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all City or Consultant work performed consistent with this Agreement if the amount deposited <br />with City under Section 4.02 is insufficient. <br />Section 5.04. No Aeencv, Joint Venture or Partnership. It is understood that Developer is <br />not an agent of City. City and Developer hereby renounce the existence of any form of joint <br />venture or partnership between them, and agree that nothing contained herein or in any document <br />executed in connection therewith shall be construed as making City and Developer joint venturers <br />or partners. <br />Section 5.05. Notices. Any notice or communication required hereunder between the <br />Parties must be in writing. Such notices or communications shall be given to the Parties at their <br />addresses set forth below: <br />CITY: City Manager <br />City of Redwood City <br />1017 Middlefield Road <br />Redwood City, CA 94063 <br />Telephone: 650-780-7300 <br />Facsimile: 650-780-7225 <br />with copies to: City Attorney <br />City of Redwood City <br />1017 Middlefield Road <br />Redwood City, CA 94063 <br />Telephone: 650-780-7200 <br />Facsimile: 650-780-5963 <br />DEVELOPER: ROEM Development Corporation <br />Attention: Sam Knutson <br />1650 Lafayette Street <br />Santa Clara, CA 95050 <br />Telephone: (408) 984.5600 x26 <br />Section 5.06. Severabilitv. If any term or provision of this Agreement, or the application <br />of any term or provision of this Agreement to a particular situation, is held by a court of competent <br />jurisdiction to be invalid, void or unenforceable, the remaining terms and provisions of this <br />Agreement, or the application of this Agreement to other situations, shall continue in full force and <br />effect unless amended or modified by mutual consent of the Parties. Notwithstanding the <br />foregoing, if any material provision of this Agreement, or the application of such provision to a <br />particular situation, is held to be invalid, void or unenforceable, either City or Developer may (in <br />their sole and absolute discretion) terminate this Agreement according to the provisions of Section <br />5.03. <br />Section 5.07. Assienment and Transfer. Neither Party shall assign or transfer this <br />Agreement without the prior written consent of the other. <br />ATTY/AGR/2017.036/ROEM DEVELOPMENT <br />REV: 02-22-17 PR <br />Page 5 of 8 <br />