|
2.1.13 " City Party" means, individually, the City, its governing body, elected
<br />officials, employees, agents or attorneys.
<br />2.1.14 "Citv's Title Notice Response" means the written response of the City to
<br />the Developer's Title Notice, in which the City elects to either: (i) cause the removal from the
<br />Preliminary Report of any matter disapproved in the Developer's Title Notice, (ii) obtain title
<br />insurance in a form reasonably satisfactory to the Developer insuring against the effects of any
<br />matters disapproved or conditionally approved in the Developer's Title Notice, (iii) otherwise
<br />satisfy the Developer regarding any matter disapproved or conditionally approved in the
<br />Developer's Title Notice, or (iv) not to take any action described in either (i), (ii) or (iii).
<br />2.1.15 "Claims" means any and all claims, losses, costs, damages, expenses,
<br />liabilities, liens, actions, causes of action (whether in tort, contract or under statute, at law, in equity
<br />or otherwise), charges, awards, assessments, fines or penalties of any kind (including consultant
<br />and expert fees and expenses, Legal Costs of counsel retained by the City Parties, expert fees, costs
<br />of staff time and investigation costs of whatever kind or nature), and judgments, including, but not
<br />limited to, claims for: (i) injury to any Person (including death at any time resulting from that
<br />injury); (ii) loss of, injury or damage to, or destruction of property (including all loss of use
<br />resulting from that loss, injury, damage, or destruction) regardless of where located, including the
<br />property of the City Parties; (iii) any workers' compensation claim or determination; (iv) any
<br />Prevailing Wage Action; or (v) any Environmental Claim.
<br />2.1.16 "Close of Escrow" means the recording of the City Deed in the official
<br />records of the County and completion of each of the actions set forth in Section 4.7 by the Escrow
<br />Agent for the conveyance of the Property from the City to the Developer.
<br />2.1.17 "Construction Management Team" means the people designated by the City
<br />Manager to monitor the construction of the Parking Structure and Sycamore Street between 3rd
<br />Street and 4th Street.
<br />2.1.18 "Construction Period" means the time period between the Close of Escrow
<br />and the issuance of the last Certificate of Completion for the Project.
<br />2.1.19 "Contractor's Insurance" means Contractor's comprehensive general and
<br />automobile liability insurance for not less than One Million Dollars ($1,000,000) for personal
<br />injury and One Million Dollars ($1,000,000) for broad form property damage, including premises -
<br />operations liability, contractor's protective liability for all subcontractors' operations, completed
<br />operations, contractual liability (referring to the indemnity provisions of the applicable
<br />construction contract(s)), and automobile liability (owned and non -owned), and for any
<br />foundation, excavation, or demolition work, an endorsement that such operations are covered and
<br />that the "XCU Exclusions" have been deleted, which insurance may be in the form of a single limit
<br />policy or policies.
<br />2.1.20 "Control" means possession, directly or indirectly, of the power to direct or
<br />cause the direction of the management and policies of a Person, whether by ownership of Equity
<br />Interests, by contract or otherwise.
<br />2.1.21 "Controlling" and "Controlled" mean exercising or having Control.
<br />55394.00049133239203.12
<br />
|