RecDoc2026-008923 Assignment and Assumption Agreement 1900 Broadway

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7. Indemnification. To the full extent permitted by law, Assignor and Assignee shall be obligated to indemnify the City according to the terms and conditions and to the same extent as is specified in the Development Agreement. 8. Further Acts. Each of the parties, upon the request of any other, agrees to perform such further acts and to execute and deliver such other documents as are reasonably necessary to carry out the provisions of this Agreement. 9. Attorneys' Fees. In the event of any litigation arising out of the subject matter of this Agreement, the prevailing party shall be entitled to reasonable attorneys' fees and costs. 10. Severability. If any term, provision, condition or covenant of this Agreement or its application to any party or circumstance shall be held by a court of competent jurisdiction, to any extent, invalid or unenforceable, the remaining provisions of this Agreement shall remain in full force and effect to the extent allowed by law. 11. Governiniz Law and Venue. This Agreement shall be governed by and construed in accordance with the laws of the State of California. In the event any legal action is commenced to interpret or to enforce the terms of this Agreement or to collect damages as a result of any breach thereof, the venue for such action shall be the Superior Court of the County of San Mateo. 12. Counterparts. This Agreement may be executed in any number of counterparts, each of which shall be deemed to be an original, and all of such counterparts shall constitute one agreement. To facilitate the execution of this Agreement, the parties may execute and exchange counterparts of the signature pages by facsimile or electronic mail, and such facsimile or electronic mail counterparts shall be binding as original signature pages. (Signature page follows) ATTY/AGR/2026.012 —1900 BROADWAY ASSIGNMENT AND ASSUMPTION AGREEMENT REV: 02-04-26 Page 3 of 5