AgdaPkt 2018-05-21 Joint SA PFA - Laserfiche WebLink

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OAK #4843-3885-9090 v10 Exhibit F-73 ATTY/AGR/2018.094/STRADA DOCKTOWN DEVELOPMENT AGREEMENT REV: 05-03-18 PR Page 73 of 93 16. Reserved. 17. Broker’s Commission. Strada and City each warrant and represent that it has not engaged the services of any agent, finder or broker in connection with the transaction which is the subject of this Agreement, and that it is not liable for any real estate commissions, broker’s fees or finder’s fees which may accrue by reason of the Exchange. Strada and City agree to and do hereby indemnify and hold the other harmless from and against any and all costs (including attorneys’ fees and costs), liabilities, losses, damages, claims, causes of action or proceedings which may result from any broker, agent or finder, licensed or otherwise, which it has employed in connection with the transaction covered by this Agreement. 18. Waiver, Consent and Remedies. Each provision of this Agreement to be performed by City and Strada shall be deemed both a covenant and a condition and shall be a material consideration for Strada’s and City’s performance hereunder, as appropriate, and any breach thereof by City or Strada shall be deemed a material default hereunder. Either Party may specifically and expressly waive in writing any portion of this Agreement or any breach thereof, but no such waiver shall constitute a further or continuing waiver of a preceding or succeeding breach of the same or any other provision. A waiving Party may at any time thereafter require further compliance by the other Party with any breach or provision so waived. The consent by one Party to any act by the other for which such consent was required shall not be deemed to imply consent or waiver of the necessity of obtaining such consent for the same or any similar acts in the future. No waiver or consent shall be implied from silence or any failure of a Party to act, except as otherwise specified in this Agreement. Except as otherwise specified herein, either Party hereto may pursue any one or more of its rights, options or remedies hereunder or may seek damages or specific performance in the event of the other Party’s breach hereunder, or may pursue any other remedy at law or equity, whether or not stated in this Agreement. 19. Notices. All notices or other communications required or permitted hereunder shall be in writing, and shall be personally delivered, sent by facsimile, reputable overnight courier, or sent by registered or certified mail, postage prepaid, return receipt requested, and shall be deemed received upon the earlier of: (i) if personally delivered, the date of delivery to the address of the person to receive such notice; (ii) if mailed, three (3) business days after the date of posting by the United States post office; or (iii) if delivered by Federal Express or other overnight courier for next business day delivery, the next business day. Notice of change of address shall be given by written notice in the manner described in this Section 19. Rejection or other refusal to accept or the inability to deliver because of a change in address of which no notice was given shall be deemed to constitute receipt of the notice, demand, request or communication sent. Unless changed in accordance herewith, the addresses for notices given pursuant to this Agreement shall be as follows: To City: City Manager’s Office 1017 Middlefield Road Redwood City, CA 94063 Attn: Aaron Aknin 6.4.B. - Page 98