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RES 18-997
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RES 18-997
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CITY CLERK
CITY CLERK - TYPE
RESOLUTIONS
DOCUMENT DATE
2/6/2018
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including the following June 30. <br /> SECTION 9. COVENANT NOT TO SUE <br /> The Authority acknowledges that the Parties. would not have entered into this <br /> Amended and Restated Agreement had they been exposed to damage claims from the <br /> Authority for any breach thereof. As such, the Authority and the Parties agree that in no • <br /> event shall the Authority be entitled to recover damages against the Parties for breach of <br /> this Agreement. The Parties further agree that no Party shall be entitled to recover <br /> damages against the other Party for a breach of_ this Agreement. The enforceability and <br /> validity of this Section 9 prohibiting the recoveryof damages, is part of the bargained for, <br /> negotiated consideration for the Parties' agreement to enter into this Amended and <br /> Restated Agreement and it is acknowledged that the'Parties would not have entered into <br /> this Amended and Restated Agreement if they were to be liable in damages under this <br /> Amended and Restated Agreement. The Parties' sole relief for a breach of this Amended <br /> and Restated Agreement shall be specific performance. <br /> SECTION 10. DEFAULT <br /> In the event that a Party is in default in the performance of any obligation on its <br /> part to be performed under the terms of this Amended and Restated Agreement, and <br /> such default continues for thirty (30) days (or such longer period of time as is reasonably <br /> required to cure such default, provided that the defaulting Party has begun to cure such <br /> default as soon as is reasonably feasible) following notice and demand by the non- <br /> Defaulting Party for correction thereof to Defaulting Party, then the Non-Defaulting Party <br /> may seek the Defaulting Party's specific performance. <br /> SECTION 11. DISPUTE RESOLUTION <br /> A. Informal Resolution. <br /> In the event of a dispute arising out of, or relating to, any term or condition in this <br /> Amended and Restated Agreement, any budget, Cost Allocation Plan, Cast Sharing Plan, <br /> Real Property Schedule, or Vehicles and Equipment Schedule for the Authority approved <br /> by the City Councils for Livermore and Pleasanton, any default specified in Section 10, <br /> and any other disagreement related to the Fire Protection Services provided by the <br /> _ Authority, the Joint Executive Directors shall meet informally to resolve the dispute and <br /> reach agreement on the proper interpretation of any term or condition, or a cure for the <br /> breach. <br /> B. Mediation. <br /> If the Joint Executive Directors cannot reach an agreement after an informal <br /> meeting, then they y shall participate in good faith mediation proceedings until the earlier <br /> of (1) they reach agreement on the relevant issues, or (2) they have completed 16 hours <br /> of mediation. <br /> AMENDED AND RESTATED AGREEMENT FOR THE LIVERMORE-PLEASANTON <br /> FIRE DEPARTMENT JOINT POWERS AUTHORITY <br /> Page 18 <br />
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