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parties with respect to SUBRECIIII ILNT's administration of said program. Bach party to this <br />Agreement acknowledges that n( rcprosent<ttions, inducements, prtxnises or agNet lie tits. orally or <br />otherwise, have been made by ally party, or anyone acting on behalf of any party, which arc not <br />embodied liercin, and that no other agreement oramendtneat hereto shall be cClectivc unless eXCCLIICd <br />in writing and signed by both CITY and SUBREC'IPIIHN"1' <br />L,, Laws Governing this Agreement. This Agreement shall be governed by and construed <br />in accordance with (lie laws of Ube State ol'Calilia'nia, and all applicable [edornl laws and regulations. <br />M. Validit�tl Seyerahility. '['he invalidity in whole or in part ol'any provision orthis <br />Agrcemcut shall not void or arfcet the validity (Pally other provision of this Agreement, Whenever <br />Possible, each provision or this AGREEMEM' shall be interpreted in such manner as to be <br />el'fcctivc anCI valid under applicable law, but Wally provision or this AGRELMENI' is held to be <br />prohibited by or invalid under applicable law, such provision shall be inellective only to the extent <br />of'such prohibition or invalidity, without invalidating the remainder or such provisions of this <br />AGREEMENT. <br />N. Waiver. No delay or omission by either party hereto to exercise any right or power <br />accruing upon any noncompliance or delimit by the other party with respect to any ofI(lie terms of <br />this Agreement shall impair any such right or power or be construed to he a waiver thereof. A. <br />waiver by either of the parties hereto of any oI' the covenants, conditions, or agreements to be <br />pt:rteroned by the other shall nol be construed to be a waiver orally succeeding breach lhereot'or <br />of any other covenant, condition or agreement herein eootainecl. <br />O. Federal Award Identification Infihrmalinn. SL)BIZt CIP1ENT's pertinent Federal <br />Award Identification Inrorrllation, including DUNS Number and Federal Award Identification <br />Number (PAIN), as well as the applicable inlbrnnation for tlhe CARES Act Coronavirtts Rolior <br />Programs, are included in ENhibft (:' attached hereto and incorporated herein by this reference. <br />Miscellaneous Provisions. <br />1. Ellett undersigned represcnts and warrants that its signature herein below has the <br />power, authority anti right to bind their respective parties to cacti of the terms of'Ihis Agreement, and <br />shall indemnify CITY fully, including reasonable costs and attorncy's fees, for any injuries or <br />damages to CITY in the event that such authority or power is lot, in fact, held by the signatory or is <br />withdrawn. <br />3. All Exhibits and Attachmcots rctcrcnced herein and attached Ihercto shall be <br />incorporated as Wittily set forth in the body ol'tihis Agreement. <br />3. This Agreement aunt be signed below and may he sigrwd in counterpart and <br />delivered by fax. email as a PDF (Portable Document Format) file attachment, or by other means that <br />displays tlhe original or a copy of the signatures. Any subsetlucnt amendments may be signed and <br />delivered in the same manner. <br />16 <br />