City’s Role. The City shall have no responsibility for the cost of planning, design, engineering construction, furnishing/equipping the Authorized Improvements (before, during or after construction) except to the extent of the reimbursement of the Authorized Improvements Costs as set forth in this Agreement. The Developer will not hold the City responsible for any Authorized Improvements Costs other than the reimbursements described in this Agreement. The City shall have no liability for any claims that may arise out of design or construction of the Authorized Improvements, and the Developer shall cause all of its contractors, architects, engineers, and consultants to agree in writing that they will look solely to the Developer, not to the City, for payment of all costs and valid claims associated with construction of the Authorized Improvements.
City’s Role. The City shall have no responsibility for the cost of planning, design, engineering construction, furnishing/equipping or operating the Entertainment Center (before, during or after construction) except to the extent of the City Construction Contribution provided below. The Company will not hold the City responsible for any costs of the Entertainment Center other than the City Construction Contribution as defined below. The City shall have no liability for any claims that may arise out of design or construction of the Entertainment Center, and the Company shall cause all of its contractors, architects, engineers, and consultants to agree in writing that they will look solely to the Company, not to the City, for payment of all costs and valid claims associated with the Entertainment Center.
City’s Role. As a general matter, the City will consider the (“Service Provider’s”) Mission when making all resource and service requests.
City’s Role. The Parties acknowledge and agree that: (a) on or about March 16, 2011, Agency transferred to City fee title ownership of the Property by recorded quitclaim deed, and (b) through an assignment agreement executed in connection with such property transfer, Agency assigned to City, and City assumed, all of Agency’s rights, title, interest and obligations under all assets, agreements, contracts, permits and entitlements, and other documents relating directly or indirectly to the use, management, repair, maintenance, development and operation of the Property, including this Agreement. By executing this Agreement, the parties (including Developer, Agency and City) confirm that they are all Parties to this Agreement and all attachments and exhibits attached hereto. The Parties agree that, except as otherwise specified herein, all references to “Agency” in this Agreement shall mean either Agency or City, whichever of those two Parties is the fee title owner of the Property at the relevant time. For the sake of clarity, as between Agency or City, the Party that owns fee title to the Property at the relevant time shall be entitled to exercise all rights, and shall be required to fulfill all outstanding obligations, attributable to “Agency” under this Agreement. Notwithstanding the foregoing, if Agency’s prior transfer of the Property to City is nullified, rescinded or invalidated for any reason whatsoever, then it is expressly agreed that (i) fee title to the Property shall automatically re-vest in Agency (or its applicable successor, which may include City), and (ii) all assets, agreements, contracts, permits and entitlements, and other documents previously assigned from Agency to City related to the Property shall automatically be re-assigned to Agency (or its applicable successor, which may include City). The Parties further acknowledge and agree that any reference to the Agency’s Executive Director in this Agreement shall refer, as applicable, to the Executive Director of the Redevelopment Agency of the City of San Diego, or designee (as to the Agency) or the Mayor of the City of San Diego, or designee (as to the City).
City’s Role
