Agmt15 Redwood City Improvement Association (RCIA)

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, , .. 28. Commencement, Completion and Close Out. It shall be the responsibility of RCIA to coordinate and schedule the work to be performed so that commencement and completion take place in accordance with the provisions of this Agreement. Any time extension granted to RCIA to enable RCIA to complete the work must be in writing and shall not constitute a waiver of rights the City may have under this Agreement. Should the RCIA not complete the work by the scheduled date or by an extended date, the City shall be released from all of its obligations under this Agreement. 29. Governing Law. This Agreement shall be governed by the laws of the State of California. 30. Notices. If either Party shall desire or be required to give notice to the other, such notice shall be given in writing, by prepaid U.S. certified or registered postage, addressed to recipient as follows: For the City of Redwood Citv: For RCIA: City Manager RCIA President City of Redwood City 2221 Broadway 1017 Middlefield Road Redwood City, CA 94063 Redwood City, CA 94063 Attn: Mr. Sean Brooks,Economic Development Manager 31. Entire Agreement of the Parties. This Agreement supersedes any and all agreements, either oral or written, between the Parties with respect to the obligations of the Parties with regard to the District and contains all of the representations, covenants and agreements between the Parties with respect to the rendering of those obligations. Each Party to this Agreement acknowledges that no representations, inducements,promises or agreements, orally or otherwise,have been made by any party, or anyone acting on behalf of any Parties, which are not contained in this Agreement, and that no other agreement, statement or promise not contained in this Agreement will be valid or binding. 32. Modification. Any alteration, change or modification of or to this Agreement shall not be effective unless made in writing in each instance signed on behalf of each Party. 33. Waiver. The failure of the City to enforce a particular condition or provision of this Agreement shall not constitute a waiver of that condition or provision or its enforceability. 34. Headinss. All headings in this Agreement are for convenience only and shall not affect the interpretation of this Agreement. 35. Counterparts. This Agreement may be executed in counterparts, which when ta.ken together shall constitute a single signed original as though all parties had executed the same page. 36. Severabilitv. If any term,provision, or covenant of this Agreement, or its application to any Party or circumstances shall be held by a court of competent jurisdiction, to be to any extent, invalid, void or unenforceable, the remaining provisions will continue in full force and effect without being impaired or invalidated in any way. ATTY/AGR/2015.002/RWC CBID OPERATING AGREEMENT REV:01-05-2015 PT Page 17 of 19