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3.4 Civil Code Section 1542 Waiver. (a) With respect to the releases described in Released Matters, the Parties expressly waive all rights under California Civil Code section 1542 which provides that a general release does not extend to unknown or unsuspected claims which, if known, would have materially affected the settlement. California Civil Code section 1542 provides: "A GENERAL RELEASE DOES NOT EXTEND TO CLAIMS THAT THE CREDITOR OR RELEASING PARTY DOES NOT KNOW OR SUSPECT TO EXIST IN HIS OR HER FAVOR AT THE TIME OF EXECUTING THE RELEASE AND THAT, IF KNOWN BY HIM OR HER, WOULD HAVE MATERIALLY AFFECTED HIS OR HER SETTLEMENT WITH THE DEBTOR OR RELEASED PARTY." (b) The Parties acknowledge that they may hereafter discover facts different from, or in addition to, those which they now believe to be true with respect to the release of claims. The Parties agree that the foregoing release shall be and remain effective in all respects notwithstanding such different or additional facts or any discovery thereof. (c) The Parties further acknowledge and agree that waivers of rights under Section 1542 of the California Civil Code have been separately bargained for and are essential and material terns of this Settlement Agreement, and, without such waivers, this Settlement Agreement would not have been entered into. 3.5 Third Party Actions, Warranties and Latent Constriction Defects Exclusions. The Parties agree that specifically excluded from the Released Matters and Civil Code 1542 Waiver are any demands, claims and causes of actions arising from or relating to unexpired warranties or latent construction defects in the Project or any third party action against the City arising out of Lonerock's construction of the Project or work at issue in this Dispute and that City shall not be precluded from bringing any action at law or in equity arising from or relating to such matters. This includes any latent defects or claims made pursuant to California Code of Civil Procedure section 337.15. 4. GENERAL PROVISIONS. 4.1 Representation and Warranty. The Parties and signatories hereby each represent, covenant and warrant that they are authorized (individually or by their respective principals) to enter into and execute this Settlement Agreement and that they have not previously assigned any claims released or assigned in this Settlement Agreement, in whole or in part, or taken any other steps which would adversely affect the rights which are the subject of this Settlement Agreement. In the event that any of the above representations and/or warranties are breached or any of the representations and/or warranties contained in this subparagraph prove false, the breaching/misrepresenting Party hereby agrees to defend, indemnify and hold the other Party harmless from all damages, loss, liability, costs and attorneys' fees resulting from said breach/misrepresentation. Page 3 of 6 55394, 00060\40824418. l