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Docusign Envelope ID:OF42FBD7-AC52-4266-A257-BBE14D182B71
<br /> 4.4 Non-Assignment of SOS's Released Claims and the City's Released Claims.
<br /> SOS represents and warrants that it has not assigned or transferred,nor purported to assign or
<br /> transfer,to any other person or entity any of its respective rights or interests in any of SOS's
<br /> Released Claims, and SOS agrees to defend, indemnify and hold the City and each of the City's
<br /> Related Persons,harmless from and against any liabilities, claims, causes of action, obligations,
<br /> demands,damages, costs, attorney's fees,or expenses incurred by the City, or any of the City's
<br /> Related Persons, as a result of any person or entity making a bona fide claim of any assignment
<br /> or transfer of any rights or interests in any of SOS's Released Claims. The City represents and
<br /> warrants that it has not assigned or transferred,nor purported to assign or transfer,to any other
<br /> person or entity any of its respective rights or interests in any of the City's Released Claims,and
<br /> the City agrees to defend,indemnify and hold SOS, each of SOS's Related Persons,Turner,and
<br /> each of Turner's Related Persons,harmless from and against any liabilities, claims, causes of
<br /> action,obligations,demands,damages, costs, attorney's fees, or expenses incurred by SOS, any
<br /> of SOS's Related Persons,Turner, or any of Turner's Related Persons, as a result of any person
<br /> or entity making a bona fide claim of any assignment or transfer of any rights or interests in any
<br /> of the City's Released Claims.
<br /> 4.5 Discovery of Additional Facts. SOS and the City acknowledge that they may
<br /> hereafter discover facts different from, or in addition to,those which they now believe to be true
<br /> with respect to any or all of SOS's Released Claims or the City's Released Claims.
<br /> Nevertheless, SOS and the City agree that the releases set forth in Sections 4.1 and 4.2 above
<br /> shall be and remain effective in all respects,notwithstanding the discovery of such different or
<br /> additional facts.
<br /> 5.0 Waiver of California Civil Code Section 1542. The releases set forth in sections
<br /> 4.1 and 4.2 above are not intended to be,and shall not constitute,general releases. However, to
<br /> the extent applicable to those releases,and with respect to matters that were or could have been
<br /> raised in the Action,the Parties hereby agree that all rights under Section 1542 of the Civil Code
<br /> of the State of California are hereby waived. Civil Code Section 1542 provides as follows:
<br /> "A GENERAL RELEASE DOES NOT EXTEND TO CLAIMS WHICH THE
<br /> CREDITOR DOES NOT KNOW OR SUSPECT TO EXIST IN HIS OR HER
<br /> FAVOR AT THE TIME OF EXECUTING THE RELEASE,WHICH IF KNOWN
<br /> BY HIM OR HER MUST HAVE MATERIALLY AFFECTED HIS OR HER
<br /> SETTLEMENT WITH THE DEBTOR."
<br /> 6.0 Attorne 'Fees &Costs. All Parties to this Agreement shall bear their own costs
<br /> and attorneys'fees related to the Action and this Agreement,and each of the Parties represents
<br /> and warrants that any claims for attorneys'fees and/or costs against any of the other Patties are
<br /> waived and released. This includes but is not limited to any attorney's fees, costs,and expenses,
<br /> that each Party may have incurred as of the Effective Date of this Agreement as a result of or
<br /> otherwise arising out of(a)any pre-litigation,administrative activities or proceedings relating to
<br /> the Minor Exception Application or the Major Remodel Application or related in any way to the
<br /> Property; (b)the Action or any of the Complaints; or(c)the resolution,negotiation, and
<br /> settlement of the Action,including the negotiation or preparation of,or compliance with,this
<br /> Agreement. In the event of any future dispute, claim,or litigation based upon, arising out of, or
<br /> relating to,the breach,enforcement,or interpretation of any of the provisions of this Agreement,
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