Common use of Indemnity/Hold Harmless Clause in Contracts

Indemnity/Hold Harmless. CITY or any officer or employee thereof shall not be liable for any injury to persons or property occasioned by reason of the acts or omissions of DEVELOPER, its agents, or employees, contractors and subcontractors in the performance of this Agreement. DEVELOPER further agrees to protect, defend, indemnify and hold harmless CITY, its officials, boards and commissions, and members thereof, agents and employees from any and all claims, demands, causes of action, liability or loss of any sort, because of, or arising out of, acts or omissions of DEVELOPER, its agents, employees, contractors and subcontractors in the performance of this Agreement, except for such claims, demands, causes of action, liability, or loss arising out of the sole active negligence of the CITY, its officials, boards, commissions, the members thereof, agents, and employees, including all claims, demands, causes of action, liability, or loss because of, or arising out of, in whole or in part, the design or construction of the improvements. This indemnification and agreement to hold harmless shall extend to injuries to persons and damages or taking of property resulting from the design or construction of said DEVELOPMENT, and the public improvements as provided herein, and in addition, to adjacent property owners as a consequence of the diversion of waters from the design and construction of public drainage systems, streets and other public improvements. Acceptance by CITY of the improvements shall not constitute an assumption by CITY of any responsibility for any damage or taking covered by this Section. CITY shall not be responsible for the design or construction of the property to be dedicated or the improvements pursuant to the approved improvement plans or map, regardless of any negligent action or inaction taken by CITY in approving the plans or map, unless the particular improvement design was specifically required by CITY over written objection by DEVELOPER submitted to the City Engineer before approval of the particular improvement design, which objection indicated that the particular improvement design was dangerous or defective and suggested an alternative safe and feasible design. After acceptance of the improvements, the DEVELOPER shall remain obligated to eliminate any defect in design or dangerous condition caused by the design or construction defect; however, DEVELOPER shall not be responsible for routine maintenance. Provisions of this Section shall remain in full force and effect for ten (10) years following the acceptance by CITY of the improvements. It is the intent of this Section that DEVELOPER shall be responsible for all liability for design and construction of the improvements installed or work done pursuant to this Agreement and that CITY shall not be liable for any negligence, nonfeasance, misfeasance or malfeasance in approving, reviewing, checking, or inspecting any work or construction. The improvement security shall not be required to cover the provisions of this Section. DEVELOPER shall reimburse CITY for all costs and expenses (including but not limited to fees and charges of architects, engineers, attorneys, and other professionals, and court costs) incurred by CITY in enforcing the provisions of this Section.

Indemnity/Hold Harmless. CITY City or any officer officer, employee or employee agent thereof shall not be liable for any injury to persons or property occasioned by reason of the acts or omissions of DEVELOPERDeveloper, its agents, or employees, contractors and subcontractors in the performance of this Agreement. DEVELOPER Developer further agrees to protect, defend, indemnify and hold harmless CITYCity, its officials, boards and commissions, and members thereof, agents agents, and employees from any and all claims, demands, causes of action, liability or loss of any sort, because of, or arising out of, acts or omissions of DEVELOPERDeveloper, its agents, employees, contractors and subcontractors in the performance of this Agreement, except for such claims, demands, causes of action, liability, liability or loss arising out of the sole active negligence of the CITYCity, its officials, boards, commissions, the members thereof, agents, agents and employees, including all claims, demands, causes of action, liability, liability or loss because of, of or arising out of, in whole or in part, the design or construction of the improvements. This indemnification and agreement to hold harmless shall extend to injuries to persons and damages or taking of property resulting from the design or construction of said DEVELOPMENTProject, and the public improvements as provided herein, and in addition, to adjacent property owners as a consequence of the diversion of waters from the design and construction of public drainage systems, streets and other public improvements. Recordation of the Notice of Acceptance by CITY the City of the improvements Works of Improvements shall not constitute an assumption by CITY the City of any responsibility for any damage or taking covered by this Section. CITY City shall not be responsible for the design or construction of the property to be dedicated or the improvements pursuant to the approved improvement plans or map, regardless of any negligent action or inaction taken by CITY the City in approving the plans or map, unless the particular improvement design was specifically