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I. Governing Law; Venue. This ENA shall be governed by and construed in accordance with <br /> the laws of the State of California without reference to conflicts of laws principles. Venue <br /> for any action under this ENA shall be in San Mateo County, California. <br /> m. Counterparts. This ENA may be executed in multiple counterparts, each of which shall be <br /> an original and all of which together shall constitute one agreement. <br /> In reliance on each other's good faith cooperation and past relationship, the Parties have entered <br /> into this ENA as of the Effective Date and are proceeding with the Project in good faith reliance of the fact <br /> that this ENA is a legally binding document to exclusively negotiate the terms contained herein, unless or <br /> until it is cancelled by the mutual written agreement of the Parties. In the event either Party fails to <br /> comply with the terms of this ENA, including but not limited to the good faith negotiation of the terms <br /> contained herein, such Party shall be deemed to be in breach of this ENA and the non-breaching Party <br /> may pursue any and all remedies available under the law, including cancellation of this ENA. <br /> CITY OF REDWOOD CITY, a charter city and municipal corporation <br /> By: 1714-0-{vniCCAAPt0611,31 �� <br /> Melissa Stevenson Diaz, City Manager <br /> Mana <br /> g <br /> ATTEST: <br /> By: s e _wad . — <br /> • - - - <br /> /Mr z2-Jf 4 7.17/mn#7%X1 <br /> nixie <br /> YMCA-SV: <br /> THE YMCA OF SILICON VALLEY, a California non-profit corporation <br /> By: .y Riggi , Presid d CEO <br /> ATTY/AGR/2016.125/RWC-YMCA EXCLUSIVE NEGOTIATING AGREEMENT <br /> REV: 07-18-16 VR <br /> Page 9 of 12 <br />