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EXHIBIT 1 <br />XV. LAWS GOVERNING THIS AGREEMEN I <br />This Agccment shall be govcmed by and COnshuai in accordance with the laws of the State of <br />Calitomia, and all applicable federal laws and regulations- <br />XVI. CLOSE-OUT <br />The SUBRECIPIENf agrees to comply with the closeout procedures detailed in 2 CFR j200.343, <br />including the following_ <br />1. SUBRECIPIENT must submit, no later than ninety (90) calendar days after the cnd <br />date of the period of performance, all financial, performance, and other reports as required by the <br />terms and conditions of the Federal award; <br />2- Unless the CITY autllotizes an extension, SUBRECIPIENT must liduidatc all <br />obligations incurred under the Federal award not later than ninety (90) calendar days a1)cr the <br />end date of the period of performance as specified in the terms and conditions of the Federal <br />award; <br />3. SUBRECIPILNT must promptly refund any balances of unobligated cash that the <br />CITY paid in aclvaneC or paid and that is not allthori7Cil to be retained by SUl1RI;.CIPIIaN'I' fur <br />use in other projects (See OMB Circular A-129 and 2 CFR §200.345); <br />4. SUBREC'TPTENT must account for any read and personal property acquired with <br />Federal Finds or received Thom the Federal government in accordance.. with 2 CFR §§200.310- <br />200.316 and 200.329; and, <br />5. The Cl IN should complete all closeout actions for the Federal award nit later than one <br />year after receipt and acceptance ul'all required Final reports. <br />XVIL VALIDITY AND SEVL.RABILITY <br />The invalidity in whole or in part of any provision of this Agrcanent Shall not void or affect the <br />validity of any other provision of this Ajccmcnt. Whenever possible, each provision of this <br />AGREEMENT shall be interpreted in such manner as to be effective and valid under applicable <br />law, but if any provision of this AGREEMENT is held to be prohibited by or invalid under <br />applicable. lain, such provision shall bee incllcctive only to the Cxtcnt of such prohibition or <br />invalidity, "ithout invalidating the remainder of suCh provisions of this AGREEMENT. <br />XVUI. WAIVER <br />NO delay rrr (nnission by either parry hcl'CFO to cxanise any right of power accntinp, »pon any <br />nuneompliance or default by the other party with respect. Lu any of dtc fenny of this Ag"mcnl shall <br />impair any such tight or power of be consuuccl to be a waiver thereof. A waiver by either of the parties <br />hereto of any of the covenants, conditions, or agreements to be performed by the other shall not be <br />coOStl'ucd to be A w81VClof ally NUCCCC(11118 NC' 101 thCl'COf 01' Of any OthC1' COVCrl3nt, COIIditi 011 of <br />Agreern Crll. herein con111r1 & <br />City Council I5 14 — 18 7/6/2021 <br />