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Services or other Activities. Notwithstanding the forgoing, Developer will not be obligated <br />under this Agreement to defend and/or indemnify City to the extent that any Claim is <br />caused by the gross negligence or willful misconduct of City or its agents or employees. <br />The aforementioned indemnity will apply regardless of whether or not City has prepared, <br />supplied or approved plans and/or specifications for the Improvements and regardless of <br />whether any insurance required under this Agreement is applicable to any Claims. This <br />Section 11 will survive termination of this Agreement. <br />12 Default. The failure to maintain the Improvements will constitute an event <br />of default. Upon such event of default, City will provide written notice to Developer. Upon <br />receipt of the written notice, Developer will have thirty (30) days to remedy such event of <br />default (or such longer period of time as may reasonably be required, as determined by <br />City, provided that Developer will commence to remedy such default within thirty (30) <br />days period and thereafter diligently prosecute such remedy to completion). If Developer <br />fails to remedy the event of default within the prescribed time period, City will have the <br />right to do all work necessary to remedy the event of default and charge Developer <br />pursuant to the terms of Section 6 (City's Right to Perform Maintenance, Formation of <br />Special District). <br />13 Notices. Any notices relating to this Agreement will be given in writing and <br />will be deemed sufficiently given and served for all purposes when delivered personally <br />or by generally recognized overnight courier service, or five (5) days after deposit in the <br />United States mail, certified or registered, return receipt requested, with postage prepaid, <br />addressed as follows: <br />To Developer: Westpoint Harbor LLC <br />101 Westpoint Harbor Drive <br />Redwood City, CA 94063 <br />Attn: Mark Sanders <br />With a copy to Westpoint Harbor LLC <br />101 Westpoint Harbor Drive <br />Redwood City, CA 94063 <br />Attn: Arron Pellarin <br />To City: City of Redwood City <br />1017 Middlefield Road <br />Redwood City, California 94063 <br />Attn: City Manager <br />With a copy to: City of Redwood City <br />1017 Middlefield Road <br />Redwood City, California 94063 <br />Attn: City Attorney <br />14 Assignment by Develoe. Developer may assign its obligations under this <br />Agreement only with the prior written approval of City. In connection with any such <br />REV: 11-05-2021 VR <br />ATTY/AGR.2021.281/Westpoint Harbor, LLC (Page 7 of 12) <br />