Agmt12 Redwood City 2020 Membership Agreement - San Mateo County Health System

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9. Termination. Any Party may withdraw from this Agreement by giving the other Parties sixty (60) days prior written notice. The rights and obligations of the terminating Party expire sixty (60) days after notice is given; provided that any monetary obligations outstanding upon the expiration date shall survive until discharged. 10. Jurisdiction and Venue. Any action at law or in equity brought by any of the Parties for the purpose of enforcing a right or rights provided for by this Agreement will be tried in a court of competent jurisdiction in the County of San Mateo, State of California, and the Parties waive all provisions of law providing for a change of venue in these proceedings to any other county. 11. Successors and Assigns. It is mutually understood and agreed that this Agreement will be binding upon the Parties and their respective successors and assigns. 12. Paraqraph Headinqs. Paragraph headings as used herein are for convenience only and will not be deemed to be a part of such paragraphs and will not be construed to change the meaning thereof. 13. Entire Agreement. This Agreement, together with any other written document referred to or contemplated by it, along with the purchase order for this Agreement and its provisions, embody the entire Agreement and understanding between the parties relating to the subject matter of it. In case of conflict, the terms of the Agreement supersede the purchase order. Neither this Agreement nor any of its provisions may be amended, modified, waived or discharged except in a writing signed by both parties. IN WITNESS WHEREOF, the parties hereto have executed this Agreement the day and year first above written. CITY OF REDWOOD CITY By: Robert . B I, Cit Manager .� Attest: ilvia n rlinden, City Clerk SAN MATEO COUNTY By: _— Sar ayer, Directo ealth Policy and Planning Atty/Agr/RC2020 Master Agreement 040104 smc edits 030712 4