San Leandro Improvement Association Grant Agreement 202306

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4.2 No Third Party Claims. Nothing contained in this Agreement shall create or justify any claim against the City by any third person whom Foundation may have employed or contracted or may employ or contract with respect to any programs or projects being undertaken by Foundation. 4.3 Conflict of Interest. No employee, agent, consultant, officer or official of the City or Foundation who is in a position to participate in a decision-making process or gain inside information with regard to such activities assisted under this Agreement, may obtain a personal or financial interest in or benefit from the activities assisted under this Agreement, or have an interest, direct or indirect, in any contract, subcontract or agreement with respect thereto, or in the proceeds thereunder either for himself/herself or for those with whom he/she has family or business ties, during his/her tenure and for one year thereafter. 4.4 Notices. Any notice, request or consent required pursuant to this Agreement shall be deemed delivered upon receipt when delivered personally or by facsimile transmission, provided that a transmission report is generated reflecting the accurate transmission thereof, or three (3) business days after being deposited in the U.S. mail, first class postage prepaid, return receipt requested, or one (1) day after deposit with a nationally recognized overnight carrier addressed as follows: City: City of San Leandro 835 East 14th Street San Leandro, CA 94577 Attn: City Manager Foundation: San Leandro Improvement Association 384 W. Estudillo Avenue San Leandro, CA 94577 Attn: Morgan Mack-Rose, Executive Director or to such other addresses as the parties may designate by notice as set forth above. 4.5 Successors and Assigns. All of the terms of this Agreement shall apply to and be binding upon, and inure to the benefit of, the successors and permitted assigns of the City and Foundation, respectively, and all persons claiming under or through them. 4.6 Attorneys' Fees. If any action is instituted by any Party to this Agreement to enforce this Agreement or to collect any sums due hereunder, the prevailing Party in such action shall be entitled to recover its costs and reasonable attorneys' fees as awarded by the court in that action. 4.7 Severability. If one or more provisions of this Agreement are found invalid, illegal or unenforceable in any respect by a court of competent jurisdiction, the remaining provisions shall not in any way be affected, prejudiced, disturbed or impaired thereby, and all other provisions of this Agreement shall remain in full force and effect. DocuSign Envelope ID: 0D2CA3BD-265D-40BE-83DB-B9693914F343