Reso25-02 0024 PC Reso 901 El Camino Real

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Page 38 of 39 The section headings and captions used herein are solely for convenience and shall not be used to interpret this Agreement. The parties acknowledge that this Agreement is the product of negotiation and compromise on the part of all parties, and the parties agree, that since all parties have participated in the negotiation and drafting of this Agreement, this Agreement shall not be construed as if prepared by one of the parties, but rather according to its fair meaning as a whole, as if both parties had prepared it. All references in the Effectuating Agreements to particular statutes, regulations, ordinances or resolutions of the United States, the State of California, or the City of Redwood City shall be deemed to include the same statute, regulation, ordinance or resolution as hereafter amended or renumbered, or if repealed, to such other provisions as may thereafter govern the same subject. Section 8.19 Action and Approval. Whenever action and/or approval by City is required under this Agreement, the City Manager or the City Manager’s designee may act on and/or approve such matter unless specifically provided otherwise, or unless the City Manager or the City Manager’s designee determine in their discretion that such action or approval requires referral to City Council for consideration. Section 8.20 No Third Party Beneficiaries; No Public Dedication. Except as expressly set forth herein, nothing contained in this Agreement is intended to or shall be deemed to confer upon any person, other than the parties and their respective successors and assigns, any rights, or remedies hereunder. Further, nothing containing in this Agreement is intended or shall be deemed to constitute a gift or dedication of the Affordable Site to the general public. Section 8.21 Assignment by the City. The City may assign its rights and obligations under this Agreement to any instrumentality of the City or other public entity without the consent of the Developer or the Qualified Designee. Section 8.22 Relationship of Parties. Nothing contained in this Agreement shall be deemed or construed by the parties to create the relationship of principal and agent, a partnership, joint venture or any other association between the City, Qualified Designee and Developer. (Signature Page Follows) ATTY/RESO.0024/PC RESO 901 EL CAMINO REV: 04-11-25 VR