HATSUSHI ESTATES HOMEOWNERS ENCROACHMENT AGMT FOR IRRIGATION LINES

thereof, and such removal or restoration shall in no manner prejudice or impair any right of action for damages, or otherwise, that City may have against HOA. c. Except under emergency circumstances, City shall make reasonable efforts to do the following: 1. notify the HOA by a minimum of sixty (60) days advance notice that the Project will need to be removed; and 2. make reasonable efforts to minimize disrupting the activities of HOA and shall discuss with HOA the organization of the City's work in the Right of Way and EVA so that the HOA's irrigation needs can be reasonably met. 5. NO INTERFERENCE WITH CITY'S OPERATION. a. The Project shall be constructed, installed, and, at all times, maintained, repaired and operated in such manner as to cause no interference whatsoever with the constant, continuous and uninterrupted use of the Right of Way and EVA, and HOA shall do nothing to impair the safety thereof. HOA shall not interfere with any existing City utility or other City system without the written consent of City. No City utility or other City system shall be moved to accommodate HOA without City approval and unless the cost of such work is borne by HOA. HOA shall support and protect all pipes, conduits, poles, wires, or other underground structures affected by the excavation work, and shall inform the City or other owner of such structures if any damage occurs to such facilities during the conduct of its work. The expense of repairs of any damage to City utility or City system resulting from HOA's acts or omissions shall be charged to HOA. b. Nothing in this Agreement shall affect the City's existing or future use of the Right of Way, including the installation of any additional utility conduits or any other uses by the City. 6. INSURANCE. During the term of this Agreement, Licensee shall maintain in full force and effect at its own cost and expense commercial general liability insurance that provides that the City, its elected and appointed officials, officers, employees and agents are named additional insureds under the policy. 7. INDEMNIFICATION. HOA shall indemnify, hold harmless, and defend the City (including its elected officials, officers, agents and employees) from and against any and all claims (including all litigation, demands, damages, liabilities, costs, and expenses, and including court costs and attorney's fees) resulting or arising from performance, or failure to perform, under this Agreement (with the exception of the active negligence or willful misconduct of the City). 8. AGREEMENT RUNS WITH THE LAND. This Agreement is for the benefit of the parties and their successors. It is the intention of the parties that the obligations set forth in this Agreement shall run with the land and be binding upon future HOA members, their successors in interest or assigns. Page 3 of 4