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b. City and District hereto affirm that they are authorized to execute this Agreement on behalf of <br />said Parties and that, by so executing this agreement, the Parties hereto are formally bound to <br />the provisions of this Agreement. <br />c. Cost Overruns: In the event Project costs exceed the estimates submitted in the Project <br />Application as prepared, all Parties agree to meet and determine project revisions to meet the <br />budget or generate and approve a revised funding proposal between the Parties that shall be <br />documented and submitted in writing as an addendum to the Agreement. <br />d. Severability: If any term, provision, covenant or condition of this Agreement is held to be invalid, <br />void or otherwise unenforceable, to any extent, by any court of competent jurisdiction, the <br />remainder of this Agreement shall not be affected thereby, and each term, provision, covenant <br />or condition of this Agreement shall be valid and enforceable to the fullest extent permitted by <br />law. <br />e. Counterparts of Agreement: This Agreement may be executed and delivered in any number of <br />counterparts, each of which, when executed and delivered, shall be deemed an original, and all <br />of which together shall constitute the same agreement. Facsimile and electronic signatures will <br />be permitted. <br />f. The Parties shall comply with all applicable federal, state and local laws, statutes, ordinances, <br />and regulations of any governmental agency having jurisdiction over the Project. <br />g. Force Majeure: Any Party shall be excused from performing its obligations under this Agreement <br />during the time and to the extent that it is prevented from performing by an unforeseeable <br />cause beyond its control, including, but not limited to: any incidence of fire, flood; acts of God; <br />commandeering of material, products, plants or facilities by the federal, state or local <br />government; national fuel shortage; or, a material act or omission by the other party; when <br />satisfactory evidence of such cause is presented to the other Party, and provided further that <br />such nonperformance is unforeseeable, beyond the control and is not due to the fault or <br />negligence of the party not performing. <br />h. Assignment: Neither this Agreement, nor any of the Parties' rights, obligations, or duties <br />hereunder may be assigned in whole or in part by any Party without the prior written consent of <br />the other Party in their sole and absolute discretion. Any such attempt for assignment shall be <br />deemed void and of no force and effect. Consent to one assignment shall not be deemed <br />consent to any subsequent assignment, nor the waiver of any right to consent to such <br />subsequent assignment. <br />i. Obligations to Comply with Law: Nothing herein shall be deemed nor construed to authorize or <br />require any Party to issue bonds, notes or other evidences of indebtedness under the terms, in <br />amounts, or for purposes other than as authorized by local, state or federal law. <br />j. Governing Law: The laws of the State of California and applicable local and federal laws, <br />regulations and guidelines shall govern this Agreement. <br />5 <br />