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6.1.F. - Page 13 "A GENERAL RELEASE DOES NOT EXTEND TO CLAIMS WHICH THE CREDITOR DOES NOT KNOW OR SUSPECT TO EXIST IN HIS OR HER FAVOR AT THE TIME OF EXECUTING THE RELEASE, WHICH IF KNOWN BY HIM OR HER MUST HAVE MATERIALLY AFFECTED HIS OR HER SETTLEMENT WITH THE DEBTOR." 25. Effect of Redevelopment Dissolution Act. The parties acknowledge and understand that with the passage of ABx1 26, the Dissolution Act (which took effect on December 29, 2011 upon issuance of a California Supreme Court decision in California Redevelopment Association v. Matosantos (5194861) upholding the Dissolution Act as constitutional), the dissolution of the Redwood City Redevelopment Agency (which took effect on February 1, 2012 per the California Supreme Court decision), and the passage of AB 1484, the Dissolution Act Amendment, the state of the City Property transfer from the Redwood City Redevelopment Agency to CITY is in flux. The Department of Finance and the State Controller have reviewed the City Property transfer and have not objected to the City Property transfer. CITY in good faith believes that its execution of this Agreement is permitted by the Dissolution Act and the Dissolution Act Amendment. However, given the uncertain state of related laws, uncertainty as to the full effect of the Dissolution Act or its Amendment, and the possibility of future legislative enactments, City expressly disclaims any representation or warranty to that effect (written or oral, or express or implied) and LICENSEE expressly acknowledges and agrees that upon direction from the State of California or San Mateo County, CITY may have to revoke the license granted hereunder. 26. City Council Approval. This Agreement is subject to approval by the City Council of the City of Redwood City ("City Council"), and shall automatically expire on its own terms as of the Initial Term Expiration Date if the City Council has not approved this Agreement by said date. LICENSEE further acknowledges and agrees that CITY staff makes no representation or warranty regarding the prospects for City Council approval, and LICENSEE hereby waives all Claims against CITY which may arise out of the need for such City Council approval or the failure of the City Council to grant such approval. LICENSEE shall commence construction or other activities hereunder at its sole risk, unless and until the City Council approves this Agreement and the License granted and other transactions contemplated hereby (including the adequacy of the compensation to be paid by LICENSEE), and expressly assumes the risk of making any expenditures in connection with this Agreement, even if such expenditures are substantial. Without limiting any indemnification obligations of LICENSEE or other waivers contained in this Agreement and as a material part of the consideration for this Agreement, LICENSEE fully RELEASES, WAIVES AND DISCHARGES forever, any and all Claims, LICENSEE may have against CITY relating such expenditures in connection with this Agreement. LICENSEE acknowledges and agrees that the release and waiver set forth in this paragraph is material consideration for CITY's licensing of the City Property to LICENSEE on the terms set forth herein and that, but for this release and waiver, CITY would not have licensed the City Property to LICENSEE. It is hereby intended that the above release relates to both known and unknown claims that the LICENSEE may have, or claim to have, against CITY with respect to the subject matter contained in this Section 26 or the events relating thereto. By releasing and forever discharging claims both known and unknown which are related to or which arise under or in connection with the items set out above, the LICENSEE expressly waives any rights under California Civil Code Section 1542, which provides: "A GENERAL RELEASE DOES NOT EXTEND TO CLAIMS WHICH THE CREDITOR DOES NOT KNOW OR SUSPECT TO EXIST IN HIS OR HER FAVOR AT THE TIME OF EXECUTING THE RELEASE, WHICH IF KNOWN BY HIM OR HER MUST HAVE MATERIALLY AFFECTED HIS OR HER SETTLEMENT WITH THE DEBTOR." ATTY/AGR/2012.190/KAISER(RUDOLPH&SLETTEN)LICENSE AGREEMENT REV: 12-18-12 VR Page 11 of 13