Laserfiche WebLink
10. MISCELLANEOUS PROVISIONS. <br />10.1 Recordation of Agreement. This Agreement and any amendment or cancellation thereof <br />shall be recorded with the Orange County Recorder by the Clerk of the City Council within <br />ten (10) days after the CITY enters into the Agreement, in accordance with Section 65868.5 <br />of the Government Code. If the Parties to this Agreement or their successors in interest <br />amend or cancel this Agreement, or if the CITY terminates or modifies this Agreement as <br />provided herein for failure of the OWNER to comply in good faith with the terms and <br />conditions of this Agreement, the City Clerk shall have notice of such action recorded with <br />the Orange County Recorder. <br />10.2 Entire Agreement. This Agreement sets forth and contains the entire understanding and <br />agreement of the parties, and there are no oral or written representations, understandings <br />or ancillary covenants, undertakings or agreements that are not contained or expressly <br />referred to herein. No testimony or evidence of any such representations, understandings <br />or covenants shall be admissible in any proceeding of any kind or nature to interpret or <br />determine the terms or conditions of this Agreement. <br />10.3 Severabilitv. If any term, provision, covenant or condition of this Agreement shall be <br />determined invalid, void or unenforceable, the remainder of this Agreement shall not be <br />affected thereby to the extent such remaining provisions are not rendered impractical to <br />perform taking into consideration the purposes of this Agreement. Notwithstanding the <br />foregoing, the provision of the Public Benefits set forth in Section 4 of this Agreement, <br />including the payment of the Development Impact Fees set forth therein, are essential <br />elements of this Agreement and CITY would not have entered into this Agreement but for <br />such provisions, and therefore in the event such provisions are determined to be invalid, <br />void or unenforceable, this entire Agreement shall be null and void and of no force and <br />effect whatsoever. <br />10.4 Interpretation and Governing Law. This Agreement and any dispute arising hereunder <br />shall be governed and interpreted in accordance with the laws of the State of California, <br />with venue in Orange County. This Agreement shall be construed as a whole according to <br />its fair language and common meaning to achieve the objectives and purposes of the parties <br />hereto, and the rule of construction to the effect that ambiguities are to be resolved against <br />the drafting party shall not be employed in interpreting this Agreement, all parties having <br />been represented by counsel in the negotiation and preparation hereof. <br />10.5 Section Headings. All section headings and subheadings are inserted for convenience only <br />and shall not affect any construction or interpretation of this Agreement. <br />10.6 Singular and Plural. As used herein, the singular of any word includes the plural <br />10.7 Joint and Several Obligations. If at any time during the Term of this Agreement the <br />Property is owned, in whole or in part, by more than one OWNER, all obligations of such <br />OWNERS under this Agreement shall be joint and several, and the default of any such <br />OWNER shall be the default of all such OWNERS. Notwithstanding the foregoing, no <br />OWNER of a single lot that has been finally subdivided and sold to such OWNER as a <br />member of the general public or otherwise as an ultimate user shall have any obligation <br />under this Agreement except as expressly provided for herein. <br />55394.00002\3 1553 187.13 <br />#21124v3 11 A-39 <br />