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<br />ATTY/AGR/2022.014.08/TRI-PARTY AGREEMENT
<br />REV: 01-25-2022 VR
<br />D.Permits and Approvals. Before beginning any work in the License Area, COUNTY shall
<br />obtain any and all permits, licenses and approvals (collectively, "Approvals") of all regulatory
<br />agencies and other third parties that are required to commence and complete installation of the
<br />Permitted Facilities. Promptly upon receipt of such Approvals, COUNTY shall deliver copies
<br />thereof to CITY. COUNTY recognizes and agrees that no approval by CITY for purposes of
<br />COUNTY's work hereunder shall be deemed to constitute the approval of any federal, state or
<br />local regulatory authority with jurisdiction, and nothing herein shall limit COUNTY's obligation to
<br />obtain all such regulatory Approvals, at COUNTY's sole cost.
<br />E.Exercise of Due Care. CITY shall use, and shall cause its employees to use, due care at
<br />all time to avoid damage or harm to COUNTY's Permitted Facilities and other personal property
<br />located on the License Area. COUNTY shall use, and shall direct its Agents (as defined below) to
<br />use, due care at all times to avoid any damage or harm to the City Property or other surrounding
<br />property and to native vegetation and natural attributes of the License Area and to minimize bay
<br />shoreline erosion. COUNTY shall not disturb the surface of the License Area or perform any
<br />excavation work without the prior written approval of CITY, which CITY may withhold in its sole
<br />discretion. CITY shall have the right to condition and/or oversee any permitted excavation work.
<br />F.Responsibility for Maintenance of Facilities. COUNTY shall be solely responsible for
<br />repairing and maintaining all Permitted Facilities and any permitted Alterations placed in or on the
<br />License Area pursuant hereto in good and safe condition, and CITY shall have no duty whatsoever
<br />for any repair or maintenance of the License Area.
<br />6.Restrictions on Use. COUNTY agrees that, by way of example only and without limitation, the
<br />following uses of the License Area by COUNTY, or any other person claiming by or through COUNTY, are
<br />inconsistent with the limited purpose of this Agreement and are strictly prohibited as provided below:
<br />A.Improvements. Except as otherwise expressly provided in this Agreement, COUNTY shall
<br />not construct or place any temporary or permanent structures or improvements in, on, under or
<br />about the License Area unless COUNTY first obtains CITY's prior written consent, which CITY may
<br />give or withhold in its sole and absolute discretion. For purposes hereof, asphalt, concrete and
<br />cementitious concrete driveways, fencing, sidewalks and parking areas, shall be deemed
<br />"improvements".
<br />B.Trees and Other Plantings. COUNTY shall not plant any trees or other vegetation in or on
<br />the License Area, except in accordance with detailed plans approved by CITY in writing in advance.
<br />C.Dumping. COUNTY shall not cause or permit the dumping or other disposal in, on, under
<br />or about the License Area of landfill, refuse, Hazardous Material (as defined below) or any other
<br />materials, including but not limited to materials that are unsightly or could pose a hazard to the
<br />human health or safety, native vegetation or wildlife, or the environment.
<br />D.Hazardous Material. COUNTY shall not cause, nor shall COUNTY allow any of its Agents
<br />or Invitees (as such terms are defined below) to cause, any Hazardous Material (as defined below)
<br />to be brought upon, kept, used, stored, generated, released or disposed of in, on, under or about
<br />the License Area, or transported to, from or over the License Area. COUNTY shall immediately
<br />notify CITY when COUNTY learns of, or has reason to believe that, a release of Hazardous Material
<br />has occurred in, on, under or about the License Area. COUNTY shall further comply with all laws,
<br />statutes, ordinances, rules, regulations, policies, orders, edicts and the like (collectively, "Laws")
<br />requiring notice of such releases or threatened releases to governmental agencies, and shall take
<br />all action necessary or desirable to mitigate the release or minimize the spread of contamination.
<br />In the event that COUNTY or its Agents or Invitees cause a release of Hazardous Material,
<br />COUNTY shall, without cost to CITY and in accordance with all Laws and using the highest and
<br />best technology available, promptly return the License Area to the condition immediately prior to
<br />the release. In connection therewith, COUNTY shall afford CITY a full opportunity to negotiate and
<br />participate in any discussion with governmental agencies and environmental consultants regarding
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