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SPIEGEL FAMILY LIMITED PARTNERSHIP 1 - 2005
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SPIEGEL FAMILY LIMITED PARTNERSHIP 1 - 2005
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Last modified
1/3/2012 2:10:29 PM
Creation date
10/6/2005 3:15:58 PM
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Contracts
Company Name
Spiegel Family Limited Partnership
Contract #
A-2005-141
Agency
Public Works
Council Approval Date
6/20/2005
Expiration Date
7/20/2005
Destruction Year
2010
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<br />25. Duty To Cooperate Further. Each party hereby agrees that it shall, upon request of the other, exewte and <br />deliver such further documents (in fonn and substance reasonably acceptable to the party to be charged) and do <br />such other acts and things as are reasonably necessary and appropriate to e[fo::tuate the term; and conditions of this <br />Agreement, without cost. <br /> <br />26. Applicability of Agreement To Assignees. This Agreement shall be binding upon and shall inure to the <br />benefit of the successors and assigns of the parties to this Agreement. <br /> <br />27. Authority to Execute Agreement. Each undersigned represents and warrants that its signature hereinbelow <br />has the power, authority and right to bind their respective parties to each of the terms ofthis Agreement, and shall <br />indemnify City fully, including reasonable oosts and attorney's fees, for any injuries or damages to City in the event <br />that such authority or power is not, in fact, held by the signatory or is withdrawn. <br /> <br />28. Inc0f9oration of Exhibits. All Exhibits referenoed herein and attached herao shall be incorpOIated ~ if fully <br />set forth in the body of this Agreement. <br /> <br />29. Release. The parties hereto hereby agree that all rights under Section 1542 of the Civil Code of the State <br />of California are hereby waived. Civil Code section 1542 provides as follows: <br /> <br />"A general release does not extend to claims which the creditor does not know or suspect <br />to exist in his favor at the time of executing the release, which if known hy him must <br />have materially affected his settlement with the debtor." <br /> <br />Notwithstanding the provisions of Civil Code section 1542, each party hereby irrevocably and <br />unconditionally releases and forever discharges the other and each and all of its officers, agents, directors, <br />supervisors, employees, representatives, and its successors and assigns and all persons acting by, through, <br />under, or in concert with such 'other party from any and all charges, complaints, claims, and liabilities of any <br />kind or nature whatsoever, known or unknown, suspected or unsuspected (hereinafter referred to as "claim" or <br />"claims") which the releasing party at any time heretofore had or claimed to have or which such releasing party <br />at any time hereafter may have or claim to have, including, without limitation, any and all claims related or in <br />any manner incidental to this transaction. <br /> <br />30. No Warranties. CITY HEREBY EXPRESSL Y ACKNOWLEDGES THAT CITY HAS OR <br />WILL HAVE, PRIOR TO THE CLOSING, THOROUGHLY INSPECTED AND EXAMINED THE <br />PROPERTY TO THE EXTENT DEEMED NECESSARY BY CITY IN ORDER TO ENABLE CITY TO <br />EVALUATE ITS PURCHASE OF THE PROPERTY. CITY ACKNOWLEDGES THAT IT IS RELYING <br />SOLEL Y ON ITS OWN EXPERTISE AND THAT OF CITY'S CONSULTANTS, AND THAT CITY WILL <br />CONDUCT SUCH INSPECTIONS AND INVESTIGATIONS OF THE PROPERTY, INCLUDING, BUT <br />NOT LIMITED TO, THE PHYSICAL AND ENVIRONMENTAL CONDITIONS THEREOF, AND WILL <br />REL Y UPON SAME, AND, UPON CLOSING, WItL ASSUME THE RISK OF ANY ADVERSE <br />MATTERS, INCLUDING, BUT NOT LIMITED TO, ADVERSE PHYSICAL AND ENVIRONMENTAL <br />CONDITIONS, THAT MAY NOT HAVE BEEN REVEALED BY CITY'S INSPECTIONS AND <br />fNVESTIGATIONS. CITY FURTIIER ACKNOWLEDGES AND AGREES THAT CITY IS ACQUIRING <br />THE PROPERTY ON AN "AS IS, WHERE IS" AND "WIm ALL FAULTS" BASIS, WITHOUT <br />, <br />
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