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1.3 References to this Agreement. References to this Agreement include: (a) any and all
<br /> appendices, exhibits, schedules, and attachments hereto; (b) any and all statutes, ordinances,
<br /> regulations or other documents expressly incorporated by reference herein; and (c) any and all
<br /> amendments, modifications or supplements hereto made in accordance with Section 10.2.
<br /> References to articles, sections, subsections or appendices refer to articles, sections or
<br /> subsections of or appendices to this Agreement, unless otherwise expressly stated. Terms
<br /> such as "hereunder," "herein" or"hereto" refer to this Agreement as a whole.
<br /> 1.4 Reference to laws. Any reference in this Agreement to a federal or state statute,
<br /> regulation, executive order, requirement, policy, guide, guideline, information bulletin, or
<br /> instruction shall mean that statute, regulation, executive order, requirement, policy, guide,
<br /> guideline, information bulletin, or instruction as is currently in effect and as may be amended,
<br /> modified or supplemented from time to time.
<br /> ARTICLE 2
<br /> ALLOCATION AND CERTIFICATION OF GRANT FUNDS;
<br /> LIMITATIONS ON SAN FRANCISCO'S OBLIGATIONS
<br /> 2.1 Risk of Non-Allocation of Grant Funds. This Agreement is subject to all federal and
<br /> state grant requirements and guidelines, including DHS and CaIEMA requirements, guidelines,
<br /> information bulletins, and instructions, the decision-making of the CaIEMA and the Approval
<br /> Authority, the terms and conditions of the grant award; the approved application, and to the
<br /> extent applicable the budget and fiscal provisions of the San Francisco Charter. The Approval
<br /> Authority shall have no obligation to allocate or direct disbursement of funds for this Agreement
<br /> in lieu of allocations for new or other agreements. PLEASANTON acknowledges and agrees
<br /> that grant decisions are subject to the discretion of the CaIEMA and Approval Authority.
<br /> Further, PLEASANTON acknowledges and agrees that the City shall have no obligation to
<br /> disburse grant funds to PLEASANTON until City and PLEASANTON have fully and finally
<br /> executed this Agreement. PLEASANTON acknowledges and agrees that if it takes any action,
<br /> informal or formal, to appropriate, encumber or expend Grant Funds before final allocation
<br /> decisions by CaIEMA and the Approval Authority, and before this Agreement is fully and finally
<br /> executed, it assumes all risk of possible non-allocation or non-reimbursement of funds, and
<br /> such acknowledgement and agreement is part of the consideration of this Agreement.
<br /> 2.2 Certification of Controller; Guaranteed Maximum Costs. No funds shall be available
<br /> under this Agreement until prior written authorization certified by the San Francisco Controller.
<br /> In addition, as set forth in Section 21.19 of the San Francisco Administrative Code:
<br /> (a) San Francisco's obligations hereunder shall not at any time exceed the amount
<br /> approved in the grant award and/or by the Approval Authority, and certified by the Controller for
<br /> the purpose and period stated in such certification.
<br /> (b) Except as may be provided by San Francisco ordinances governing emergency
<br /> conditions, San Francisco and its employees and officers, and the UASI Management Team
<br /> and its personnel, are not authorized to request PLEASANTON to perform services or to
<br /> provide materials, equipment and supplies that would result in PLEASANTON performing
<br /> services or providing materials, equipment and supplies that are beyond the scope of the
<br /> services, materials, equipment and supplies specified in this Agreement, unless this Agreement
<br /> is amended in writing and approved as required by law to authorize the additional services,
<br /> materials, equipment or supplies. San Francisco is not required to pay PLEASANTON for
<br /> services, materials, equipment or supplies that are provided by PLEASANTON that are beyond
<br /> the scope of the services, materials, equipment and supplies agreed upon herein and which
<br /> FY 12 UASI —PLEASANTON Page 3 of 22 April 1, 2013
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