Agmt 2001 Bay Area Air Quality Management District BAAQMD

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BAAQMD FY2001 TFCA Funding Agreement 10) Independent Contractor: Project Sponsor renders its service under this Agreement as an independent contractor. None of the Project Sponsor's agents, subcontractors or employees shall be construed as agents or employees of the Air District. This paragraph does not apply to elected officials serving concurrently on the governing boards of both the Project Sponsor and Air District. 11) Assignment: This Agreement may not be assigned, transferred, hypothecated, subcontracted or pledged by any party without the express written consent of the other party. 12) 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 invalid portion(s), reasonably be interpreted to give effect to the intentions of the parties. 13) Effective Date: The effective date of this Agreement is the date of signature by the Air Pollution Control Officer as listed on page 5. 14) Schedule for Eligible Costs: Only Project costs incurred after the "Air District Approval Date" listed on Attachment A, and before completion of Project and fulfillment of monitoring requirements or termination, whichever occurs first, are eligible to receive TFCA funds. 15) Cost Reduction: The Air District may reduce its contribution to the Project in the event that the "Total Project Cost" is ess than the amount listed on Attachment A. Any reduction in TFCA funding shall be proportional to the percentage of TFCA funds provided toward the total project cost as noted on Attachment A. 16) Penalty: If the Air District finds Project Sponsor to be in violation of paragraphs II.9, II.10, or II.11 above, the Air District shall notify the Project Sponsor of the violation(s) and shall allow the Project Sponsor thirty (30) calendar days to cure said violation(s). If the Project Sponsor fails to remedy the violation(s) within thirty (30) calendar days, the Air District may decrease the total TFCA Regional Funds awarded for the Project by up to ten percent (10%). 17) Project Cost: Project cost overruns are the sole responsibility of the Project Sponsor. The Air District's funding obligation is limited to the "Total TFCA Regional Funds Awarded" as listed on Attachment A. Acceptance of this funding agreement obligates the Project Sponsor to deliver the Project according to the terms and conditions of this Agreement. 18) Force Majeure: Neither the Air District nor Project Sponsor shall be liable or deemed to be in default for any delay or failure in performance under this Funding Agreement or interruption of services, directly or indirectly, from the acts of God, civil or military authority, acts of public enemy, war, strikes, labor disputes, shortages of suitable parts, materials, labor or transportation, or any similar cause beyond the reasonable control of the Air District or Project Sponsor. 19) Governing Law: This Funding Agreement shall be construed and interpreted and the legal relations created thereby shall be determined in accordance with the laws of the State of California. TFCA Regional Fund Project 01 R12 Page 4