Ord98 2136 and agreement - Laserfiche WebLink

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of any claim by the Owner Parties for attorneys fees, expert fees, interest, costs and expenses. b. Each of the Owner Parties acknowledges that it has read, considered and understands the provisions of Section 1542 of the California Civil Code which reads as follows: SECTION 1542. GENERA~ RET.~E. A GENERAL RET.~SE DOES NOT EXTEND TO CLAIMS WHICH A CREDITOR DOES NOT KNOW OR SUSPECT TO EXIST IN HIS FAVOR AT THE TIME OF EXECUTING THE RET.~SE, WHICH IF KNOWN BY HIM ~JST HAVE MATERIALLY AFFECTED HIS SETTLEMENT WITH THE DEBTOR. Based upon the advice of its counsel, the Owner Parties hereby expressly, knowingly and voluntarily waive and relinquishes any and all rights that it may have under Section 1542 with regard to the claims released by them. c. The Owner Parties shall defend and indemnify the City, its Council, Boards, Commissions, Committee, officers, employees, agents, consultants and attorneys (the "Indemnitees") from and against any and all claims, demands, causes of action, suits (at law or in equity), proceedings, damages, costs and fees (including attorneys and experts fees) arising out of or alleged to have arisen out of, or in any way connected with the approval and implementation of this Agreement, the forbearance by the City Council from adopting the Urgency Moratorium Ordinance, the adoption of Resolution No. 12023 approving the Specific Plan insofar as it relates to the Property, the adoption of Ordinance No. 1130-289 rezoning the area within the Specific Plan insofar as it relates to the Property, the approval of the Vesting Tentative Map and final subdivision map for the Property, the issuance of architectural permits heretofore for the Development and hereafter for the Revised Development, and the issuance of any and all other entitlements for the Development or the Revised Development (collectively, "Project Litigation"). Where the Owner Parties or their successors or assigns are parties to the Project Litigation or any related litigation, the obligation of the Owner Parties to provide or pay for a defense of the Indem_nitees shall be limited to providing a defense through counsel representing the Owner Parties or their successors or assigns ("Owners' Counsel"). Should Owners' Counsel be unable to represent the Indemnitees because of a conflict of interest or otherwise, then the Owner Parties shall have no obligation to provide or pay for a defense of the Indemnitees. Where the Ow~ner Parties or their successors or assigns are not parties to the Project Litigation or any related litigation, the Owner Parties shall have the right to reasonably