AgdaPkt 2008-07-28 Clsd and Reg - Laserfiche WebLink

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6.1E Page 10 32. This Agreement and the obligations, duties and rights hereunder shall not be assigned by one party without the prior written consent of the other party, which consent shall not unreasonably be withheld. 33. In the event a dispute arises between the Parties regarding the interpretation of this Agreement or their performance or failure to perform their respective duties and obligations hereunder, the party claiming a dispute shall give written notice thereof to the other party expressly describing the matter disputed, The Parties shall meet and confer within thirty (30) days of the date of the notice and attempt to resolve the dispute informally. If they are unable to resolve the dispute by the informal meeting, the dispute shall be submitted to mediation with a mediator selected by agreement of the Parties or by striking names from a list of mediators provided by the San Francisco, California, Office of the American Arbitration Association. Costs of mediation shall be divided equally. If the dispute is not resolved by mediation, the parties may pursue such legal or equitable remedies as they may choose. 34. The performance of the Parties' obligations and duties hereunder shall be excused by reason, and for the duration, of Force Majeure. "Force Majeure" as used herein means fire, flood, earthquake, or other natural calamity, governmental action or inaction not caused by the party claiming excuse of performance, labor strike, except for strikes by employees of a party hereto, civil unrest, acts of terrorism, or other cause beyond the control of the party claiming excuse of performance. Upon the cessation of the Force Majeure, the party whose performance was ._--,..'.....excused'therebyshaltcommence...and...diligently..pursue.tocompletion.theobHgation:or-duty'.---'-"......... excused. 35. This Agreement shall be binding upon and inure to the benefit of the respective successors and assigns of the Parties hereto. 36. SBSA hereby reserves all rights to compensation and any and all other rights and remedies that may accrue to SBSA if the Project is not constructed within the existing alignment of the Perimeter Levee as contemplated by this Agreement, including, without limitation, rights to compensation for inverse condemnation, eminent domain, injunctive or other equitable relief or legal remedy. 37. The Term of this Agreement is two (2) years from the date first hereinabove written; provided, that if the Segment III Project has not been accepted by SBSA before the expiration of the aforesaid Term, the Term shall be extended to and including the date that SBSA has assigned all right, title, and interest in said Project to City pursuant to paragraph 24 hereof; provided, further, that the Term shall be extended to include any period during which performance 7 ATTY/AGR/2008,26 RC_SBSALeveeSegIlIK050708 (5)r072208