VRC - Management Solutions Committee

D. Assignment. This Agreement may not be assigned to another party without the express written consent of both the Association and Management. The parties to this Agreement hereby warrant and represent that the parties have not heretofore assigned or transferred or purported to have assigned or transferred to any person whomsoever, any matter, including claims, released or covered by this Agreement or any part or portion thereof. Further, the parties hereto agree to indemnify and hold harmless the parties hereto from any claims resulting from any person or entity asserting any such claim pursuant to any such assignment or transfer by the indemnifying party. E. Governing Law. This Agreement shall in all respects be interpreted, enforced and governed by the laws of the State of California, subject to the Arbitration provision contained herein. In the event that this Agreement must be enforced by a court of law, the parties hereby agree that said action shall be held in the Riverside County Superior Court of the State of California. F. Power to Execute. The parties represent and warrant that they have carefully read this Agreement and had the contents and legal effect hereof fully explained by legal counsel of their choosing; that the parties have the sole and exclusive power and authority to execute this Agreement and do so of their own free act. G. Entire Agreement. This Agreement contains the entire agreement and understanding concerning the subject matter hereof between the parties, and supersedes and replaces all prior negotiations, proposed agreement and agreements, whether written or oral, express or implied, of any type whatsoever. Each of the parties hereto acknowledges that neither party hereto nor any agent or attorney or any other party whomsoever has made any promise, representation or warranty whether, expressed or implied, not contained herein concerning the subject matter hereof to induce it to execute this Agreement, and acknowledges and warrants that this Agreement is not being executed by such party in reliance on any promise, representation or warranty not contained herein.

IX.

MANAGEMENT/ASSOCIATION PROTECTION

A. Employees.

1. Management spends a great deal of time and expense to hire and train employees for the operation of this and other associations. Association derives the benefits of Management’s experience in operating this Association and of such hiring and training procedures. Association realizes the time and expense management incurs to obtain outstanding personnel and Association therefore agrees not to offer or accept for hire any of “Management’s employees” for a period of one year from the termination of this agreement.

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VRC PPM Proposed Contract 2022 2/4/2022

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