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If the written notification states that the problem is urgent and relates to the public health
<br />and safety, then the Property Owner shall have twenty-four (24) hours to rectify the
<br />problem. This provision will not be construed to allow City to erect any structure of a
<br />permanent nature on the Property. It is expressly understood and agreed that City is
<br />under no obligation to maintain or repair the stormwater treatment measure(s) and in no
<br />event will this Agreement be construed to impose any such obligation on City.
<br />9. Reimbursement of City Expenditures. In the event City, pursuant to this
<br />Agreement, performs work of any nature (direct or indirect), including any re -inspections
<br />or any actions it deems necessary or appropriate to return the stormwater treatment
<br />measure(s) to good working order as indicated in Section 8, or expends any funds in the
<br />performance of said work for labor, use of equipment, supplies, materials, and the like,
<br />Property Owner will reimburse City for costs incurred by the City hereunder. Property Owner
<br />will make such reimbursement payments within thirty (30) days of receiving an invoice from
<br />City. If these costs are not paid within the prescribed time period, City may assess Property
<br />Owner the cost of the work, both direct and indirect, and applicable penalties. Said
<br />assessment will be a lien against the Property or may be placed on the property tax bill and
<br />collected as ordinary taxes by City. This lien shall affect all parcels jointly if portions of the
<br />Property have been sold. Any lien in favor of the City created or claimed hereunder is
<br />expressly made subject and subordinate to any mortgage or deed of trust made in good
<br />faith and for value, recorded as of the date of the recordation of the Notice of Claim of
<br />Lien, and no such lien shall in any way defeat, invalidate, or impair the obligation or priority
<br />of any such mortgage or deed of trust. No lien in favor of the City created or claimed
<br />hereunder shall in any way defeat, invalidate, or impair the obligation or priority of any
<br />lease, sublease or easement. The actions described in this section are in addition to, and
<br />not in -lieu -of, any and all legal remedies as provided by law, available to City as a result of
<br />Property Owner's failure to maintain the stormwater treatment measure(s).
<br />10. Indemnification. Property Owner will indemnify, hold harmless and defend
<br />City and its authorized agents, officers, officials and employees from and against any and all
<br />claims, demands, suits, damages, liabilities, losses, accidents, casualties, occurrences,
<br />payments, costs and expenses, including attorney's fees, claimed or which might arise or be
<br />asserted against City that are alleged or proven to result or arise from the construction,
<br />presence, existence or maintenance of the stormwater treatment measure(s) by Property
<br />Owner or City (each, individually, a "Claim," and collectively, "Claims"). In the event such a
<br />Claim is asserted against City, its authorized agents, officers, officials or employees, City will
<br />promptly notify Property Owner and Property Owner will defend at its own expense any suit
<br />based on such Claim. This section will not apply to any Claims that arise due to the gross
<br />negligence or willful misconduct of City. This Section 10 will survive the early termination of
<br />this Agreement.
<br />11. insurance. Property Owner will obtain and maintain in full force and effect
<br />during the term of this Agreement the following insurance policies:
<br />11.1 General Liability. Property Owner shall maintain commercial general
<br />liability insurance with coverage at least as broad as Insurance Services Office form CG 00
<br />01, in an amount not less than Two Million Dollars ($2,000,000) per occurrence, Four Million
<br />Dollars ($4,000,000) general aggregate, for bodily injury, personal injury, and property
<br />REV: 05-26-2020 PR
<br />ATTY/AGR.2020.083/Broadway Plaza - Bay Block (Page 4 of 19)
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