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16.2.1 For Commercial General Liability Insurance, the Redevelopment Agency of Redwood City and City of Redwood City, their officers, agents, volunteers, and employees will be named as additional insureds. 16.2.2 This insurance will be in force during the life of the Agreement and any extensions of it and will not be canceled without thirty (30) days prior written notice to Agency sent pursuant to the Notice provisions of this Agreement. 16.3 Providinq Certificates of Insurance and Endorsements. Prior to any Agency payments, Performer will provide all insurance requirements set forth in Section 16. 16.4 Failure to Maintain Coveraqe. If Performer fails to maintain any of these insurance coverages, then Agency will have the option to declare Performer in breach, or may purchase replacement insurance or pay the premiums that are due on existing policies in order to maintain the required coverages. Performer is responsible for any payments made by Agency to obtain or maintain insurance and Agency may collect these payments from Performer or deduct the amount paid from any sums due Performer under this Agreement. 16.5 Submission of Insurance Policies. Agency reserves the right to require, at anytime, complete and certified copies of any or all required insurance policies and endorsements. 16.6 Reduction in Coveraqe/Material Chanqes. Performer will notify Agency thirty (30) days prior to any reduction in any of the insurance coverage required pursuant to this Agreement or any material changes to the respective insurance policies. II 17. Litiqation Expenses; Attorney Fees. In the event any action, suit or proceeding is brought for the enforcement of, or the declaration of any right or obligation pursuant to this Agreement or as a result of any alleged breach of any provision of this Agreement, the prevailing party in such suit or proceeding shall be entitled to recover its costs and expenses, including reasonable attorney's fees, from the losing party, and any judgment or decree rendered in such a proceeding shall include an award thereof. 18. General. This Agreement shall be governed by, interpreted under, construed and enforced in accordance with, the laws of the State of California. This Agreement is made and entered into in the County of San Mateo, State of California, and any legal actions or proceedings arising from or related to this Agreement shall be brought in the County of San Mateo, State of California. In the event that any provision of this Agreement is declared invalid or void by statute or judicial decision, such action shall not invalidate the entire Agreement. It is the express intention of the Parties that all ATTY/AGR/2010.059 072710 6