2022/03/23 Statewide Ministorage/Menifee, LLC Major Modification No. PLN21-0372AGREEMENT TO INDEMNIFY AND HOLD HARMLESS
This Agreement to Indemnify and Hold Harmless ("Agreement") is entered into,
effective as of cA , 2022, by and between the CITY OF MENIFEE, a
municipal corporation, on the one hand, ("City"), and Statewide Ministorage/Menifee,
LLC a California limited liability company, ("Garfield Logan"), on the other. The City and
Indemnitor(s) are herein referred to collectively as the "Parties" and individually as a
"Party."
RECITALS
Whereas Statewide Ministorage/Menifee, LLC has applied to the City for various
discretionary approvals including Major Modification No. PLN21-0372, which proposes
the construction and expansion of an existing self -storage facility. The Project proposes
five (5) new single story self -storage buildings with a total square footage of 45,075
square feet 2.05 acres. The total lot square footage is 6.60 acres. With the existing
98,899 square feet of building area, the total new square footage for the site will be
143,974 square feet of self -storage buildings. The project proposes to maintain the
existing five (5) parking spaces which includes one accessible space (The "Project") is
located at north of Newport Road, south of Park Avenue, and east of Bradley Road
(APN: 336-180-026). (the "Property"); and
Whereas, in connection with the consideration of the above -mentioned
discretionary approvals, Indemnitor(s) has offered to, and hereby agrees that it will,
indemnify and hold the City harmless from any challenges arising from or related to the
discretionary approvals, the Property or the Project as more fully set forth in this
Agreement.
AGREEMENT
NOW, THEREFORE, for full and valuable consideration, the receipt and sufficiency of
which are hereby acknowledged, and based upon the foregoing recitals, and the terms,
conditions, covenants, and agreements contained herein, the Parties hereto agree as
follows:
1. Incorporation of Recitals. The Recitals set forth above are an integral part of
this Agreement, and are fully incorporated herein.
2. Indemnitors' Indemnification Obligations. Indemnitor(s) shall indemnify,
defend, and hold harmless the City of Menifee and its elected city council,
appointed boards, commissions, committees, officials, employees, volunteers,
contractors, consultants (which may include the County of Riverside and its
employees, officers, officials, and agents), and agents (herein, collectively, the
"Indemnitees") from and against any and all claims, liabilities, losses, fines,
penalties, and expenses, including without limitation litigation expenses and
attorney's fees, arising out of either (i) the City's approval of the Project or actions
related to the Property, including without limitation any judicial or administrative
proceeding initiated or maintained by any person or entity challenging the validity
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or enforceability of any City permit or approval relating to the Project, any
condition of approval imposed by the City on such permit or approval, and any
finding or determination made and any other action taken by any of the
Indemnitees in conjunction with such permit or approval, including without
limitation any action taken pursuant to the California Environmental Quality Act
("CEQA"), or (ii) the acts, omissions, or operations of the Indemnitor(s) and the
directors, officers, members, partners, employees, agents, contractors, and
subcontractors of each person or entity comprising the Indemnitor(s) with respect
to the ownership, planning, design, construction, and maintenance of the Project
and the Property for which the Project is being approved. The City shall notify
the Indemnitor(s) of any claim, lawsuit, or other judicial or administrative
proceeding (herein, an "Action") within the scope of this indemnity obligation and
request that the Indemnitor(s) defend such Action with legal counsel reasonably
satisfactory to the City. If the Indemnitor(s) fails to so defend the Action, the City
shall have the right but not the obligation to do so with counsel of their own
choosing, with no right of approval by Indemnitor(s) and, if they do, the
Indemnitor(s) shall promptly pay the City's full cost thereof, with payments made
at least on a monthly basis. Notwithstanding the foregoing, the indemnity
obligation under clause (i) of the first sentence of this condition shall not apply to
the extent the claim arises out of the willful misconduct or the sole active
negligence of the City. This Agreement shall survive any final action on the
Project, and shall survive and be independent of any Project approvals, even if
such Project approvals are invalidated in whole or part.
3. Entire Agreement; Amendments and Waivers. This Agreement contains the
entire agreement between the City and Indemnitor(s) with respect to the subject
matter set forth herein and supersedes any prior discussions, negotiations, and
agreements with respect thereto. This Agreement may be amended or modified
only by a written agreement executed by both Parties. No waiver of any of the
terms of this Agreement shall be effective or binding unless in writing and
executed by an authorized representative of the Party waiving its rights
hereunder.
4. Successors and Assigns. This Agreement shall be binding upon the heirs,
executors, administrators, successors, transferees, and assigns of the Parties.
IN WITNESS WHEREOF, the parties hereto have entered into this Agreement to
be effective as of the date first written above.
Dated: �8' , 2022
"CITY"
CITY OF MENIFEE, a California
Municipal Corpora n
By:
ARMANDO G. VILLA
CITY MANAGER
CITY OF MENIFEE
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Its:
APPROVED AS TO FORM
RUT N & TUCKER, LLP
Attorneys for the City of Menifee
Dated: 03/30 2022
Dated: 03/30 . 2022
"INDEMNITOR"
Statewide Ministorage/Menifee, LLC
By; r
Print Ethan Logan
Name:
Its Manager/Managing Member
"INDEMNITOR"
Ethan Logan
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