required by CITY City over written objection by DEVELOPER Developer submitted to the City Engineer before approval of the particular improvement design, which objection indicated that the particular improvement design was dangerous or defective and suggested an alternative safe and feasible design. After acceptance recordation of the improvementsNotice of Acceptance, the DEVELOPER Developer shall remain obligated to eliminate any latent defect in design or dangerous condition caused by the design or construction defect; however, DEVELOPER Developer shall not be responsible for routine maintenance. Provisions The provisions of this Section paragraph shall remain in full force and effect for ten one (101) years year following the acceptance by CITY recordation of the improvementsNotice of Acceptance by the City of the Works of Improvements. It is the intent of this Section section that DEVELOPER Developer shall be responsible for all liability for design and construction of the improvements installed or work done pursuant to this Agreement and that CITY City shall not be liable for any negligence, nonfeasance, misfeasance or malfeasance in approving, reviewing, checking, approving or inspecting reviewing any work or construction. The improvement security shall not be required to cover the provisions of this SectionParagraph. DEVELOPER Developer shall reimburse CITY the City for all costs and expenses (expenses, including but not limited to fees and charges of architects, engineers, attorneys, and other professionals, and court costs) , incurred by CITY City in enforcing the provisions of this Section.

Indemnity/Hold Harmless. CITY City or any officer officer, employee or employee agent thereof shall not be liable for any injury to persons or property occasioned by reason of the acts or omissions of DEVELOPERDeveloper, its agents, or employees, contractors and subcontractors in the performance of this Agreement. DEVELOPER Developer further agrees to protect, defend, indemnify and hold harmless CITYCity, its officials, boards and commissions, and members thereof, agents agents, and employees from any and all claims, demands, causes of action, liability or loss of any sort, because of, or arising out of, acts or omissions of DEVELOPERDevelope , its agents, employeesempl yees, contractors con ractors and subcontractors in the performance pe formance of this Agreement, except for such claims, demandsdem nds, causes caus s of action, liability, liability or loss arising out of the sole active negligence negligen e of the CITYCity, its officials, boards, commissions, the members thereof, agents, agents and employees, including all claims, demands, causes of action, liability, liability or loss because of, of or arising out of, in whole or in part, the design or construction of the improvementsPublic Improvements. This indemnification and agreement to hold harmless shall extend to injuries to persons and damages or taking of property resulting from the design or construction of said DEVELOPMENTProject, and the public improvements as provided herein, and in addition, to adjacent property owners as a consequence of the diversion of waters from the design and construction of public drainage systems, streets and other public improvements. Recordation of the Notice of Acceptance by CITY the City of the improvements shall not constitute an assumption by CITY the City of any responsibility for any damage or taking covered by this Section. CITY City shall not be responsible for the design or construction of the property to be dedicated or the improvements pursuant to the approved improvement plans Improvement Plans or mapPermit, regardless of any negligent action or inaction taken by CITY the City in approving the plans Improvement Plans or mapPermit, unless the particular improvement design was specifically required by CITY City over written objection by DEVELOPER Developer submitted to the City Engineer before approval of the particular improvement design, which objection indicated that the particular improvement design was dangerous or defective and suggested an alternative safe and feasible design. After acceptance recordation of the improvementsNotice of Acceptance of the Public Improvements, the DEVELOPER Developer shall remain obligated to eliminate any latent defect in design or dangerous condition caused by the design or construction defect; however, DEVELOPER Developer shall not be responsible for routine maintenance. Provisions The provisions of this Section paragraph shall remain in full force and effect for ten (10) years following recordation of the acceptance Notice of Acceptance by CITY the City of the improvements. It is the intent of this Section section that DEVELOPER Developer shall be responsible for all liability for design and construction of the improvements installed or work done pursuant to this Agreement and that CITY City shall not be liable for any negligence, nonfeasance, misfeasance or malfeasance in approving, reviewing, checking, checking or inspecting any work or construction. The improvement security shall not be required to cover the provisions of this SectionParagraph. DEVELOPER Developer shall reimburse CITY the City for all costs and expenses (expenses, including but not limited to fees fee and charges charg s of architects, engineers, attorneysattor eys, and other professionals, and court costs) , incurred by CITY City in enforcing the provisions of this Section.Secti n.

