01 - Laserfiche WebLink

14. Attorneys' Fees. The prevailing party in any action to enforce the terms of this Agreement shall be entitled to recover reasonable attorneys' fees and costs as determined by the arbitrator. 15. Indemnity: Pleasanton shall indemnify and hold harmless MTC,ABAG,ABAG POWER and their respective directors, officers, member agencies, agents, and employees from and against all claims, damages, losses and expenses including attorney's fees arising out of or resulting from the performance or non-performance of the services required by this Agreement, unless such is caused by the negligence of MTC, ABAG, ABAG POWER or their respective directors, officers, member agencies, agents or employees. 16. Assignment/Security Arrangements: Pleasanton hereby acknowledges that ABAG POWER may, in order to finance security deposit and cash flow deficits incurred in connection with the operation with the RNG Program, incur short-term debt which may be secured by an assignment, encumbrance or hypothecation of this Agreement and/or payments due hereunder. 17. Notices: Notices will be given in writing and will be effective when; (i)personally served; (ii)sent via commercial overnight courier on the date of receipt;or(iii)sent via electronic email,provided, however,that any notice sent via electronic mail will not be effective until acknowledged by the recipient of the electronic email (not by automated response). The following addresses for the giving of notices and billings shall be: To Pleasanton: Attn: City Manager's Office City of Pleasanton P.O. Box 520/ 123 Main Street Pleasanton, CA 94566 Telephone No: (925) 931-5009 Email: bhopkins@cityofpleasantonca.gov To ABAG POWER: Attn: Ryan Jacoby ABAG POWER San Francisco, CA 94105 Telephone No: (415) 820-7956 Email: rjacoby@bayareametro.gov 18. Severability: If any provision of this Agreement or the application of any such provision shall be held by a court of competent jurisdiction to be invalid, void, or unenforceable to any extent, the remaining provisions of this Agreement and the application thereof shall remain in full force and effect and shall not be affected, impaired, or invalidated. 19. Captions: The captions appearing in this Agreement are inserted as a matter of convenience and in no way define or limit the provisions of this Agreement. Signature page follows. ABAG POWER Renewable Natural Gas Program Member Agreement Page 8 of 12