ORD 2309 - Laserfiche WebLink

156 Diablo Road, Suite 340 Danville, CA 94526 Attn: Steve Reilly Telephone (925) 368-3128 Email: sreilly@3301and.com With Copies to: USL Pleasanton Lakes, L.P. 999 Baker Way, Suite 200 San Mateo, CA 94404 Attn: Bridget Metz Telephone: (925) 364-0898 Email: bmetz@steelwavellc.com GVR Partners LLP 345 California Street Suite 700 San Francisco, California 94104 Attn: Nadia Costa Telephone: (415) 462-2202 Email: nadia.costa@gvrpartners.com Section 7.12 Entire Agreement, Counterparts and Exhibits. This Agreement is executed in two (2) duplicate counterparts, each of which is deemed to be an original. This Agreement constitutes in full, the final and exclusive understanding and agreement of the Parties and supersedes all prior and contemporaneous negotiations or agreements of the Parties with respect to all or any part of the subject matter hereof. Any waivers of the provisions of this Agreement shall be in writing and signed by the appropriate authorities of City and Developer. Section 7.13 Estoppel Certificate. Developer may, at any time, and from time to time, deliver a written notice to City requesting City to certify in writing that: (a) this Agreement is in full force and effect and a binding obligation of the Parties, (b) this Agreement has not been amended or modified either orally or in writing, and if so amended, identifying the amendments entered into by the Parties, and/or (c) to the knowledge of City, neither Party is or has been in default under this Agreement, or if any such default has to City's knowledge occurred, describing the nature of any such event of default and any cure thereof. City shall execute and return such certificate to Developer within ten (10) business days following City's receipt thereof, and if City fails so to do within such ten (10) business day period, the information in Developer's notice shall conclusively be deemed true and correct in all respects. The Director of Community Development, on behalf of City, shall execute certificates requested by Developer hereunder. City acknowledges that any certificate hereunder may be relied upon by any transferee or Mortgagee of any interest of Developer hereunder. Section 7.14 Further Assurances. Each of the Parties covenants, on behalf of itself and its successors and assigns, to take all actions and to execute, with acknowledgment or affidavit if required, any and all documents and writings, that may be reasonably necessary, proper or convenient to achieve the purposes and objectives of this Agreement. 24