Indemnity/Hold Harmless. CITY or any officer or employee thereof shall not be liable for any injury to persons or property occasioned by reason of the acts or omissions of DEVELOPERSUBDIVIDER, its agents, or employees, contractors and subcontractors in the performance of this Agreement. DEVELOPER SUBDIVIDER further agrees to protect, defend, indemnify and hold harmless CITY, its officials, boards and commissions, and members thereof, thereof agents and employees from any and all claims, demands, causes of action, liability or loss of any sort, because of, or arising out of, acts or omissions of DEVELOPERSUBDIVIDER, its agents, employees, contractors and subcontractors in the performance of this Agreement, except for such claims, demands, causes of action, liability, or loss arising out of the sole active negligence of the CITY, its officials, boards, commissions, the members thereof, agents, and employees, including all claims, demands, causes of action, liability, or loss because of, or arising out of, in whole or in part, the design or construction of the improvements. This indemnification and agreement to hold harmless shall extend to injuries to persons and damages or taking of property resulting from the design or construction of said DEVELOPMENTSUBDIVISION, and the public improvements as provided herein, and in addition, to adjacent property owners as a consequence of the diversion of waters from the design and construction of public drainage systems, streets and other public improvements. Acceptance by CITY of the improvements shall not constitute an assumption by CITY of any responsibility for any damage or taking covered by this Section. CITY shall not be responsible for the design or construction of the property to be dedicated or the improvements pursuant to the approved improvement plans or map, regardless of any negligent action or inaction taken by CITY in approving the plans or map, unless the particular improvement design was specifically required by CITY over written objection by DEVELOPER SUBDIVIDER submitted to the City Engineer before approval of the particular improvement design, which objection indicated that the particular improvement design was dangerous or defective and suggested an alternative safe and feasible design. After acceptance of the improvements, the DEVELOPER SUBDIVIDER shall remain obligated to eliminate any defect in design or dangerous condition caused by the design or construction defect; however, DEVELOPER SUBDIVIDER shall not be responsible for routine maintenance. Provisions of this Section shall remain in full force and effect for ten (10) years following the acceptance by CITY of the improvements. It is the intent of this Section that DEVELOPER SUBDIVIDER shall be responsible for all liability for design and construction of the improvements installed or work done pursuant to this Agreement and that CITY shall not be liable for any negligence, nonfeasance, misfeasance or malfeasance in approving, reviewing, checking, or inspecting any work or construction. The improvement security shall not be required to cover the provisions of this Section. DEVELOPER SUBDIVIDER shall reimburse CITY for all costs and expenses (including but not limited to fees and charges of architects, engineers, attorneys, and other professionals, and court costs) incurred by CITY in enforcing the provisions of this Section.

