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E. City and Owner desire to enter into this Agreement to set forth an exception to
<br />Special Provision No. 9 of the Encroachment Permit. In addition, City and Owner desire to set
<br />forth the agreement between the Parties with respect to Owner's obligations regarding the
<br />Improvements to be abandoned in place, including the portions of the Improvements that must be
<br />removed, Owner's waiver, release and hold harmless, and the costs of removal.
<br />AGREEMENT
<br />NOW, TBEREFORE, for valuable consideration, the receipt and sufficiency of which are
<br />hereby acknowledged, City and Owner hereby agree as follows:
<br />1. Removal of Improvements. Upon completion of the construction of the building
<br />located at 1409 El Camino Real. Redwood Citv. California and prior to issuance of a Certificate
<br />of Completion, Owner shall remove all of the Improvements, including tiebacks, installed or
<br />placed in the Right -of -Way within and above five feet of natural grade.
<br />2. Improvements to Remain in Rieht-of-Way. Notwithstanding Special Provision
<br />No. 9 of the Encroachment Permit, Owner may abandon in place only those Improvements
<br />located more than five feet below grade, subject to the terms and conditions herein.
<br />3. Reimbursement for Costs of Future Removal. Owner agrees and acknowledges
<br />that a portion of the Improvements will remain and be located within the Right -of -Way and that
<br />City may, from time to time, perform work and maintenance within the Right -of -Way, which
<br />work or maintenance may require the removal of the remaining Improvements. Prior to issuance
<br />of the Encroachment Permit, Owner shall pay to the City a lump sum payment of Ninetv-four
<br />thousand five hundred And No/100 dollars ($94.500.001 to compensate City for potential future
<br />removal of the Improvements, including anchors.
<br />4. Waiver and Release. Owner agrees and acknowledges that a portion of the
<br />Improvements will remain and be located within the Right -of -Way and that City may, from time
<br />to time, perform work and maintenance within the Right -of -Way, which work or maintenance
<br />may damage buildings and structures located on the property adjacent to the Improvements. To
<br />the fullest extent provided by law, Owner, for itself, its assigns and successors in interest, hereby
<br />fully waives, releases and discharges the City of Redwood City, and its officers, officials,
<br />employees, volunteers, agents, consultants, attorneys, and representatives ("City Parties'), from
<br />any and all claims, liens, demands, causes of action, actions, debts, damages and liabilities,
<br />including attorneys' fees and costs ("Claims"), related to, caused by or arising from the removal
<br />of the Improvements or the presence of the Improvements during work within the Right -of -Way
<br />performed by City or its contractors. Such Claims include, without limitation, damage to
<br />waterproofing or the foundation of any structure on the Property. This waiver and release
<br />includes all Claims whether at this time known or unknown, anticipated or unanticipated, direct
<br />or indirect, fixed or contingent. Owner expressly waives and relinquishes any and all rights and
<br />benefits under Section 1542 of the Civil Code of the State of California with respect to this
<br />waiver and release. Section 1542 reads as follows:
<br />Page 2 of 7
<br />REV: 10-18-17 PR
<br />ATTY/AGR.2017.237/GS Diller Subsidiary, LLC
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