KILKARE WOODS ASSOCIATION - Laserfiche WebLink

arising from the Contractor's (including its officers, employees, agents, subcontractors and suppliers) negligent performance or failure to perform under this Agreement. The City shall indemnify, hold harmless, and defend the Owner from and against any and all claims (including all litigation, demands, damages, liabilities, costs, and expenses, and including court costs and attorney's fees) resulting or arising from the City's negligent performance or failure to perform under this Agreement. The Contractor and the City further agree that the indemnification which Contractor provides to the City pursuant to Section 5 of the Contract dated August 18, 2009, between the City and the Contractor for the Project includes all actions and failure to act by the Contractor (including officers, employees, agents, subcontractors and suppliers) on the Premises. 4. NOTICES. All notices required or contemplated by this Agreement shall be in writing and shall be personally delivered or mailed to the respective party as set forth in this section. Communications shall be deemed to be effective upon the first to occur of: (a) actual receipt by a party, or (b) actual receipt at the address designated below, or (c) three working days following deposit in the United States Mail of registered or certified mail sent to the address designated below. TO: City To: Owner Attn: Jim Kelcourse, City Engineer Attn: Sean Moore 200 Old Bemal Avenue Kilkare Owners Association Pleasanton, CA 94566 12051 Glenora Way (925) 931 -5479 (fax) Sunol Ca 94586 TO: Contractor Attn: William T. Schuette William G. McCullough Company 2625 E. 18th Street Antioch, CA 94509 5. SEVERABILITY. If any term of this Agreement (including any phrase, provision, covenant, or condition) is held by a court of competent jurisdiction to be invalid or unenforceable, the Agreement shall be construed as not containing that term, and the remainder of this Agreement shall remain in full force and effect; provided, however, this paragraph shall not be applied to the extent that it would result in a frustration of the parties' intent under this Agreement. 6. GOVERNING LAW. JURISDICTION, AND VENUE. The interpretation, validity, and enforcement of this Agreement shall be governed by and interpreted in accordance with the laws of the State of California. Any suit, claim, or legal proceeding of any kind related to this Agreement shall be filed and heard in a court of competent jurisdiction in the County of Alameda. Ropaty Entry Agreanait Kikooe Woods Assoc. Common Area Page 2 of 3