Item 28 - Public Hearing - Amendment Application for the Village Santa Ana Specific Plan

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City Council that: (1) this Agreement remains in effect; and (2) Owner is not in default. The Certificate shall be in recordable form, shall contain information necessary to communicate constructive record notice of the finding of compliance, shall state whether the Certificate is issued after a Periodic or Special Review and shall state the anticipated date of commencement of the next Periodic Review. Owner may record the Certificate with the County Recorder. 6.6.2. Whether or not the Certificate is relied upon by assignees or other transferees or Owner, City shall not be bound by a Certificate if a default existed at the time of the Periodic or Special Review, but was concealed from or otherwise not known to the City Manager or City Council. 6.7. Conditions of Discretionary Approvals. The requirements imposed as conditions of any discretionary approval received through the City's existing regulatory process shall be governed by the terms of those approvals, and in no event shall such conditions be affected by the termination, cancellation, rescission, revocation, or default or expiration of this Development Agreement (although such conditions must comply with the Applicable Rules). 7. DEFAULT AND REMEDIES. 7.1. Remedies in General. It is acknowledged by the parties that City and Owner would not have entered into this Agreement if either party were to be liable in damages arising out of a breach or default under this Agreement and, therefore, each of the parties hereto hereby acknowledge and agree that the sole remedies that either party hereto may pursue and enforce against the other arising out of a default or breach under this Agreement by the other party (and the expiration of all applicable notice and cure periods) shall be an action for specific performance or a termination of this Agreement by such non -defaulting parry's obligations under this Agreement (subject to the terms and provisions of Section 6.3.3), and each party hereto expressly waives any other remedy they might otherwise be entitled to pursue, at law or in equity, against the other, and each party hereto expressly waives any right to sue the other for damages or claim any damages. 7.2. Release. 7.2.1. Except for specific performance, Owner, for itself, its successors and assignees, hereby releases City, its officers, agents and employees, from any and all claims, demands, actions, or suits of any kind or nature arising out of any liability, known or unknown, present or future, because it entered into this Agreement or because of the terms of this Agreement. Owner hereby acknowledges that it has read and is familiar with the provisions of California Civil Code Section 1542, which is set forth below: "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.." By initialing below, Owner hereby waives the provisions of Section 1542 in connection with the matters that are the subject of the foregoing waivers and releases.