Agmt22 County of San Mateo 1402 Maple St. Amended and Restated License Agmt.

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Page 11 of 15 ATTY/AGR/2022.014.08/TRI-PARTY AGREEMENT REV: 01-25-2022 VR Redwood City, California 94063 Attention: County Manager CITY's Address:City of Redwood City 1017 Middlefield Road Redwood City, California 94063 Attention:City Manager With a copy to: City of Redwood City 1017 Middlefield Road Redwood City, California 94063 Attention: City Attorney 29. Applicable Law and Venue. This Agreement and all rights and remedies of the parties hereto shall be construed and enforced in accordance with the laws of the State of California. In the event that suit shall be brought by either party to this Agreement, the parties agree that venue shall be exclusively vested in the State courts of the County of San Mateo. 30. Waiver of Default: Cumulative Remedies. No waiver of any default by any party to this Agreement shall be implied from any omission by any other party to take any action in respect of such default if such default continues or is repeated. No express waiver of any default shall affect any default or cover any period of time other than the default and period of time specified in such express waiver. One or more waivers of any default in the performance of any term, provision or covenant contained in this Agreement shall not be deemed to be a waiver of any subsequent default in the performance of the same term, provision or covenant or any other term, provision or covenant contained in this Agreement. The consent or approval by any party to or of any act or request by any other party requiring consent or approval shall not be deemed to waive or render unnecessary the consent to or approval of any subsequent similar acts or requests. The rights and remedies given to any party by this Agreement shall be deemed to be cumulative and no such rights and remedies shall be exclusive of any of the others, or of any other right or remedy at law or in equity which any such party might otherwise have by virtue of a default under this Agreement, and the exercise of one such right or remedy by any such party shall not impair such party's standing to exercise any other right or remedy. 31. Interpretation. This Agreement has been negotiated at arm's length and each party has been represented by independent legal counsel in this transaction and this Agreement has been reviewed and revised by counsel to each of the parties. Accordingly, each party hereby waives any benefit under any rule of law (including Section 1654 of the California Civil Code) or legal decision that would require interpretation of any ambiguities in this agreement against the party drafting it. 32. Further Assurances. CITY and COUNTY shall execute, on request, all other documents and instruments as the other party shall reasonably request, which are reasonably required to carry out obligations imposed under, and affect the purposes of, this Agreement. 33. Electronic Signatures Provision. Electronic signatures may be used in place of original signatures on this Agreement. Each party intends to be bound by the signatures on the electronic document, is aware that the other parties will rely on the electronic signatures, and hereby waives any defenses to the enforcement of the terms of this Agreement based on the use of an electronic signature. All parties must sign the document electronically. 34. Counterparts. This Agreement may be executed in any number of counterparts, each of which shall be deemed an original, and when taken together they shall constitute one and the same instrument. Signatures may be made by telecopy provided the original is promptly mailed to the other party. [Signature Page Follows]