Indemnity/Hold Harmless. CITY City or any officer officer, employee or employee agent thereof shall not be liable for any injury to persons or property occasioned by reason of the acts or omissions of DEVELOPERSubdivider, its agents, or employees, contractors and subcontractors in the performance of this Agreement. DEVELOPER Subdivider further agrees to protect, defend, indemnify and hold harmless CITYCity, its officials, boards and commissions, and members thereof, agents agents, and employees from any and all claims, demands, causes of action, liability or loss of any sort, because of, or arising out of, acts or omissions of DEVELOPERSubdivider, its agents, employees, contractors and subcontractors in the performance of this Agreement, except for such claims, demands, causes of action, liability, liability or loss arising out of the sole active negligence of the CITYCity, its officials, boards, commissions, the members thereof, agents, agents and employees, including all claims, demands, causes of action, liability, liability or loss because of, of or arising out of, in whole or in part, the design or construction of the improvements. This indemnification and agreement to hold harmless shall extend to injuries to persons and damages or taking of property resulting from the design or construction of said DEVELOPMENTSubdivision, and the public improvements as provided herein, and in addition, to adjacent property owners as a consequence of the diversion of waters from the design and construction of public drainage systems, streets and other public improvements. Recordation of the Notice of Acceptance by CITY the City of the improvements Works of Improvements shall not constitute an assumption by CITY the City of any responsibility for any damage or taking covered by this Section. CITY City shall not be responsible for the design or construction of the property to be dedicated or the improvements pursuant to the approved improvement plans or map, regardless of any negligent action or inaction taken by CITY the City in approving the plans or map, unless the particular improvement design was specifically required by CITY City over written objection by DEVELOPER Subdivider submitted to the City Engineer before approval of the particular improvement design, which objection indicated that the particular improvement design was dangerous or defective and suggested an alternative safe and feasible design. After acceptance recordation of the improvementsNotice of Acceptance, the DEVELOPER Subdivider shall remain obligated to eliminate any latent defect in design or dangerous condition caused by the design or construction defect; however, DEVELOPER Subdivider shall not be responsible for routine maintenance. Provisions The provisions of this Section paragraph shall remain in full force and effect for ten (10) years following the acceptance by CITY recordation of the improvementsNotice of Acceptance by the City of the Works of Improvements. It is the intent of this Section section that DEVELOPER Subdivider shall be responsible for all liability for design and construction of the improvements installed or work done pursuant to this Agreement and that CITY City shall not be liable for any negligence, nonfeasance, misfeasance or malfeasance in approving, reviewing, checking, approving or inspecting reviewing any work or construction. The improvement security shall not be required to cover the provisions of this SectionParagraph. DEVELOPER Subdivider shall reimburse CITY the City for all costs and expenses (expenses, including but not limited to fees and charges of architects, engineers, attorneys, and other professionals, and court costs) , incurred by CITY City in enforcing the provisions of this Section.

Indemnity/Hold Harmless. CITY City or any officer officer, employee or employee agent thereof shall not be liable for any injury to persons or property occasioned by reason of the acts or omissions of DEVELOPERSubdivider, its agents, or employees, contractors and subcontractors in the performance of this Agreement. DEVELOPER Subdivider further agrees to protect, defend, indemnify and hold harmless CITYCity, its officials, boards and commissions, and members thereof, agents agents, and employees from any and all claims, demands, causes of action, liability or loss of any sort, because of, or arising out of, acts or omissions of DEVELOPERSubdivider, its agents, employees, contractors and subcontractors in the performance of this Agreement, except for such claims, demands, causes of action, liability, liability or loss arising out of the sole active negligence of the CITYCity, its officials, boards, commissions, the members thereof, agents, agents and employees, including all claims, demands, causes of action, liability, liability or loss because of, of or arising out of, in whole or in part, the design or construction of the improvements. This indemnification and agreement to hold harmless shall extend to injuries to persons and damages or taking of property resulting from the design or construction of said DEVELOPMENTSubdivision, and the public improvements as provided herein, and in addition, to adjacent property owners as a consequence of the diversion of waters from the design and construction of public drainage systems, streets and other public improvements. Recordation of the Notice of Acceptance by CITY the City of the improvements shall not constitute an assumption by CITY the City of any responsibility for any damage or taking covered by this Section. CITY City shall not be responsible for the design or construction of the property to be dedicated or the improvements pursuant to the approved improvement plans Improvement Plans or map, regardless of any negligent action or inaction taken by CITY the City in approving the plans or map, unless the particular improvement design was specifically required by CITY City over written objection by DEVELOPER Subdivider submitted to the City Engineer before approval of the particular improvement design, which objection indicated that the particular improvement design was dangerous or defective and suggested an alternative safe and feasible design. After acceptance recordation of the improvementsNotice of Acceptance of the Public Improvements, the DEVELOPER Subdivider shall remain obligated to eliminate any latent defect in design or dangerous condition caused by the design or construction defect; however, DEVELOPER Subdivider shall not be responsible for routine maintenance. Provisions The provisions of this Section paragraph shall remain in full force and effect for ten (10) years following the acceptance recordation of the Notice of Acceptance by CITY the City of the improvements. It is the intent of this Section section that DEVELOPER Subdivider shall be responsible for all liability for design and construction of the improvements installed or work done pursuant to this Agreement and that CITY City shall not be liable for any negligence, nonfeasance, misfeasance or malfeasance in approving, reviewing, checking, approving or inspecting reviewing any work or construction. The improvement security shall not be required to cover the provisions of this SectionParagraph. DEVELOPER Subdivider shall reimburse CITY the City for all costs and expenses (expenses, including but not limited to fees and charges of architects, engineers, attorneys, and other professionals, and court costs) , incurred by CITY City in enforcing the provisions of this Section.

