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5. Maintenance Condition of the Property. The Developer for itself, its
<br />successors and assigns, covenants and agrees that:
<br />5.1. Maintenance Standard. The entirety of the Property and the Project shall be
<br />maintained by the Developer in good condition and repair and in a neat, clean and orderly
<br />condition, ordinary wear and tear and casualty excepted, including, without limitation,
<br />maintenance, repair, reconstruction and replacement of any and all asphalt, concrete,
<br />landscaping, utility systems, irrigation systems, drainage facilities or systems, grading,
<br />subsidence, retaining walls or similar support structures, foundations, signage,
<br />ornamentation, and all other improvements on or to the Property, now existing or made
<br />in the future by or with the consent of the Developer, as necessary to maintain the
<br />appearance and character of the Project and the Property. The Developer's obligation to
<br />maintain the Project and the Property described in the immediately preceding sentence
<br />shall include, without limitation, (i) maintaining the surfaces in a level, smooth and evenly
<br />covered condition with the type of surfacing material originally installed or such substitute
<br />as shall in all respects be equal in quality, use, and durability; (ii) removing all papers,
<br />mud, sand, debris, filth and refuse and thoroughly sweeping areas to the extent
<br />reasonably necessary to keep areas in a clean and orderly condition; (iii) removing or
<br />covering graffiti with the type of surface covering originally used on the affected area, (iv)
<br />placing, keeping in repair and replacing any necessary and appropriate directional signs,
<br />markers and lines; (v) operating, keeping in repair and replacing where necessary, such
<br />artificial lighting facilities as shall be reasonably required; (vi) providing security services
<br />as reasonably indicated; and (vii) maintaining, mowing, weeding, trimming and watering
<br />all landscaped areas and making such replacements of plants and other landscaping
<br />material as necessary to maintain the appearance and character of the landscaping, all
<br />at the sole cost and expense of the Developer. The Developer's obligation to maintain
<br />the Project and the Property described in the two immediately preceding sentences is,
<br />collectively, referred to in this Agreement as the "Maintenance Standard." The Developer
<br />may contract with a maintenance contractor to provide for performance of all or part of
<br />the duties and obligations of the Developer with respect to the maintenance of the Project
<br />and the Property; provided, however, that the Developer shall remain responsible and
<br />liable for the maintenance of the Project and the Property, at all times.
<br />5.2. Maintenance Deficiency. If, at any time following the Close of Escrow, there is an
<br />occurrence of an adverse condition on any area of the Project or the Property in
<br />contravention of the Maintenance Standard (each such occurrence being a "Maintenance
<br />Deficiency"), then the City may Notify the Developer in writing of the Maintenance
<br />Deficiency. If the Developer fails to cure or commence and diligently pursue to cure the
<br />Maintenance Deficiency within thirty (30) calendar days following the Developer's receipt
<br />of Notice of the Maintenance Deficiency, the City may conduct a public hearing, following
<br />transmittal of written Notice of the hearing to the Developer, at least, ten (10) days prior
<br />to the scheduled date of such public hearing, to verify whether a Maintenance Deficiency
<br />exists and whether the Developer has failed to comply with the provisions of this Section.
<br />If, upon the conclusion of the public hearing, the City finds that a Maintenance Deficiency
<br />exists and remains uncured, the City shall have the right to enter the Project and the
<br />Property and perform all acts necessary to cure the Maintenance Deficiency, or to take
<br />any other action at law or in equity that may then be available to the City to accomplish
<br />Exhibit "C"
<br />Form Of City Deed
<br />553 94.00049\3 323 9203.12
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