|
<br />arising out of a Lien, then City, at its option, may elect to pay such Lien, or settle or discharge
<br />such Lien and any action or judgment related thereto and all costs, expenses and attorneys' fees
<br />incurred in doing so shall be paid to City, as applicable, by Licensee upon written demand.
<br />
<br />(h) No Reimbursement. Licensee shall not have any interest in the Property
<br />or be entitled to any reimbursement or repayment for any work performed upon the Property
<br />pursuant to this Agreement.
<br />
<br />(i) No Hazardous Materials. Licensee shall take all necessary precautions
<br />to prevent the import and/or release into the environment of any hazardous materials which are
<br />imported to, in, on or under the Property during this right of entry. If hazardous materials are
<br />imported onto the Property as a result of the surveying and geotechnical soil testing, Licensee
<br />shall be solely responsible for removing such imported hazardous materials in conformance with
<br />all governmental requirements. Licensee shall report to the City, as soon as possible after each
<br />incident, any unusual or potentially important incidents with respect to the environmental
<br />condition of the Property.
<br />
<br />3. Indemnity. Licensee hereby agrees to defend, indemnifY and hold the City and
<br />its officers, officials, members, employees, agents and representatives, harmless from and against
<br />any and all loss, damage, injury, liability, claim, cost or expense (including, without limitation,
<br />reasonable attorneys' fees, expert witness fees, court costs, and expenses) arising from or
<br />attributable to the activities of Licensee or any of its employees, agents, consultants or
<br />contractors upon the Property pursuant to this Agreement. All use of and entry upon the
<br />Property shall be at the sole cost, risk and expense of Licensee. Licensee recognizes and
<br />understands that should this Agreement be deemed by the County of Orange to create a possessory
<br />interest subject to property taxation, that Licensee shall be subject to the payment of property taxes
<br />levied on such interest, and that it shall defend, indemnify and hold the City and the City of Santa
<br />Ana and their respective officers, officials, members, employees, agents and representatives,
<br />harmless from and against any and all such claims.
<br />
<br />4. License Payment. Licensee shall pay a license fee of $1.00 to the City, receipt of
<br />which by the City is hereby acknowledged.
<br />
<br />S. Miscellaneous.
<br />
<br />(a) Choice of Law. This Agreement is to be governed by, and construed in
<br />accordance with, the laws of the State of California.
<br />
<br />(b) Remedies. Either party shall, in addition to all other rights provided
<br />herein or as may be provided by law, be entitled to the remedies of specific performance and
<br />injunction to enforce its rights hereunder, except to the extent expressly provided to the contrary
<br />in this Agreement. All rights and remedies under this Agreement are cumulative and no one of
<br />them shall be exclusive of any other, and each party shall have the right to pursue anyone or all
<br />of such rights and remedies or any other remedy which may be provided by law, whether or not
<br />stated in this Agreement, except to the extent expressly provided to the contrary in this
<br />Agreement.
<br />
<br />3
<br />
<br />
|