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65. Indemnification — Per Redwood City Municipal Code Section 1.54, Applicant <br /> shall defend (with counsel approved by City), indemnify, and hold harmless the <br /> City, its agents, officers, and employees from and against any claim, action, or <br /> proceeding (including without limitation any appeal or petition for review thereof) <br /> against the City or its agents, officers or employees, to attack, set aside, void, or <br /> annul an approval of the Project, including without limitation any related <br /> application, permit, certification, condition, environmental determination, other <br /> approval, compliance or failure to comply with applicable laws and regulations, <br /> and/or processing methods ("Challenge"). City may (but is not obligated to) defend <br /> such Challenge as City, in its sole discretion, determines appropriate, all at <br /> applicant's sole cost and expense. Applicant shall bear any and all losses, <br /> damages, injuries, liabilities, costs, and expenses (including, without limitation, staff <br /> time and in-house attorney's fees on a fully-loaded basis, attorney's fees for <br /> outside legal counsel, expert witness fees, court costs, and other litigation <br /> expenses) arising out of or related to any Challenge ("Costs"), whether incurred by <br /> Developer, City, or awarded to any third party, and shall pay to the City upon <br /> demand any Costs incurred by the City. No modification of the project, any <br /> application, permit, certification, condition, environmental determination, other <br /> approval, change in applicable laws and regulations, or change in processing <br /> methods shall alter the applicant's indemnity obligation. Per Government Code <br /> Section 66474.9, Applicant's indemnification obligation with respect to any claim, <br /> action or proceeding to attack, set aside, void, or annul an approval of City <br /> concerning a subdivision (tentative, parcel, or final map application or approval) <br /> shall be limited to actions brought within the time period provided for in <br /> Government Code Section 66499.37, unless such time period is extended for any <br /> reason. The City shall promptly notify Applicant of any such claim, action or <br /> proceeding and shall cooperate fully in the defense. [COA][OFFICE OF THE CITY <br /> ATTORNEY] <br /> - End - <br /> ATTY/RESO. 2037/PC RESO APPROVING THE PROJECT FOR ORACLE DESIGN TECH HIGH SCHOOL <br /> REV:05-06-16 VR <br /> Page 20 of 20 <br />