STAPLES RANCH COST SHARING AGREEMENT

If to LIVERMORE: City of Livermore 1052 S. Livermore Avenue Livermore, CA 94550 Attn: City Engineer and City Attorney To AUTHORITY: Alameda County Surplus Property Authority 224 W, Winton Avenue, Room 110 Hayward, CA 94544 Attn: Manager and Director With Copy to County Counsel. If to PLEASANTON: City of Pleasanton 200 Old Bernal Road Pleasanton, CA 94566 Attn: Director of Public Works and City Attorney 23. Dispute Resolution. The parties agree to meet and confer if any controversies or disputes arise out of any provision of this Agreement. If the parties cannot reach a mutual agreement for resolution, any controversies or disputes between any of the parties to this Agreement arising out of any of the provisions of the Agreement shall be submitted to non-binding mediation within thirty (30) days of a written request of any party after service of the written notice upon all other parties. The costs of mediation shall be shared equally between all parties to this Agreement. Mediation is a condition precedent to filing any action in court. 24.Successors and Assigns. This Agreement shall be binding upon and shall inure to the benefit of the parties hereto and their respective heirs, personal and legal representatives, subsidiaries, affiliates, successors and assigns, notwithstanding any contrary provision in any ordinance, resolution, law, rule, regulation or other agreement of the AUTHORITY, PLEASANTON or LIVERMORE in effect as of the date of this Agreement or at any time thereafter. 25. No Third Party Beneficiary. This Agreement is made solely for the benefit of the parties and their respective successors and permitted assigns, and no person or entity shall have or acquire any rights or remedies under this Agreement except as otherwise expressly provided in the Agreement. 19 Cost Sharing Agreement Surplus Property Authority, Livermore and Pleasanton