Indemnity/Hold Harmless. CITY or any officer or employee thereof hereof shall not be liable for any injury to persons or property occasioned by reason of the acts or omissions of DEVELOPERSUBDIVIDER, its agents, or employees, contractors and subcontractors in the performance of this Agreement. DEVELOPER SUBDIVIDER further agrees to protect, defend, indemnify and hold harmless CITY, its officials, boards and commissions, and members thereof, agents and employees from any and all claims, demands, causes of action, liability or loss of any sort, because of, or arising out of, acts or omissions of DEVELOPERSUBDIVIDER, its agents, employees, contractors and subcontractors in the performance of this Agreement, except for such claims, demands, demands causes of action, liability, or loss arising out of the sole active negligence of the CITY, its officials, boards, commissions, the members thereof, agents, and employees, including all claims, demands, causes of action, liability, or loss because of, or arising out of, in whole or in part, the design or construction of the improvements. This indemnification and agreement to hold harmless shall extend to injuries to persons and damages or taking of property resulting from the design or construction of said DEVELOPMENTSUBDIVISION, and the public improvements as provided herein, and in addition, to adjacent property owners as a consequence of the diversion of waters from the design and construction of public drainage systems, streets and other public improvements. Acceptance by CITY of the improvements shall not constitute an as assumption by CITY of any responsibility for any damage or taking covered by this Section. CITY shall not be responsible for the design or construction of the property to be dedicated or the improvements pursuant to the approved improvement plans or mapmaps, regardless of any negligent action or inaction taken by CITY in approving the plans or map, unless the particular improvement design was specifically required by CITY over written objection by DEVELOPER SUBDIVIDER submitted to the City Engineer before approval of the particular improvement design, which objection indicated that the particular improvement design was dangerous or defective and suggested an alternative safe and feasible design. After acceptance of the improvements, the DEVELOPER SUBDIVIDER shall remain obligated to eliminate any defect in design or dangerous condition caused by the design or construction defect; however, DEVELOPER SUBDIVIDER shall not be responsible for routine maintenance. Provisions of this Section section shall remain in full force and effect for ten three (103) years following the acceptance by CITY of the improvements. It is the intent of this Section that DEVELOPER SUBDIVIDER shall be responsible for all liability for design and construction of the improvements installed or work done pursuant to this Agreement and that CITY shall not be liable for any negligence, nonfeasance, misfeasance or malfeasance in approving, reviewing, checking, or inspecting any work or construction. The improvement security shall not be required to cover the provisions of this Section. DEVELOPER SUBDIVIDER shall reimburse CITY for all costs and expenses (including but not limited to fees and charges of architects, engineers, attorneys, and other professionals, and court costs) incurred by CITY in enforcing the provisions of this Section.

