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GRANTOR: DUBLIN SAN RAMON SERVICES DISTRICT APN:941-1300-2-8
<br /> PROJECT:JOHNSON DRIVE ECONOMIC DEVELOPMENT ZONE PROJECT
<br /> E. Clear title. Close of escrow for this transaction is contingent upon the title company receiving
<br /> deeds of reconveyance from any deed of trust or mortgage holder trustees and beneficiaries. If
<br /> the Property is secured by a mortgage(s) or deed(s) of trust, GRANTOR is responsible for
<br /> payment of any demand under authority of said mortgage or deed of trust out of GRANTOR's
<br /> proceeds. Such amounts may include, but not be limited to, payments of unpaid principal and
<br /> interest.
<br /> F. Improvements. The consideration in Section 3.A. includes payment for the following
<br /> improvements: 41,731 sq. ft. of landscaping; 2 seating areas; 2 planters.
<br /> G. Cost to Cure Damages. The conveyance of the property will impact GRANTOR's ability
<br /> to use the remainder of its property.
<br /> 4. CITY Performed Work. All work done under this Agreement shall conform to all applicable
<br /> building, fire and sanitary laws, ordinances, and regulations relating to such work, and shall be done
<br /> in a good workmanlike manner. All structures, improvements or other facilities,when removed, and
<br /> relocated, or reconstructed by the CITY or its authorized agent, shall be left in as good condition as
<br /> found, except those structures, improvements or other facilities which need to be permanently
<br /> removed for CITY's roadway project.
<br /> 5. Indemnification.CITY shall indemnify, defend,and hold harmless GRANTOR from and against
<br /> all claims, causes of action, damages, liabilities, cost and expenses (including reasonable attorney
<br /> fees and costs), arising from or related to CITY's use of the Property and exercise of CITY's rights
<br /> under this Agreement, except as to the extent that such claims, causes of action, damages,
<br /> liabilities, or costs and expenses(including reasonable attorney fees and costs) are incurred due to
<br /> GRANTOR's active negligence or willful misconduct.
<br /> 6. Right of Possession and Use.CITY's right of possession and use of the Permanent Easement
<br /> on the terms and subject to the conditions set forth in the Grant of Easement(the form of Permanent
<br /> Easement Deed to be deposited in Escrow under Section 2), including the right to remove and
<br /> dispose of improvements, and install and connect utilities, and issue encroachment permits to
<br /> underground public utilities shall commence on the date the amount of funds as specified in Section
<br /> 3.A herein are deposited into the escrow controlling this transaction. The consideration shown in
<br /> Section 3.A includes, but is not limited to, full payment for the possession and use from that date,
<br /> including interest and damages if any.
<br /> 7. Notice to Successors. If GRANTOR sells, conveys or assigns any property interest
<br /> encumbered by this Agreement before the CITY exercises its rights, GRANTOR shall notify the
<br /> successor or assignor of the rights and obligations under this Agreement.
<br /> 8. Escrow Instructions. GRANTOR authorizes CITY to prepare and file escrow instructions in
<br /> accordance with this Agreement on behalf of both parties, subject to its right, upon request,to review
<br /> and approve such instructions.
<br /> 9. Hazardous Wastes.The acquisition price of the Permanent Easement being acquired in this
<br /> transaction reflects the fair market value of the Property without the presence of contamination. If
<br /> the Property being acquired is found to be contaminated by the presence of hazardous waste
<br /> which requires mitigation under Federal or State law, the CITY may elect to recover its clean-up
<br /> costs from those who caused or contributed to the contamination. GRANTOR shall further
<br /> indemnify, defend, save and hold harmless the CITY from any and all claims, costs and liability,
<br /> including reasonable attorney's fees, for any damage, injury or death to persons or property
<br /> arising directly or indirectly from or connected with the existence of toxic or hazardous material on
<br /> the property, save and except claims, costs or litigation arising through the active negligence or
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