RecDoc 2011-115422 - Laserfiche WebLink

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Services or other Activities until the certificates or any substitute cei ificat s have been approved by the City's Risk Manager. 9. PERMITS AND APPROVALS. To the extent that performance of the Maintenance Services or other Activities requires peii its or governmental ap provals, the Developer shall, at its sole cost and expense, obtain such permits and approvals. The City shall issue additional encroachment ent permits as needed, from time to tine, on the terms set forth in Section 8 above, 10. TERM This Agreement shall commence immediately upon the Effective Date and shall continue in perpetuity until and unless terminated by the City. 11. INDEMNIFICATION. The Developer shall indemnify, defend and hold the City, its Council, hoards, offices, commissions, agents and employees harmless from liens, claims, demands, actions, causes of action, obligations, liabilities, dal ages, losses, costs and expenses, including reasonable attorneys' fees (individually, "Claims" and collectively, "Claims"), which may arise from or in any manner relate to any work performed or services provided under this Agreement by the Developer, or the Developer's contractors, subcontractors agents or employees, including, but not limited to, the performance of the Maintenance Services or other Activities. Notwithstanding the forgoing, the Developer shall not he obligated under this Agreement to defend and/or indemnify the City to the extent that any Claim is caused by the negligence or willful misconduct of the City or its agents or employees. The aforementioned indemnity shall apply regardless of whether; or not the City has prepared, supplied or approved plans and/or specifications for the Improvements and regardless of whether any insurance required under this Agreement is applicable to any Claims. 12. DEFAULT. The failure to maintain the Improvements will constitute an evert of default. Upon such event of default, the City shall provide written notice to the Developer. Upon receipt of the written notice, the Developer shall have thirty days to remedy sueh event of e r It or such longer period of time as ma y reasonably be required, provided that the Developer shall commence to remedy such default within thirty clays period and thereafter diligently prosecute such remedy to completion). If the Developer fails to remedy the event of default within the prescribed three period, the City shall have the right to do all work necessary to remedy the event of default and charge the Developer actual costs incurred by the City for such wort. 13. ASSfGN ENT BY CITY. The City shall have the right at its option to assign its rights and obligations under this Agreement to a municipal services district or other public agency without consent of the Developer. 14. AGREEMENT ATTACHES TO LAND AND BINDS DEVELOPEWS SUCCESSORS AND ASSIGNS This Agreement peilains to and runs with the One Marina site in perpetuity, and shall be recorded against One Marina. This Agreement binds the assigns and successors-in-interest of the Developer ;, including any transferee of a fee interest in any lot located within One Mar•ir a. The City and its successors and assigns, in the event of any breach of this Agreement, shall have the right to exercise all of the Fights and remedies, and to maintain any actions at law or suits in equity or other proper proceedings against the Developer or its permitted successors and assigns to enforce the curing of such breach. 1. ASSIGNMEENT BY DEVELOPED, RELEASE D L P 'S OBLIGATIONS The Developer may assign its obligations under this Agreement only with the prior written approval of the City. Ili connection with any such assignment, the Developer and its assignee shall execute and deliver to the City a written assignment and assumption agreement in a fora - 1 acceptable to the City Attorney. It is the intent of the Developer to sell and/or grant the fee interest of lot(s), parcel(s) and/or ATTY/AGR/2011.077/LANDSCAPE MAINTENANCE AGREEMENT 082911