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ORIGINAL
<br /> LANDSCAPE MAINTENANCE AGREEMENT
<br />
<br /> .THIS LANDSCAPE MAINTENANCE AGREEMENT ("Agreement") is made and entered into
<br />this ~ day of ~/~ J!/~A .2002, by and between PACIFIC SHORES DEVELOPMENT,
<br />LLC, a Delaware limited partnership ("PSD"), and the CITY OF REDWOOD CITY ("City") with
<br />reference to the following facts:
<br />
<br /> RECITALS
<br />
<br /> A. PSD is the owner of certain real property situated in the City of Redwood City,
<br />County of San Mateo, State of California, known as Pacific Shores Center and described on
<br />Exhibit "A", attached hereto and incorporated by this reference as if fully set forth (the
<br />"Property").
<br />
<br /> B. PSD and City have previously entered into that Agreement for Construction of
<br />Improvements on Seaport Boulevard dated July 5, 2000, approved by Resolution No. 13918 of
<br />City, all of which is recorded as Document No. 2000-125056 on October 5, 2000, in the Official
<br />Records of San Mateo County ("Seaport Boulevard Construction Agreement").
<br />
<br /> C. Pursuant to the Seaport Boulevard Construction Agreement, PSD has constructed
<br />all of those Improvements as defined and provided for therein and conveyed the same to City.
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<br /> D. A portion of the Improvements includes certain landscaping improvements,
<br />consisting, inter alia, of trees, shrubs, grasses and flowers (collectively, the "Landscaping
<br />Improvements") located on the portion of the Seaport Boulevard right-of-way depicted on
<br />Exhibit "B" attached hereto.
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<br /> E. In lieu of the creation and assumption of maintenance responsibilities by a
<br />landscaping, lighting and maintenance district or similar district or entity, including without
<br />limitation City of Redwood City Community Facilities District 2000-1 ("District"), that would
<br />have the statutory authority to maintain the Landscaping Improvements and assess taxes for the
<br />maintenance of the Landscaping Improvements, PSD has requested, and City has agreed, to
<br />provide for the maintenance of the Landscaping Improvements by PSD on the terms and
<br />conditions contained in this Agreement.
<br />
<br /> NOW, THEREFORE, for good and valuable consideration, the receipt and adequacy of
<br />which are hereby acknowledged, the parties agree as follows:
<br />
<br /> 1. Agreement to Maintain Landscaping Improvements. On and after the date of
<br />acceptance by City of the Landscaping Improvements, PSD, without cost to City, shall maintain
<br />in good condition, including, without limitation, replacement as necessary, the Landscaping
<br />Improvements. PSD's maintenance obligations hereunder shall continue until this Agreement is
<br />terminated pursuant to its terms.
<br />
<br /> 2. Indemnification. PSD shall indemnify, defend and hold City, its Council,
<br />boards, officers, commissions, agents and employees harmless from liens, claims, demands,
<br />actions, causes of action, obligations, liabilities, damages, losses, costs and expenses, including
<br />reasonable attorneys' fees, arising from the performance by PSD or its agents, employees,
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