federal agency or court. 5.5 Le�al Advice on Waiver and Release. Each Party warrants and represents that prior to executing this Agreement, said Party has relied upon the advice of legal counsel of said Party's choice with respect to the substance of the waiver and release embodied in this Article 5. The Waiver and Release set forth in this Article 5, its text and other consequences and risks have been completely explained to the Parties by their respective counsel and the Parties warrant and represent that they understand and accept the terms of this Agreement and intend, by their initials below and their signatures on this Agreement,to enter ' to d be bound hereby. CITY: PROPERTY OWNERS: � / � I\ � ARTICLE 6 INDEMNITY 6.1 Indemnity and Hold Harmless Covenant. Property Owners hereby agrees to indemnify, defend and hold City and its elected and appointed officers, officials, employees, agents and representatives (all of the foregoing collectively "Indemnitees") harmless from and against all actual and alleged liability, loss, cost, claims, demands, causes of action, suits, legal or administrative proceedings, penalty, deficiency, fine, ATTY/AGR/2014.125/ROW IMPROVEMENTAGREEMENT—ALAMEDA DE LAS PULGAS REV:08-08-14 VR Page 7 of 16