FIRST AMERICAN TITLE COMPANY - Laserfiche WebLink

Home Browse Search

b. First American shall be permitted, from time to time and one or more times, without the consent of City, to transfer or assign all or a portion of its rights and obligations under this Agreement to a nonaffiliated or non -related transferee or assignee as long as First American and such transferee or assignee provide to City a signed assignment and assumption agreement pursuant to which the transferee or assignee assumes those obligations of First American identified in such assignment and assumption agreement; provided, however, that the transferee/assignee shall not be entitled to receive the financial benefit resulting from the Cooperation Agreement referenced in Paragraph 7 above. C. Upon any transfer or assignment effected consistent with the terms of this Agreement, City shall look solely to the transferee or assignee for the performance of the obligations transferred or assigned. d. City confirms and ratifies that it previously approved First American's transfer of the Third Party Conveyance Area to Imperial Promenade, and hereby approves First American's transfer of the Third Party Conveyance Area [License Map] to MMN Development. Pursuant to the foregoing transfers, Imperial Promenade and MMN Development, with respect to their respective parcels, shall be deemed successors to First American under the terms of this Agreement. 9. Successors and Assigns. This Agreement shall inure to the benefit of and be binding upon the successors and assigns of the parties hereto and each of them. 10. City Waiver of Defense. Notwithstanding any .legal authorities to the contrary concerning the doctrines of waiver and estoppel as applied to public entities and the actions or inactions of public agencies or public agency officers and officials, City agrees that it shall be estopped from denying the validity of this Agreement and City knowingly and expressly waives any such claim or defense. 11. Waiver; Approvals. No delay or omission in the exercise of any right or remedy by a nondefaulting party on any default shall impair such right or remedy or be construed as a waiver. A party's consent to or approval of any act by any other party requiring the party's consent or approval shall not be deemed to waive or render unnecessary the other party's consent to or approval of any subsequent act. Any waiver by any party of any default must be in writing and shall not be a waiver of any other default concerning the same or any other provision of this Agreement. 12. Rights and Remedies Cumulative. Except as otherwise expressly stated in this Agreement, the rights and remedies of the parties are cumulative, and the exercise by either party of one or more of its rights or remedies shall not preclude the exercise by 394/016555-0002/3124650.19 05/26/00 - 13 -