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state or disclose any material fact in connection with the transaction 'contemplated by <br /> this Agreement. Agency knows of no facts, nor has Agency failed to disclose any fact, <br /> which would prevent Developer from using and operating the Property after Closing <br /> in the manner in which it is intended to be operated by Developer. <br /> 3.18 Time is of the Essence. <br /> In all matters under this Agreement, the Parties agree that time is of the <br /> essence. <br /> 3.19 Complete Understanding of the Parties. <br /> This Agreement consists of the text of the Agreement and the attached <br /> Exhibits and constitutes the entire understanding and agreement of the Parties. <br /> 3.20 Good Faith. <br /> The Parties recognize that it is impractical in this Agreement to provide for <br /> every contingency which may arise during the life of the Agreement, and the Parties <br /> hereby agree that it is their intention that this Agreement shall operate fairly between • <br /> them and without detriment to the interests of either of them, and that, if during the <br /> term of this Agreement either Party believes that this Agreement is operating unfairly, <br /> the Parties will use their best efforts to agree on such action as may be necessary to <br /> remove the cause or causes of such unfairness. <br /> WHEREFORE, the Parties have executed this Agreement in triplicate on or as <br /> of the date first above written. <br /> REDEVELOPMENT AGENCY OF THE <br /> CITY OF SAN LEANDRO <br /> dik <br /> By: 1 .t <br /> WAN" • YCZ <br /> Interi e . ve Director <br /> • <br /> Disposition and Development Page 38 of 39 <br /> Agreement (Automall) <br /> 10/2/96 <br /> • <br />