RecDoc 2012-093738 - Laserfiche WebLink

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9. PERMIT'S AND API'ROVALS. To the e�ctent that performance of the Maintenance Services or other Activities requires permits or govarnmental approvals,the Developer shall, at its sole cost and expense, obtain such permzts and approvals. The City shall issue eneroachment permits,from time to time,on tha temns set forth in Section 8 above. 10. TERM. This Agreament sha11 commence immediately upon the Effective Date and shall continue in perpetuity until and unless terminated by the City. 11, INDEMNIFICATION. The Developar shall indemnify, defend and hald the City, its Council, boards, of�xces, commissions, agents and employees harmlass from liens, claims, demands, actions, causes of action, obligations, liabilities, damages, losses, costs and expanses, including reasonabie attorneys'fees{individually,"Claims"and collectively,"Cfairns"),which may arise frorn or in any manner relate to any work performed or services provided under this Agreement by the Developer,or the Developer's contractors, subconfractors, agents or employees, including, but not limited to, the performance of the Maintenance Services or other Activities. Notwithstanding the forgoing, the Developer shall not be obligated undar this Agreement to defend and/or indemnify the City to f,he extent that any Claim is caused by the gross negligence or willful misconduct of the City or its agents or employees. The aforementioned indemnity sha11 apply regardless of whather or not the City has prepared, supplied or approved plans and/or specifications for the Itnprovements and regardless of whefher any insurance required under this Agrsement is applicable to any Claims. 12. DEFAULT. The failure to anaintam the Improvements will constitute an event of default. Upon such event of defaul�,the City shall provide written notice to tha Developer. Upon receipt of the written notice,the Developer shatl have tlurty{30}days to remedy such event of default{or such longer period of time as may reasonably be rec�uired, provided that the Developer shall commence to remedy such default within thirty(30)days period and thereafter diligently prosecnte such remedy to completion). If the Daveloper fails to remedy the event of default within the prescribed time period,the City shall have the right to do a11 work necessary to remedy the event of default and charge the Developer actual eosts incunred by tha City for such work. I3. ASSIGN1v�NT BY CITY. The City shall have tha right at its option to assign its rights and obligations under this Agreement to a municipal services dish7et or other public agency without � consent of the Developer. 14. AGREEMENT ATTACI�S TO LAND AND BINDS DEVELOPER'S SUCCESS�RS AND ASSIGNS. This Agreement pertains to and runs with the Property in perpetuity, and shall be recorded against tha Property. This Agi�eement binds the assigns and successors-in-interest of the Developer,including any transferee of a fee interest in any lotlunit located within the Property. The City and its successors and assigns, in the event of any breach of this Agreemen�, shall have tha right to exercxse a11 of the rights and rem�edies,and to xnaintain any actions at law or suits in equiiy or other proper proceedings against the Developer or its petmifted successors and assigns to enforce the curing of such breach. 15. ASSIGNMENT BY DEVELOPER. The Developer may assign its obligations under this Agreemant only with the priar written approval of the City, which consant shall not be unreasonahly withheld or delayed. Developer's request to assign the Agreement to a developer with experience and �inancial capability which is substan�ially similar to Developer's sha11 be deemed to be reasonable. In connection with any such assignment,the Developer and its assignee shall exeaute and delivar to the City a writtan assignment and assumption agreement in a form acceptable to the City Attorney. The Devaloper may sell and/or grant the fee interest of lots/units or common area located on the Property and thereby transfers all of its obligations under this Agreement to its succassors. Upon the sale and/ox grant ATTY/AGR/2812.08212580 ECR(URBAN HOUSING)I.At3DSCAPE MAIN7ENANC�AGREEMENT REV:06-04-42 VR Page 8 of 9