RecDoc 2022-034805 Anne Park - Laserfiche WebLink

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the site's historic landmark designation and cancellation of the Mills Act Contract; and G. On November 8, 2021, the City Council held a duly noticed public hearing and passed Resolution No. 16003 approving removal of the historic landmark designation, delisting from the City's historic inventory, and cancellation of the Mills Act Contract for the Property; and H. Resolution 16003 authorizes the City Manager to take any and all actions necessary to effectuate cancellation of the contract without any penalty fee, including but not limited to preparation of, execution, and/or recordation of any documents required to terminate the Mills Act Contract. NOW, THEREFORE, in consideration of the foregoing Recitals and for other good and valuable consideration, the receipt and adequacy of which are hereby acknowledged, the Parties hereby agree as follows: 1. Recitals. The Recitals set forth above are incorporated by reference as though fully set forth herein. 2. Termination _of Mills Act Contract. Except with respect to the terms that expressly survive termination, including but not limited to, Owner's obligations to indemnify the City, the Mills Act Contract is terminated in its entirety, including any and all obligations, and rights contained therein, and of no further force and effect because the Property has changed to a point that it no longer meets the standards for a qualified historic property. 3. Miscellaneous Provisions. This Agreement is made and entered into in the State of California and shall be interpreted, construed and enforced in accordance with the laws of the State of California without reference to its choice of laws rules. If any provision of this Agreement is declared invalid or is unenforceable for any reason, that provision shall be deleted from the document and shall not invalidate any other provision contained in the Agreement. The word "including" shall be construed as if followed by the words "without limitation." This Agreement shall be interpreted as though prepared jointly by both Parties. Nothing contained herein nor any acts of the Parties hereto shall be deemed or construed by the Parties hereto, nor by any third party, as creating the relationship of principal and agent or of partnership or of joint venture by the Parties hereto. Nothing herein is intended to create any third party benefit. Each individual executing this Agreement on behalf of each of the Parties represents and warrants that he or she is duly authorized to execute and deliver this Agreement on behalf of that Party and that such execution is binding upon that Party. IN WITNESS WHEREOF, the undersigned have entered into this Agreement. REV: 03-31-2022 JB [SIGNATURES FOLLOW ON NEXT PAGE] ATTY/AGR.2022.061/Anne Paris (Page 2 of 3)