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registered mail,postage prepaid,addressed as follows: TO CITY: City Manager City of Pleasanton 123 Main Street Pleasanton,CA 94566 TO CONTRACTOR: Mission Valley Sports Officials,Inc. P.O. Box 1289 Fremon CA 94538 Attn: 1C',r--� . C'p 12. Licenses,Certifications and Permits. Prior to the City's execution of this Agreement and prior to the Contractor's engaging in any operation or activity set forth in this Agreement, the Contractor shall obtain a City of Pleasanton business license,which must be kept in effect during the term of this Agreement.The Contractor covenants that it has obtained all certificates, licenses,permits and the like required to perform the services under this Agreement. 13. Conflicts of Interests. The Contractor covenants that other than this Agreement, the Contractor has no financial interest with any official,employee or other representative of the City.The Contractor and its principals do not have any financial interest in real property,source of income or investment that would be affected in any manner or degree by the performance of the Contractor's services under this Agreement. If such an interest occurs,the Contractor shall immediately notify the City. 14. Waiver. In the event that either the City or the Contractor shall at any time or times waive any breach of this Agreement by the other,such waiver shall not constitute a waiver of any other or succeeding breach of this Agreement,whether of the same or of any other covenant, condition,or obligation. 15. Governing Law. California law shall govern any legal action pursuant to the Agreement with venue in the applicable court or forum for Alameda County. 16. Attorney's Fees. The prevailing party in any action brought to enforce or construe the terms of this Agreement may recover from the other party its reasonable costs and attorney's fees expended in connection with such an action. 17. No Personal Liability. No official or employee of City shall be personally liable to the Contractor in the event of any default or breach by the City or for any amount due to the Contractor. 18. Scope of Agreement. This writing constitutes the entire Agreement between the parties relative to the umpiring services and modification is evidenced by a written amendment signed by both parties to this Agreement. 3