GPA Presley Properties - Lynn Today Nails 07142022

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DocuSign Envelope ID: 7C1B5D5D-A106-4699-B7CD-65584C9D10F5 14. Venue. In the event that any party brings any action against the other under this Agreement, the Parties agree that trial of such action shall be vested exclusively in the state courts of California in the County of Alameda or in the United States District Court for the Northern District of California. 15. Severability. If a court of competent jurisdiction finds or rules that any provision of this Agreement is invalid, void, or unenforceable, the provisions of this Agreement not so adjudged shall remain in full force and effect. The invalidity in whole or in part of any provision of this Agreement shall not void or affect the validity of any other provision of this Agreement. 16. Consultation with Legal Counsel. Commercial Landlord warrants that it has received independent legal advice from its own respective legal counsels as to all matters set forth herein, or has knowingly chosen not to consult legal counsel as to the matters set forth herein. 17. Third Party Beneficiary. The Small Business Tenant is a third -party beneficiary of this Agreement and shall be entitled to enforce Commercial Landlord's obligations hereunder through any appropriate legal means. Commercial Landlord's failure to comply with its obligations under this Agreement shall be a defense in any unlawful detainer action brought against the Small Business Owner by the Commercial Landlord. 18. No Implied Waiver of Breach. The waiver of any breach of a specific provision of this Agreement does not constitute a waiver of any other breach of that term or any other term of this Agreement. 19. Successors and Assigns. Commercial Landlord may not assign or otherwise transfer this Agreement or any interest in it without the City's written consent, which the City may grant or deny in its sole discretion. An assignment or other transfer made contrary to this section is void. 20. Entire Agreement. This Agreement, together with any other written document referred to or contemplated by it, embody the entire Agreement and understanding between the Parties relating to the subject matter of it. Neither this Agreement nor any of its provisions may be amended, modified, waived or discharged except in a writing signed by all Parties. 21. Integration. This Agreement, including the signed document showing the amount of unpaid rent owed by the Small Business Tenant and the repayment plan, as applicable, incorporated herein as Exhibit A represents the entire and integrated agreement between City and Commercial Landlord, and supersedes all prior negotiations, representations, or agreements, either written or oral. Exhibit A Unpaid Rent Owed by the Small Business Tenant and Repayment Plan 22. Counterparts. This Agreement may be executed in multiple counterparts, each of which shall be an original and all of which together shall constitute one agreement. San Leandro Small Business Recovery Grant Program Agreement Page 5 of 6