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<br />by the City, POL shall reimburse the City for its costs in the performance of said work for
<br />labor, use of equipment, supplies, materials, and the like. If these costs are not paid within
<br />the prescribed time period, the City may assess the cost of the work, both direct and
<br />indirect, and applicable penalties against POL's interest in the Property. Said assessment
<br />may be placed on the personal property tax bill of POL and collected as ordinary taxes by
<br />the City. The actions described in this section are in addition to , and not in-lieu-of, any and
<br />all legal remedies as provided by law, available to the City as a result of POL's failure to
<br />maintain the Stormwater Treatment Measures as required by this Agreement.
<br />
<br />9. Indemnification. POL shall indemnify, hold harmless and defend the City and its
<br />authorized agents, officials and employees from and against any and all claims, demands,
<br />suits, damages, liabilities, losses, accidents, casualties, occurrences, claims and payments,
<br />including attorney fees", claimed or asserted against the City that are alleged or proven to
<br />result or arise from the construction or maintenance of the Storm Treatment Measures by
<br />POL, or the presence or existence of the Storm Treatment Measures. In the event a claim is
<br />asserted against the City, its authorized agents, officers, officials or employees, the City
<br />shall promptly notify POL and POL shall defend at its own expense any suit based on such
<br />claim. If any judgment or claims or fines and penalties against the City, its authorized
<br />agents, officers, officials or employees shall be allowed, POL shall pay for all costs and
<br />expenses in connection herewith. This section shall not apply to any claims, demands,
<br />suits, damages, liabilities, losses, accidents, casualties, occurrences, claims and payments,
<br />including attorney fees claimed which arise solely due to the negligence or willful
<br />misconduct of the City.
<br />
<br />POL shall also indemnify, hold harmless and defend the City and its authorized agents,
<br />officials and employees from and against any all fines and penalities or enforcement actions
<br />brought by any regulatory agency with jurisdiction over such matters against the City that
<br />are alleged or proven to result from or arise from any unlawful or unauthorized discharge
<br />related to POL's operations.
<br />
<br />10. No Additional Liability. It is the intent of this Agreement to insure the proper
<br />maintenance of the Stormwater Treatment Measures by POL; provided, however, that this
<br />Agreement shall not be deemed to create or effect any additional liability not otherwise
<br />provided by law on any party for damage alleged to result from or caused by storm water
<br />runoff.
<br />
<br />11. Notices. The name of the persons who are authorized to give written notices or to
<br />receive written notice on behalf of City and on behalf of POL under this Agreement.
<br />
<br />For City:
<br />City of Redwood City
<br />1017 Middlefield Road
<br />Redwood City, CA 94063
<br />(650) 780-7371
<br />Attn: Jon K. Lynch, P.E., City Engineer
<br />
<br />For POL:
<br />POL BioPharma, Inc.
<br />1500 Seaport Boulevard
<br />Redwood City, California 94063
<br />Attn: General Counsel
<br />
<br />A TTY IAGR/2008.032
<br />050608
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