Agmt 2015 San Leandro Improvement Association SLIA

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• 24. SEVERABILITY: If any provision of this Agreement or the application thereof to any person, entity or circumstance shall, to any extent, be invalid or unenforceable, the remainder of this Agreement, or the application of such provision to persons, entities or circumstances other than those as to which it is invalid or unenforceable, shall not be affected thereby, and each other provision of this Agreement shall be valid and be enforceable to the fullest extent permitted by law. 25. ATTORNEYS' FEES: In the event that either Landlord or Tenant fails to perform any of its obligations under this Agreement or in the event a dispute arises concerning the meaning or interpretation of any provision of this Agreement, the defaulting party or the party not prevailing in such dispute, as the case may be, shall pay any and all costs and expenses incurred by the other party in enforcing or establishing its rights hereunder (whether or not such action is prosecuted to judgment), including, without limitation, court costs and reasonable attorneys', experts', and consultants' fees. For purposes of this Agreement, reasonable fees of attorneys of Landlord shall be based on the fees regularly charged by private attorneys with the equivalent number of years of experience in the subject matter area of the law for which Landlord's attorney's services were rendered who practice in Alameda County. 26. SECTION HEADINGS: The Section headings contained herein are for convenience in reference and are not intended to define the scope of any provision of this Agreement. 27. ENTIRE AGREEMENT, INCORPORATION OF EARLIER AGREEMENTS: AUTHORITY: All of the earlier agreements between the parties, to the extent they are inconsistent with what is contained in this signed and dated Agreement, are not included herein and no warranties, expressed or implied, representations, promises, or statements have been made by either party unless endorsed herein in writing, and no change or waiver of any provision hereof shall be valid unless made in writing and executed by both parties hereto. This agreement represents the entire agreement between the parties, particularly as to Sections 1, 2, 3, and 4, inclusive. All approvals, consents or other determinations permitted or required by Landlord hereunder shall be made by or through Landlord's City Manager unless otherwise provided in this Agreement, subject to applicable law. 28. TIME IS OF THE ESSENCE CLAUSE: Time is of the essence with respect to all provisions of this Agreement in which a definite time for performance is specified. 29. SURVIVAL OF INDEMNITIES: Termination of this Agreement shall not affect the right of either party to enforce any and all indemnities and representations and warranties given or made to the other party under this Agreement, nor shall it affect any provision of this Agreement that expressly states it shall survive termination hereof. 12