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9. Severabilitv. If any provision of this Ag�eement is for any reason held to be <br /> invalid or unenforceable, the remainder of this Agreement wiil not be affected thereby <br /> and remains valid and fuily enforceable. <br /> 10. Indemnitv. Developer agrees to defend, indemnify and hold harmless the <br /> City, its officials, employees and agents for any and all actions, proceedings, damages, <br /> claims, costs and attorneys' fees arising out of this Agreement. <br /> 11 . Notices. Any notices relating to this Agreement are to be given in writing <br /> and deemed sufficiently given and served for all purposes when delivered personally, by <br /> facsimile or by generally recognized overnight courier service, or five (5) days after <br /> deposit in the United States mail, certified or registered, return receipt requested, with <br /> postage prepaid, addressed as follows: <br /> Cify: Developer: <br /> City of Redwood City Raintree 201 Marshall LLC <br /> 1017 Middlefield Road 28202 Cabot Road, Suite 300 <br /> Redwood City, CA 94063 Laguna Niguel, CA 92677 <br /> Attention: City Manager Attention: Jeffrey B. Allen <br /> Phone No. (650) 780-7000 Phone No. (949) 365-5650 <br /> Facsimile No. (650) 780-7225 Facsimile No. (949) 365-5651 <br /> Either Party may change its address for purposes of this section by giving the other <br /> Party written notice of the new address in the manner set forth above. <br /> 13. Release. City will promptly record a release of all obligations under this <br /> Agreement and the Deed of Trust, after City's receipt of the payment provided in <br /> Section 1 of this Agreement and all other obligations under this Agreement and the <br /> securing Deed of Trust have been performed. <br /> �Signature page follows] <br /> ATTY/AGR/2012.086/PARK IMPACT FEE DEFERRAL AGREEMENT 201 MARHSALL <br /> REV:07-11-12 VR <br /> Page 3 of 5 <br />