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or provision of this Agreement. <br />19. Covenant Runninq with the Land. This Agreement pertains to and runs with <br />the Property in perpetuity, and will be recorded against the Property at Property Owner's <br />expense. This Agreement binds the assigns and successors -in -interest of Property Owner. <br />City and its successors and assigns, in the event of any breach of this Agreement, will have <br />the right to exercise all of the rights and remedies, and to maintain any actions at law or <br />suits in equity or other proper proceedings against Property Owner or its permitted <br />successors and assigns to enforce the curing of such breach. <br />20. Assignment by Property Owner. Developer may transfer and assign its rights, <br />duties, and obligations to an assignee under this Agreement only with City's prior written <br />approval, which shall not be unreasonably withheld. In connection with any such <br />assignment, Developer and its assignee will execute and deliver to City a written <br />assignment and assumption agreement in a form reasonably acceptable to the City <br />Attorney. The assignment and assumptions agreement shall provide that assignee shall <br />assume all obligations, including indemnification, and shall agree to perform all of the <br />terms, covenants, obligations and conditions imposed upon the Developer under this <br />Agreement as if the assignee were the original signatories thereto, requiring performance <br />subsequent to the effective date of the assignment. Upon assignment, Developer shall <br />have no further obligations arising under this Agreement; provided, however, that nothing <br />here affects any rights, liabilities, or obligations of Developer due to be performed before <br />the effective date of the assignment, including any claims arising or accruing prior to such <br />assignment. <br />21. Release of Agreement. In the event that City determines that the stormwater <br />treatment measure(s) located on the Property are no longer required, then City, at the <br />request of Property Owner will execute a release of this Agreement, which Property Owner <br />will record in the County Recorder's Office at Property Owner's expense. City reserves the <br />option to record such release of this Agreement. The stormwater treatment measure(s) will <br />not be removed from the Property unless such a release is so executed and recorded. <br />22. Attorneys' Fees. Should any legal action be brought by either party because <br />of breach of this Agreement or to enforce any provision of this Agreement, the prevailing <br />party will be entitled to all costs of suit, reasonable attorneys' fees and such other costs <br />as may be determined by the court. <br />23. Effective Date and Modification. This Agreement is effective upon the date <br />of execution as stated at the beginning of this Agreement. This Agreement will not be <br />modified except by written instrument executed by City and Property Owner at the time <br />of modification. Such modifications will be effective upon the date of execution and will <br />be recorded. <br />[Signature Page Follows] <br />X:\D E\DATA\Development\1390 Woodside Road\STORMWATER TREATMENT MEASURES MAINTENANCE AGREEMENT <br />5.19.2021 (final).docx <br />Initial: Cllw\ <br />Page 7 of 11 <br />