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6.C. - Page 106 of 147 <br />16. Termination. This Agreement and the rights granted herein shall terminate upon <br />the filing of a Notice of Completion for the Bayfront Canal Project, and any other improvements <br />authorized to be constructed pursuant to this Agreement (the "NOC"), or on December 31, 2022, <br />whichever date occurs first (the "Termination Date"). Upon the Termination Date, the District <br />shall execute and record quitclaim deeds disclaiming any rights in and interest to the TCE Area <br />in the form attached hereto as Exhibit "F-1" and Exhibit "F-2". Further, the District shall <br />cause a copy of the NOC to be served upon all contractors, subcontractors and suppliers <br />providing labor or services or supplying materials in connection with the Bayfront Canal Project <br />in compliance with California Civil Code Section 8190. <br />17. Counterparts. This Agreement may be executed in two or more counterparts, each <br />of which may be deemed an original but together will constitute but one and the same <br />instrument. <br />18. Mutual Negotiation. This Agreement has been the subject of negotiations by the <br />Parties, and this Agreement will not be construed for or against any Party merely because of such <br />Party's involvement in its initial preparation and negotiation. <br />19. Government Officials. Cargill Point and Cargill shall be notified at least twenty- <br />four (24) hours before any building, planning, code compliance or governmental inspector enters <br />the Cargill Point Property or Cargill Property in order to allow a representative of Cargill Point <br />and Cargill to be present. <br />20. Severability. Should any one or more provisions of this Agreement be judicially <br />determined invalid or unenforceable, such judgment will not affect, impair or invalidate the <br />remaining provisions of this Agreement, the intent being that the various sections and provisions <br />hereof are severable. <br />21. Headings. The section headings and titles in this Agreement are for convenience <br />of reference only. Such headings and titles will not be construed as modifying, limiting or <br />expanding in any manner the terms and provisions of this Agreement. <br />22. Representations and Warranties. <br />a. Of Cargill and Cargill Point. Cargill and Cargill Point each warrant that <br />they have full right and lawful authority to enter into this Agreement and to undertake and <br />perform their respective obligations under this Agreement. <br />b. Of the District. The District warrants that it has full right and lawful <br />authority to enter into this Agreement and to undertake and perform its obligations under this <br />Agreement. <br />23. Notices. Any notice, request, demand, instruction or other document (each of <br />which is herein called a "Notice") to be given hereunder shall be in writing and shall be <br />delivered to the person at the appropriate address set forth below by personal service (including <br />N. <br />199 <br />