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3. TERMINATION <br /> This Agreement may be terminated for any reason by either party prior to the end of its initial term as set forth <br /> in paragraph 2 above, with one year written notice to the other party. However, in the event that the JPA is <br /> terminated or the County withdraws from the JPA prior to the expiration of the Joint Powers Authority <br /> Agreement,this Agreement shall be deemed immediately terminated. <br /> 4.NOTICES <br /> Any notice, request, demand, or other communication required or permitted hereunder shall be deemed to be <br /> properly given when deposited in the United States mail, postage prepaid, or when deposited with a public <br /> telegraph company for transmittal,charges prepaid,addressed to: <br /> In the case of the Library JPA: <br /> Library Director <br /> San Mateo County Library <br /> 125 Lessingia Court <br /> San Mateo,CA 94402 <br /> In the case of the City: <br /> City Manager <br /> City of Redwood City <br /> 1017 Middlefield Road <br /> Redwood City,CA 94063 <br /> 5.RELATIONSHIP OF PARTIES <br /> The parties hereto are separate public entities and are independent contractors with respect to this agreement. <br /> City's employees involved in operation of the Fair Oaks Library shall be and remain only City employees, and <br /> are not and shall not be asserted to be employees or agents of JPA, and neither party shall be vicariously liable <br /> for the culpable acts of omissions of the other's employees. Each party will hold harmless, defend and <br /> indemnify the other if the other is sued for culpable acts or omissions of an employee of the indemnifying party. <br /> 6.ENTIRE AGREEEMENT <br /> The foregoing constitutes the entire agreement between the parties and may be modified only by a writing <br /> executed by City's City Council and the Governing Board of the Library Joint Powers Authority. <br /> IN WITNESS WHEREOF,the parties hereto,by their duly authorized representatives,have affixed ir hands. <br /> J <br /> CITY OF WOOD CITY <br /> B Date: ���`?�/ / <br /> Y� <br /> Title: �.�.���,t: <br /> SAN MATEO OUNTY LIB Y JOINT POWERS AUTHORITY S(�Vla den, C�$y Clerk <br /> By: Ga•t�.��t C��wo�— Date: 8-'`�l— w i y <br /> Title: Chair,Joint Powers Authority Governing Board <br /> ATTY/AGR/2014.109/AGR BTWN SAN MATEO COUNTY LIBRARY JOINT POWERS AUTHORIN&RWC <br /> REV:06-20-14 PT <br /> Page 2 of 2 <br />