Cooperation in the Event of Legal Challenge. In the event of any legal action instituted by a third party or other governmental entity or official challenging the validity of any provision of this Agreement, the Parties agree to cooperate in defending such action.
Cooperation in the Event of Legal Challenge. In the event of any legal action instituted by a third party or other governmental entity or official challenging the validity of any provision of this Agreement, the Parties hereby agree to affirmatively cooperate in defending said action. Developer and the City agree to cooperate in any legal action seeking specific performance, declaratory relief or injunctive relief, to set court dates at the earliest practicable date(s) and not to cause delay in the prosecution/defense of the action, provided such cooperation shall not require any Party to waive any rights.
Cooperation in the Event of Legal Challenge. In the event of any legal action instituted by a third party or other governmental entity or official challenging the validity of any provision of this Development Agreement and/or the Development Approvals, the parties hereby agree to cooperate fully with each other in defending said action and the validity of each provision of this Development Agreement, however, OWNER shall be liable for all legal expenses and costs incurred in defending any such action. OWNER shall be entitled to choose legal counsel to defend against any such legal action and shall pay any attorneys' fees awarded against CITY or OWNER, or both, resulting from any such legal action. OWNER shall be entitled to any award of attorneys' fees arising out of any such legal action.
Cooperation in the Event of Legal Challenge. In the event of any administrative, legal or equitable action or other proceeding instituted by any person not a party to this Agreement challenging the validity of any provision of any of the approvals including this Agreement and the Formation Resolution, the Parties shall cooperate in defending such action or proceeding to settlement or final judgment including all appeals. Each Party shall select its own legal counsel and retain such legal counsel at its own expense.
Cooperation in the Event of Legal Challenge. In the event of any legal or equitable action or proceeding instituted by a third party challenging the validity of any provision of this Development Agreement or the procedures leading to its adoption or the issuance of any or all of the Legislative Approvals or Subsequent Approvals, the Parties shall cooperate in defending said action or proceeding. Landowner shall be liable to the City to bear its own litigation expenses of defense as a real party in interest in any such action, and to reimburse the City for all court costs and reasonable attorneys’ fees expended by the City in defense of any such action or other proceeding or payable to any prevailing plaintiff/petitioner.
Cooperation in the Event of Legal Challenge. In the event of any administrative, legal, or equitable action or other proceeding instituted by any person not a party to this Agreement challenging the validity of any provision of this Agreement or all actions, discretionary or ministerial, relating to the development and occupancy of the Project, the parties shall cooperate in defending such action or proceeding to settlement, stipulation, or final judgment including all appeals as set forth in this Section.
(a) Each party shall select its own legal counsel, subject to approval of the City, and in no event shall City be required to bear the fees and costs of Owner’s attorneys. The Owner shall indemnify, defend, and hold harmless the City and the City’s elected and appointed officers and officials, agents, employees, and independent contractors from and against any claims, including those brought under CEQA, losses, or liabilities, including attorney’s fees, assessed or awarded against the City by way of judgment, settlement, or stipulation related to this Agreement, the Adopting Ordinance, the Project Approvals, any Subsequent Approvals, or any other permit or approval.
(b) The City shall have the right, but not the obligation, to defend such action, except that if Owner timely provides City with written notice that the Owner has elected to defend the action, the City shall not allow any default or judgment to be taken against it and shall not enter into any settlement or compromise of any claim which has the effect, directly or indirectly, of prohibiting, preventing, delaying, or further conditioning or impairing Owner’s rights hereunder. In addition, if Owner elects to defend the action the City shall provide reasonable assistance to Owner, such assistance to include: (i) making available upon reasonable notice, and at no cost to Owner, City officials and employees who are or may be witnesses in such action, and (ii) provision of other non-privileged information within the custody or control of the City that is relevant to the subject matter of the action.
(c) Owner shall have the right, but not the obligation, to defend such action. If Owner defends any such action, it shall indemnify, defend, and hold harmless the City and the City’s elected and appointed officers and officials, agents, employees, and independent contractors from and against any claims, losses, or liabilities, including attorneys’ fees, assessed or awarded against the City by way of judgment, settlement, or stipulation. In such eve...
Cooperation in the Event of Legal Challenge. City and Developer shall cooperate in the defense of any court action or proceeding instituted by a third party or other governmental entity or official challenging the validity of any provision of this Agreement or the City’s approval of this Agreement or any of the Project Approvals (each, a “Litigation Challenge”), and the Parties shall keep each other informed of all developments relating to such defense, subject only to confidentiality requirements that may prevent the communication of such information. Developer’s monetary obligations under this Section 10.6 shall survive expiration or earlier termination of this Agreement. The provisions of this Section 10.6 shall not apply to any challenges that may arise concerning the City Easement and Public Use Agreement separately from challenges to initial approval of this Agreement, as described in Section 3 of the City Easement and Public Use Agreement, and such challenges instead shall be governed by Sections 3 and 4 of the City Easement and Public Use Agreement.
Cooperation in the Event of Legal Challenge.
A. The filing of any third party lawsuit(s) against City or Developer relating to the Project Approvals or this Agreement or construction of the Project shall not delay or stop the development, processing, or construction of the Project or approval of any Subsequent Approvals, unless the third party obtains a court order preventing the activity. City shall not stipulate to or cooperate in the issuance of any such order.
B. City and Developer shall cooperate in the defense of any court action or proceeding instituted by a third party or other governmental entity or official challenging the validity of any provision of the Project Approvals or this Agreement (“Litigation Challenge”), and the Parties shall keep each other informed of all developments relating to such defense, subject only to confidentiality requirements that may prevent the communication of such information. To the extent Developer desires to contest or defend such Litigation Challenge, (a) Developer shall take the lead role defending such Litigation Challenge and may, in its sole discretion, elect to be represented by the legal counsel of its choice; (b) City may, in its sole discretion, elect to be separately represented by the legal counsel of its choice, with the reasonable costs of such representation to be paid by Developer; (c) Developer shall reimburse City, within thirty (30) days following City’s written demand therefor, which may be made from time to time during the course of such Litigation Challenge, all reasonable costs incurred by City in connection with the Litigation Challenge, including City’s reasonable administrative, legal, and court costs and City Attorney oversight expenses; and
Cooperation in the Event of Legal Challenge. In the event of any legal action instituted by a third party challenging the validity of any provision of this Development Agreement, the procedures leading to its adoption, or the issuance of Project Approvals and/or Subsequent Approvals for the Project, the Parties hereby agree to affirmatively cooperate in defending said action. Developer agrees to bear the litigation expenses of defense, including reasonable attorneys' fees. Developer shall be entitled to any award of reasonable attorneys' fees arising out of any such legal action. Developer shall have sole authority to select legal counsel for its defense.
Cooperation in the Event of Legal Challenge. In the event of any administrative, legal or equitable action or other proceeding instituted by any person not a party to this Agreement challenging the validity of any Project Approval or Subsequent Approval, the parties shall cooperate in defending such action or proceeding. City shall promptly notify Developer of any such action against City. If City fails to cooperate with Developer in the defense of such action, Developer shall not thereafter be responsible for City’s defense. The parties shall use their best efforts to select mutually agreeable legal counsel to defend such action, and Developer shall pay the fees and expenses for such legal counsel and any expert witnesses. Developer’s obligation to pay for legal counsel and expert witness fees shall not extend to fees incurred on a City-requested appeal unless otherwise authorized by Developer. In the event City and Developer are unable to select mutually agreeable legal counsel to defend such action or proceeding, each party may select its own legal counsel at its own expense.