Indemnity/Hold Harmless. CITY or any officer or employee thereof shall not be liable for any injury to persons or property occasioned by reason of the acts or omissions of DEVELOPERSUBDIVIDER, its agents, or employees, contractors and subcontractors in the performance of this Agreement. DEVELOPER SUBDIVIDER further agrees to protect, defend, indemnify and hold harmless CITY, its officials, boards and commissions, and members thereof, agents and employees from any and all claims, demands, causes of action, liability or loss of any sort, because of, or arising out of, acts or omissions of DEVELOPERSUBDIVIDER, its agents, employees, contractors and subcontractors in the performance of this Agreement, except for such claims, demands, causes of action, liability, or loss arising out of the sole active negligence of the CITY, its officials, boards, commissions, the members thereof, agents, and employees, including all claims, demands, causes of action, liability, or loss because of, or arising out of, in whole or in part, the design or construction of the improvements. This indemnification and agreement to hold harmless shall extend to injuries to persons and damages or taking of property resulting from the design or construction of said DEVELOPMENTSUBDIVISION, and the public improvements as provided herein, and in addition, to adjacent property owners as a consequence of the diversion of waters from the design and construction of public drainage systems, streets and other public improvements. Acceptance by CITY of the improvements shall not constitute an assumption by CITY of any responsibility for any damage or taking covered by this Section. CITY shall not be responsible for the design or construction of the property to be dedicated or the improvements pursuant to the approved improvement plans or map, regardless of any negligent action or inaction taken by CITY in approving the plans or map, unless the particular improvement design was specifically required by CITY over written objection by DEVELOPER SUBDIVIDER submitted to the City Engineer before approval of the particular improvement design, which objection indicated that the particular improvement design was dangerous or defective and suggested an alternative safe and feasible design. After acceptance of the improvements, the DEVELOPER SUBDIVIDER shall remain obligated to eliminate any defect in design or dangerous condition caused by the design or construction defect; however, DEVELOPER SUBDIVIDER shall not be responsible for routine maintenance. Provisions of this Section shall remain in full force and effect for ten (10) years following the acceptance by CITY of the improvements. It is the intent of this Section that DEVELOPER SUBDIVIDER shall be responsible for all liability for design and construction of the improvements installed or work done pursuant to this Agreement and that CITY shall not be liable for any negligence, nonfeasance, misfeasance or malfeasance in approving, reviewing, checking, or inspecting any work or construction. The improvement security shall not be required to cover the provisions of this Section. DEVELOPER SUBDIVIDER shall reimburse CITY for all costs and expenses (including but not limited to fees and charges of architects, engineers, attorneys, and other professionals, and court costs) incurred by CITY in enforcing the provisions of this Section.

Indemnity/Hold Harmless. CITY City or any officer officer, employee or employee agent thereof shall not be liable for any injury to persons or property occasioned by reason of the acts or omissions of DEVELOPERDeveloper, its agents, or employees, contractors and subcontractors in the performance of this Agreement. DEVELOPER Developer further agrees to protect, defend, indemnify and hold harmless CITYCity, its officials, boards and commissions, and members thereof, agents agents, and employees from any and all claims, demands, causes of action, liability or loss of any sort, because of, or arising out of, acts or omissions of DEVELOPERDeveloper, its agents, employees, contractors and subcontractors in the performance of this Agreement, except for such claims, demands, causes of action, liability, liability or loss arising out of the sole active negligence of the CITYCity, its officials, boards, commissions, the members thereof, agents, agents and employees, including all claims, demands, causes of action, liability, liability or loss because of, of or arising out of, in whole or in part, the design or construction of the improvementsPublic Improvements. This indemnification and agreement to hold harmless shall extend to injuries to persons and damages or taking of property resulting from the design or construction of said DEVELOPMENTProject, and the public improvements as provided herein, and in addition, to adjacent property owners as a consequence of the diversion of waters from the design and construction of public drainage systems, streets and other public improvements. Recordation of the Notice of Acceptance by CITY the City of the improvements shall not constitute an assumption by CITY the City of any responsibility for any damage or taking covered by this Section. CITY City shall not be responsible for the design or construction of the property to be dedicated or the improvements pursuant to the approved improvement plans City-Private Developer Agreement (SJMC Title 14) 12 (Rev. 02/15/2012) T-1562\217903_2 Improvement Plans or mapPermit, regardless of any negligent action or inaction taken by CITY the City in approving the plans Improvement Plans or mapPermit, unless the particular improvement design was specifically required by CITY City over written objection by DEVELOPER Developer submitted to the City Engineer before approval of the particular improvement design, which objection indicated that the particular improvement design was dangerous or defective and suggested an alternative safe and feasible design. After acceptance recordation of the improvementsNotice of Acceptance of the Public Improvements, the DEVELOPER Developer shall remain obligated to eliminate any latent defect in design or dangerous condition caused by the design or construction defect; however, DEVELOPER Developer shall not be responsible for routine maintenance. Provisions The provisions of this Section paragraph shall remain in full force and effect for ten (10) years following recordation of the acceptance Notice of Acceptance by CITY the City of the improvements. It is the intent of this Section section that DEVELOPER Developer shall be responsible for all liability for design and construction of the improvements installed or work done pursuant to this Agreement and that CITY City shall not be liable for any negligence, nonfeasance, misfeasance or malfeasance in approving, reviewing, checking, checking or inspecting any work or construction. The improvement security shall not be required to cover the provisions of this SectionParagraph. DEVELOPER Developer shall reimburse CITY the City for all costs and expenses (expenses, including but not limited to fees and charges of architects, engineers, attorneys, and other professionals, and court costs) , incurred by CITY City in enforcing the provisions of this Section.

