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Agreement which affects his/her financial interest or the financial interest of any corporation, partnership or
<br />association in which s/he is, directly or indirectly, interested, in violation of any State statute or regulation. The
<br />Subrecipient warrants that it has not paid or given and will not pay or give any third party any money or other
<br />consideration for obtaining this Agreement.
<br />
<br />9.3 Indemnify and Hold Harmless. Subrecipient agrees to indemnify, defend, and hold harmless City
<br />and its officers, agents and employees, from any liabilities, claims, suits or actions, losses or expenses, including
<br />attorney fees, caused by, arising out of, or in connection with, either directly or indirectly, Subrecipient's
<br />performance under this Agreement. Nothing herein shall be construed to require Subrecipient to indemnify the City,
<br />its officers, agents and employees against any responsibility or liability in contravention of Section 2782 of the
<br />California Civil Code.
<br />
<br />10.0 MISCELLANEOUS PROVISIONS
<br />
<br />10.1 Notice. Any notice, demand, request, document, consent, approval, or communication either party
<br />desires or is required to give to the other party or any other person shall be in writing and either served personally or
<br />sent by prepaid first-class mail
<br />
<br />To the City: City of San Leandro
<br /> 835 E. 14th Street
<br /> San Leandro, California 94577
<br /> Attention: Director, Community Development Dept
<br />
<br />To the Subrecipient: Rebuilding Together Oakland | East Bay
<br /> 520 3rd Street, Suite 109
<br /> Oakland, CA 94607
<br /> Attention: Executive Director
<br /> Email Address: lisa.malul@rtoakland.org
<br />
<br /> at his/her address by notifying the other party of the change of address in writing. Notice shall be deemed
<br />communicated at the time personally delivered or in seventy-two (72) hours from the time of mailing if mailed as
<br />provided in this Section.
<br />
<br />10.2 Interpretation. The terms of this Agreement shall be construed in accordance with the meaning of
<br />the language used and shall not be construed for or against either party by reason of the authorship of this
<br />Agreement or any other rule of construction which might otherwise apply.
<br />
<br />10.3 Integration; Amendment. It is understood that there are no oral agreements between the parties
<br />hereto affecting this Agreement and this Agreement supersedes and cancels any and all previous negotiations,
<br />arrangements, agreements and understandings, if any, between the parties, and none shall be used to interpret this
<br />Agreement. This Agreement may be amended at any time by the mutual consent of the parties by an instrument in
<br />writing.
<br />
<br />10.4 Severability. In the event that any one or more of the phrases, sentences, clauses, paragraphs, or
<br />sections contained in this Agreement shall be declared invalid or unenforceable by a valid judgment or decree of a
<br />court of competent jurisdiction, such invalidity or unenforceability shall not affect any of the remaining phrases,
<br />sentences, clauses, paragraphs, or sections of this Agreement that are hereby declared as severable and shall be
<br />interpreted to carry out the intent of the parties hereunder unless the invalid provision is so material that its invalidity
<br />deprives either party of the basic benefit of their bargain or renders this Agreement meaningless.
<br />
<br />10.5 Corporate Authority. The persons executing this Agreement on behalf of the parties hereby
<br />warrant that (i) such party is duly organized and existing, (ii) they are duly authorized to execute and deliver this
<br />Agreement on behalf of said party, (iii) by so executing this Agreement, such party is formally bound to the
<br />provisions of this Agreement, and, (iv) the entering into this Agreement does not violate any provision of any other
<br />agreement to which said party is bound.
<br />
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