AgdaPkt 2019-09-09 Joint SA PFA - Laserfiche WebLink

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Owner: Landings Investments, LLC Bayfront Investments, LLC Real Social Good Investments. LLC c/o Greenheart Land Company LLC 621 High Street Palo Alto, CA 94301 With a Greenheart Land Company copy to: P.O. Box 7775 #45700 San Francisco, CA 94120-7775 Arent Fox LLP 52 Second Street, 215' Floor San Francisco, CA 94105-3470 Attention: Steve Atkinson A Party may change its mailing address at any time by giving to the other Parry ten (10) days' notice of such change in the manner provided for in this Section 22. All notices under this Agreement shall be deemed given, received, made or communicated on the date personal delivery is effected, or if mailed, on the delivery date or attempted delivery date shown on the return receipt. 23. Miscellaneous. 23.1 Negation of Partnership. The Parties specifically acknowledge that the Project is a private development, that no Party is acting as the agent of the other in any respect hereunder and that each Party is an independent contracting entity with respect to the terms, covenants and conditions contained in this Agreement. None of the terms or provisions of this Agreement shall be deemed to create a partnership between or among the Parties in the businesses of Owner, the affairs of the City, or otherwise, nor shall it cause them to be considered joint venturers or members of any joint enterprise. 23.2 Consents. Unless otherwise provided herein, whenever approval, consent or satisfaction (herein collectively referred to as an "approval") is required of a Party pursuant to this Agreement, such approval shall not be unreasonably withheld or delayed. If a Party shall not approve, the reasons therefor shall be stated in reasonable detail in writing. The approval by a Party to or of any act or request by the other Party shall not be deemed to waive or render unnecessary approval to or of any similar or subsequent acts or requests. 23.3 Approvals Independent. All Approvals which may be granted pursuant to this Agreement, and all Approvals or other land use approvals which have been or may be issued or granted by the City with respect to the Property, constitute independent actions and approvals by the City. If any provisions of this Agreement or the application of any provision of this Agreement to a particular situation is held by a court of competent jurisdiction to be invalid or unenforceable, or if the City terminates 21 1677\05\1960139.8 1/17/2017 PAGE 281