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14. WAIVER
<br />No waiver of breach, Failure of any condition, or any right or remedy contained in or
<br />granted by the provisions of this Agreement shall be effective unless it is in writing and signed by
<br />the party waiving the breach, failure, right or remedy. No waiver of any breach, failure or right, or
<br />remedy shall be deemed a waiver of any other breach, failure, right or remedy, whether or not
<br />similar, nor shall any waiver constitute a continuing waiver unless the writing so specifies,
<br />15. JURISDICTION - VENUE
<br />This Agreement has been executed and delivered in the State of Califortlia and the validity,
<br />interpretation, performance, and enforcement or any of the clauses of this Agreement shall be
<br />determined and governed by the laws of the State of California- Both parties further agree that
<br />Orange County, California, shall be the venue for any action or proceeding that may be brought or
<br />arise out of, in counection with or by reason of this Agreement.
<br />16, PROFESSIONAL LICENSES
<br />Consultant shall, throughout the temp of this Agreement, maintain all necessary licenses,
<br />permits, approvals, waivers, and exemptions necessary for the provision ofthe services hereunder
<br />and required by the laws and regulations of the United States, the State of California, the City of
<br />Santa Ana and all other governttnental agencies. Consultant shall notify the City immediately and
<br />in writing of its inability to obtain or maintain such permits, licenses, approvals, waivers, and
<br />exemptions. Said inability shall be cause for termination of this Agreement,
<br />17. iVIISCE➢d,ANEOUS PROVISIONS
<br />a. Each undersigned represents and warrants that its signature herein below has the
<br />power, authority and right to bind their respective parties to each of the terns of
<br />this Agreement, and shall 'indemnify City fully, including reasonable costs and
<br />attorney's fees, for any injuries or damages to City in the event that such authority
<br />or power is not, in fact, held by the signatory or is withdrawn,
<br />b, 'fhe Agreement is the final and complete agreement and any prior or
<br />contemporaneous agreements between the parties is superseded by this Agreement
<br />c, All Exhibits rofercnced herein and attached hereto shall be incorporated as iffully
<br />set forth in the body of this Agreement.
<br />Any notice, tender, demand„ delivery, or other communication pursuant to this Agreement
<br />shall be in writing and shall be deemed to be properly given if delivered in person or mailed by
<br />first class or certified mail, postage prepaid, or sent by fax or other telegraphic communication in
<br />the manner provided in this Section, to the following persons;
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