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21. No Personal Liability. No official or employee of City shall be personally liable to Consultant in the event of any default or breach by the City or for any amount due Consultant. 22. Counterparts and Electronic Signatures. This Agreement may be executed in multiple counterparts, each of which shall be an original and all of which together shall constitute one agreement. Counterparts may be delivered via facsimile, electronic mail (including pdf or any electronic signature complying with U.S. federal E-Sign Act of 2000 (15 U.S. Code §7001 et seq.), California Uniform Electronic Transactions Act(Cal. Civil Code §1633.1 et seq.), or other applicable law)or other transmission method, and any counterpart so delivered shall be deemed to have been duly and validly delivered and be valid and effective for all purposes. With respect to signatures delivered via facsimile or electronically, Consultant shall deliver its original wet ink signature to the City within thirty(30)days following Consultant's original delivery via facsimile, electronic mail or other transmission method,provided that failure to deliver such original ink signature shall not affect the validity of the electronic signatures that were delivered. 23. Exhibits. All exhibits referred to herein are attached hereto and are by this reference incorporated herein. 24. Scope of Agreement. This writing constitutes the entire Agreement between the parties. Any modification to the Agreement shall be in writing and signed by both parties. THIS AGREEMENT executed the date and year first above written. CITY OF PLEASANTON CONSULTANT FirstCarbon Solutions By: Nelson Fialho, City Manager Mary Bean Director, CEQA Services ATTEST: Karen Diaz, City Clerk APPROVED AS TO FORM: Daniel G. Sodergren, City Attorney Rev.3/19 5IPage