AgdaPkt 2020-08-24 Joint SA PFA - Laserfiche WebLink

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6.B. - Page 16 of 22 ARTICLE 11 MISCELLANEOUS PROVISIONS 11.1 Representations and Warranties. Each party represents and warrants that it has the full right and authority to enter into, execute, deliver and perform its obligations under this Agreement and that this Agreement constitutes a legal, valid and binding obligation enforceable against such party in accordance with its terms, subject to bankruptcy, insolvency, creditors' rights and general equitable principles. The Company represents and warrants that it has any and all authorizations and approvals from state and federal regulatory agencies including the California Public Utilities Commission and the Federal Communications Commission as are necessary for the activities and Facilities contemplated by the Agreement and that Company is in compliance in all material respects with its obligations under such authorizations. 11.2 Notices. All notices which shall or may be given pursuant to this Agreement shall be in writing and transmitted through first class United States mail, or by private delivery systems, to the following address or such other address of which a party may give written notice: City City of Redwood City City Engineer 1017 Middlefield Road Redwood City, CA 94063 With CC to: City of Redwood City City Manager 1017 Middlefield Road Redwood City, CA 94063 Company: SONIC TELECOM, LLC Attn. General Counsel 2260 Apollo Way Santa Rosa, CA 95407 With CC to: Sonic.net, LLC Attn: Dane Jasper, CEO 2260 Apollo Way Santa Rosa, CA 96507 11.3 Service of Process. Company shall designate a person in California or a nationally recognized service with a point of contact in California who is authorized to accept service of process on behalf of Company. 11.4 Operations Center. Company's Operations Center shall be available to City staff 24 hours a day, 7 days a week, regarding problems or complaints resulting from the Facilities installed pursuant to this Agreement and may be contacted by telephone at: (877) 706-5662, or noc sonic.com regarding such problems or complaints. 11.5 Assignment. Company shall not assign or transfer any interest in this Agreement nor the performance of any of Company's obligations hereunder, without the prior written consent of City (which consent shall not be unreasonably withheld), and any attempt by Company to so assign this Agreement or any rights, duties or obligations arising hereunder shall be void and of no effect; provided, however, Company may assign its rights and delegate its obligations hereunder without first obtaining the City's consent to a corporation, limited liability company, partnership or other business entity wholly controlled or owned by Company or its parent companies or to the purchaser of all or substantially all of the Company's assets. An assignment shall not be effective until the Assignee agrees in writing to comply with and be subject to all the terms and conditions of this Agreement, the Code, and the Zoning Code. This Agreement may be assigned in its entirety REV: 07-09-2020 PR ATTYIAGR.2020.1221Sonic Telecom, LLC (Page 13 of 19) 26