Agmt 2004 ABAG Power - Laserfiche WebLink

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Agreement, excepting only the amounts set forth in § 1. The executed Wind Up Agreement which triggers this section is the Qualifying Agreement. 11. Wind Up Cost Hold Back Funds. ABAG POWER will retain the sum of One Hundred Thousand Dollars ($100,000) for the purposes described in § 12. The funds will be separately accounted for by ABAG POWER and will be disbursed to Electric Program Members in accordance with §2(f) and allocated among Electric Program Members in accordance with the Usage Ratio. 12. Permitted Uses of Wind Up Cost Hold Back Funds. ABAG POWER may use funds in the Wind Up Cost Hold Back to fund staff, consultants, attorneys or others engaged in any of the tasks described in §§5 and 9 of this Wind Up Agreement. ABAG POWER will send to each Electric Program Member an annual report on the use of funds and fund balances. 13. Termination of DA Agreement. The DA Agreement between ABAG POWER and the City is hereby terminated. 14. Assi ent. This Agreement shall not be assigned, transferred, hypothecated, or pledged by the City. 15. Amendment. §§ 1 and 2 of this Agreement maybe amended at any time, but only by a writing signed by both parties. Any other section of this Agreement maybe amended only by a writing signed by both parties and all Third Party Beneficiaries. 16. Headings. The descriptive headings used in this Agreement are for convenience only and shall not control or affect the meaning or construction of any of its provisions. 17. Controlling Law. This Agreement and all matters relating to it shall be governed by the laws of the State of California. 18. Binding on Successors Etc. This Agreement shall be binding upon the successors, assigns, or transferees of ABAG POWER or the City as the case maybe. This provision shall not be construed as an authorization to assign or transfer this Agreement other than as provided above. 19, Severability. Should any part of this Agreement be declared unconstitutional, invalid, or beyond the authority of either party to enter into or carry out, such decision shall not affect the validity of the remainder of this Agreement, which shall continue in full force and effect; provided that, the remainder of this Agreement can, absent the excised portion, be reasonably interpreted to give effect to the intentions of the parties. 20. Arbitration. Any disputes regarding the interpretation, effects, alleged breach or powers and duties arising out of this Agreement will be submitted to binding arbitration. An arbitration panel of three (3) individuals shall be formed as follows: