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7.A. - Page 137
<br /> 1.1.63 "Insurance Documents" means copies of insurance policies, original
<br /> certificates of insurance or endorsements evidencing all insurance coverage required to be
<br /> obtained by the Developer, pursuant to Section 4.12.
<br /> 1.1.64 "Law" means all laws, ordinances, requirements, orders,
<br /> proclamations, directives, rules, and regulations of any Government Agency applicable to the
<br /> Site or the Project, in any way, including without limitation the City's municipal code, building
<br /> code, Precise Plan, General Plan, Zoning Ordinance, and any other construction, development,
<br /> use, maintenance, taxation, operation, or occupancy of, or environmental conditions affecting the
<br /> Site or the Project, or relating to any taxes, or otherwise relating to this Agreement or any Party's
<br /> rights or remedies under this Agreement, or any Transfer of any of the foregoing, whether in
<br /> force on the Effective Date or passed, enacted, or imposed at some later time, subj ect in all cases,
<br /> however, to any applicable waiver, variance, or exemption.
<br /> 1.1.65 "Le�al Costs" of any Person means all reasonable costs and expenses
<br /> such Person incurs in any legal proceeding (or other matter for which such Person is entitled to
<br /> be reimbursed for its Legal Costs), including reasonable attorneys' fees, court costs and expenses
<br /> and consultant and expert witness fees.
<br /> 1.1.66 "Lender" means a state or federally chartered bank, trust company (in
<br /> its individual or trust capacity), insurance company with a financial rating of at least "A" in the
<br /> then current edition of AM. Best's Insurance Guide, credit union, savings bank (state or federal),
<br /> pension, welfare or retirement fund or system, real estate investment trust, federal or state agency
<br /> regularly making or guaranteeing mortgage loans, investment bank, a subsidiary of a Fortune
<br /> 500 company (such as AT&T Capital Corporation or General Electric Capital Corporation) or
<br /> any Person that is a wholly owned subsidiary of or is a combination of any one or more of the
<br /> foregoing Persons.
<br /> 1.1.67 "Liabilitv Insurance" means Commercial General Liability insurance
<br /> with limits of not less than Five Million Dollars ($5,000,000) per occurrence. If an aggregate
<br /> limit applies to the policy, it shall apply separately to this project. Such insurance shall be
<br /> endorsed to name the City Parties as additional insureds and shall be primary and not contribute
<br /> with any insurance or self-insurance of the City. The City may increase such limit up to once
<br /> every three (3) years, upon at least one hundred eighty (180) days' Notice to the Developer,
<br /> provided that any increased limit: (a) does not exceed the limit initially set forth in this Section
<br /> 1.1.65 multiplied by the CPI Adjustment Factor, rounded to the nearest multiple of One Hundred
<br /> Thousand Dollars ($100,000).
<br /> 1.1.68 "License A�reement for Winslow Lot" shall mean the agreement
<br /> substantially in the form attached hereto as Exhibit J and incorporated herein by reference.
<br /> 1.1.69 "Loan" means one or more loans that the Developer shall obtain from
<br /> one or more Lender(s), the proceeds of which are to be used and applied solely to pay costs
<br /> associated with the acquisition of the City Property from the City and construction and
<br /> installation of the Proj ect on the Site.
<br /> 82483.00009\7571312.11 9
<br /> ATTY/AGR/2013.118/BLOCK 2 HUNTER STORM
<br /> REV: 07-19-13 PT
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