Indemnity/Hold Harmless. CITY City or any officer officer, employee or employee agent thereof shall not be liable for any injury to persons or property occasioned by reason of the acts or omissions of DEVELOPERDeveloper, its agents, or employees, contractors and subcontractors in the performance of this Agreement. DEVELOPER Developer further agrees to protect, defend, indemnify and hold harmless CITYCity, its officials, boards and commissions, and members thereof, agents agents, and employees from any and all claims, demands, causes of action, liability or loss of any sort, because of, or arising out of, acts or omissions of DEVELOPERDeveloper, its agents, employees, contractors and subcontractors in the performance of this Agreement, except for such claims, demands, causes of action, liability, liability or loss arising out of the sole active negligence of the CITYCity, its officials, boards, commissions, the members thereof, agents, agents and employees, including all claims, demands, causes of action, liability, liability or loss because of, of or arising out of, in whole or in part, the design or construction of the improvements. This indemnification and agreement to hold harmless shall extend to injuries to persons and damages or taking of property resulting from the design or construction of said DEVELOPMENTProject, and the public improvements as provided herein, and in addition, to adjacent property owners as a consequence of the diversion of waters from the design and construction of public drainage systems, streets and other public improvements. Recordation of the Notice of Acceptance by CITY the City of the improvements Works of Improvements shall not constitute an assumption by CITY the City of any responsibility for any damage or taking covered by this Section. CITY City shall not be responsible for the design or construction of the property to be dedicated or the improvements pursuant to the approved improvement plans or map, regardless of any negligent action or inaction taken by CITY the City in approving the plans or map, unless the particular improvement design was specifically required by CITY City over written objection by DEVELOPER Developer submitted to the City Engineer before approval of the particular improvement design, which objection indicated that the particular improvement design was dangerous or defective and suggested an alternative safe and feasible design. After acceptance recordation of the improvementsNotice of Acceptance, the DEVELOPER Developer shall remain obligated to eliminate any latent defect in design or dangerous condition caused by the design or construction defect; however, DEVELOPER Developer shall not be responsible for routine maintenance. Provisions The provisions of this Section paragraph shall remain in full force and effect for ten (10) years following the acceptance by CITY recordation of the improvementsNotice of Acceptance by the City of the Works of Improvements. It is the intent of this Section section that DEVELOPER Developer shall be responsible for all liability for design and construction of the improvements installed or work done pursuant to this Agreement and that CITY City shall not be liable for any negligence, nonfeasance, misfeasance or malfeasance in approving, reviewing, checking, approving or inspecting reviewing any work or construction. The improvement security shall not be required to cover the provisions of this SectionParagraph. DEVELOPER Developer shall reimburse CITY the City for all costs and expenses (expenses, including but not limited to fees and charges of architects, engineers, attorneys, and other professionals, and court costs) , incurred by CITY City in enforcing the provisions of this Section.