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<br />"" <br /> <br />(d) In no event shall City be liable for costs incurred by REDWOOD CITY or any of <br />its subcontractors or subgrantees after the termination date specified by City. <br /> <br />(e) City's payment obligation under this Section shall survive termination of this <br />Agreement. <br /> <br />7.4 Remedies Nonexclusive. Each of the remedies provided for in this Agreement may be <br />exercised individually or in combination with any other remedy available hereunder or under <br />applicable laws, rules and regulations. The remedies contained herein are in addition to all <br />other remedies available to City at law or in equity by statute or otherwise and the exercise of <br />any such remedy shall not preclude or in any way be deemed to waive any other remedy. <br /> <br />ARTICLE 8 <br />ASSIGNMENTS <br /> <br />8.1 No Assianment bv REDWOOD CITY. REDWOOD CITY shall not, either directly or <br />indirectly, assign, transfer, hypothecate, subcontract or delegate all or any portion of this <br />Agreement or any rights, duties or obligations of REDWOOD CITY hereunder without the prior <br />written consent of City; provided, however, that any subcontracts specifically referenced in <br />Appendix A shall not require the consent of City. This Agreement shall not, nor shall any <br />interest herein, be assignable as to the interest of REDWOOD CITY involuntarily or by <br />operation of law without the prior written consent of City. A change of ownership or control of <br />REDWOOD CITY or a sale or transfer of substantially all of the assets of REDWOOD CITY <br />shall be deemed an assignment for purposes of this Agreement. <br /> <br />8.2 Aareement Made in Violation of this Article. Any agreement made in violation of <br />Section 8.1 shall confer no rights on any person or entity and shall automatically be null and <br />void. <br /> <br />8.3 REDWOOD CITY Retains Responsibilitv. REDWOOD CITY shall in all events remain <br />liable for the performance by any assignee, subgrantee or contractor of all of the covenants <br />terms and conditions contained in this Agreement. <br /> <br />ARTICLE 9 <br />NOTICES AND OTHER COMMUNICATIONS <br /> <br />9.1 Reauirements. Unless otherwise specifically provided herein, all notices, consents, <br />directions, approvals, instructions, requests and other communications hereunder shall be in <br />writing, shall be addressed to the person and address set forth below and shall be (a) deposited <br />in the U.S. mail, first class, certified with return receipt requested and with appropriate postage, <br />(b) hand delivered or (c) sent via facsimile (if a facsimile number is provided below): <br /> <br />UASI FY08 - Redwood City <br /> <br />Page 11 of 18 <br /> <br />OCTOBER 23, 2008 <br />