08 ATTACHMENT 4 - Laserfiche WebLink

1$. GENERAL PROVISIONS. 18.1 Conflict with Other Agreements and Regulations. In the event this Agreement or any provisions hereof conflict with any provision of any other contract, agreement or memorandum of understanding to which one or more Jurisdictions are parties, or any Regulation adopted by a Jurisdiction, this Agreement shall govern and control over any such conflicting provision. 18.2 Entire Agreement. This Agreement, including all recitals, exhibits and schedules hereto, constitutes the entire agreement between the parties with respect to the subject matter hereof and supersedes any and all prior or contemporaneous understandings, negotiations, representations, promises and agreements, oral or written, by or between the parties, with respect to the subject matter hereof. No representations, inducements, promises, or agreements have been made in connection with this Agreement by any party, or anyone acting on behalf of any party, other than those expressly set forth in this Agreement. iS.3 Amendment. This Agreement, including but not limited to the El Charro and Intersection Improvement Diagrams, Improvement Livermore Additional Improvements Diagram, and PEeasanton Additional Improvements Diagram, may be amended, modified or supplemented only by a writing signed by all parties. 18.4 Enforcement. The parties acknowledge that any material breach of this Agreement may result in significant harm and damages to the Quarry Owners which would be impractical or extremely difficult to determine, including but not limited to increased costs of operation and lost business opportunities, sales and revenues. Without limiting and in addition to any and all other rights and remedies of Vulcan under this Agreement and at law and in equity for any breach, the parties agree, that in the event of any breach or threatened breach of any of the provisions of Sections 3 through 11, inclusive, of this Agreement, Vulcan shall have the right to obtain injunctive or writ relief (naming as real parties in interest therein any owners, applicants, and/or developers of any of the Projects). 18.5 Waiver. No waiver of any provision of this Agreement shall be binding unless executed in writing by the party making the waiver. No waiver of any provision of this Agreement shall be deemed to constitute a waiver of any other provision, whether or not similar, nor shall any waiver constitute a continuing waiver unless the written waiver so specifies. 18.b Counterparts; Facsimile/Electronic Signatures. This Agreement may be executed in counterparts, each of which shall be deemed an original and alt of which together shall constitute one and the same instrument. The parties shall be entitled to rely upon facsimile copies or electronic copies of the parties' signatures to this Agreement and any instrument executed in connection herewith. Notwithstanding the foregoing, promptly after sending a facsimile or electronic copy of its signature hereon, each party shall provide the others with an executed original counterpart by overnight courier, although the failure to provide such counterpart shall not limit the effectiveness of this Agreement. 18.7 No Agency or Joint Venture. It is not the intention of the parties to create by this Agreement a relationship of master-servant, principal-agent, partnership or joint venture and under no circumstance shall either party be considered the agent of the other. 18.8 Governing Law. This Agreement is entered into in and shall be governed by and construed in accordance with the internal laws of the State of California. 002483.00041793691.13 26