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6.3 Relocation. Persons residing on the Property shall not be displaced before
<br /> suitable replacement housing is available. Developer shall ensure that all occupants of the
<br /> Property receive all notices, benefits and assistance to which they are entitled in accordance with
<br /> California Relocation Assistance Law(Government Code Section 7260 et seq.), all state and
<br /> local regulations implementing such law, and all other applicable local, state and federal laws,
<br /> regulations,and policies, including but not limited to the Uniform Relocation Act(42 U.S.C.
<br /> §4601 et seq.)and implementing regulations (collectively"Relocation Laws")relating to the
<br /> displacement and relocation of eligible persons as defined in such Relocation Laws. All costs
<br /> incurred in connection with the temporary and/or permanent displacement and/or relocation of
<br /> occupants of the Property, including without limitation payments to a relocation consultant,
<br /> moving expenses, and payments for temporary and permanent relocation benefits pursuant to
<br /> Relocation Laws shall be paid by Developer, and City shall have no responsibility for payment
<br /> therefor. Developer shall be liable for any and all claims for applicable relocation benefits
<br /> sought by any current, former or future tenant of the Property or the improvements existing or to
<br /> be constructed on the Property pursuant to the Ground Lease. To the greatest extent allowed by
<br /> law, Developer shall indemnify, defend (with counsel approved by City)and hold the
<br /> Indemnitees harmless from and against all Claims arising in connection with the breach of
<br /> Developer's obligations set forth in this Section whether or not any insurance policies shall have
<br /> been determined to be applicable to any such Claims. Developer's indemnification obligations
<br /> under this Section 6.3 shall not extend to Claims to the extent resulting from the gross negligence
<br /> or willful misconduct of Indemnitees and are subject to the additional terms set forth in Section
<br /> 11.2 below. The provisions of this Section 6.3 shall survive the expiration or earlier termination
<br /> of this Agreement.
<br /> 6.4 Maintenance. Developer shall at its own expense, maintain the Property and the
<br /> Improvements, including the landscaping and common areas in good physical condition, in good
<br /> repair, and in decent, safe,sanitary,habitable and tenantable living conditions in conformity with
<br /> all Applicable Laws. Without limiting the foregoing, Developer agrees to maintain the Property
<br /> and the Improvements (including without limitation, landscaping, driveways,parking areas, and
<br /> walkways) in a condition free of all waste,nuisance, debris, unmaintained landscaping, graffiti,
<br /> disrepair, abandoned vehicles/appliances, and illegal activity, and shall take all reasonable steps
<br /> to prevent the same from occurring on the Property. Developer shall prevent and/or rectify any
<br /> physical deterioration of the Improvements and shall make all repairs, renewals and
<br /> replacements necessary to keep the Property and the Improvements in good condition and
<br /> repair.
<br /> 6.5 Taxes and Assessments. Developer shall pay all real and personal property taxes,
<br /> assessments and charges and all franchise, income,payroll,withholding, sales, and other taxes
<br /> assessed against the Property or the Improvements, at such times and in such manner as to
<br /> prevent any penalty from accruing, or any lien or charge from attaching to the Property or
<br /> Improvements;provided, however, Developer shall have the right to contest in good faith, any
<br /> such taxes, assessments, or charges. In the event the Developer exercises its right to contest any
<br /> tax, assessment, or charge, the Developer, on final determination of the proceeding or contest,
<br /> shall immediately pay or discharge any decision or judgment rendered against it, together with
<br /> all costs, charges and interest.
<br /> 6.6 Obligation to Refrain from Discrimination. Except as permitted by law applicable
<br /> to senior housing developments, Developer shall not restrict the rental, sale, lease, sublease,
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