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16. AMENDMENTS <br />This Agreement may be amended only with the written consent of both Parties. <br />17. INTEGRATED DOCUMENT <br />This Agreement represents the entire agreement between City and Contractor. No other <br />understanding, agreements, conversations, or otherwise, with any representative of City prior to <br />execution of this Agreement shall affect or modify any of the terms or obligations of this <br />Agreement. Any verbal agreement shall be considered unofficial information and is not binding <br />upon City. <br />18. SEVERABILITY CLAUSE <br />In case any one or more of the provisions in this Agreement shall, for any reason, be held invalid, <br />illegal or unenforceable in any respect, it shall not affect the validity of the other provisions, which <br />shall remain in full force and effect. <br />19. LAW GOVERNING CONTRACT <br />This Agreement shall be governed and interpreted using the laws of the State of California. <br />20. DISPUTE RESOLUTION <br />a. Any controversies or claims between Contractor and City regarding this Agreement must first <br />be put in writing and delivered to the other Party. The Parties will meet in good faith to attempt <br />to resolve the issue in question. If the Parties fail to come to an agreement on the resolution of <br />the issue, the matter must be submitted to mediation within thirty (30) calendar days after the <br />written request for mediation is delivered by one Party. <br />b. The Parties may agree on one mediator. If they cannot agree on one mediator, the Party <br />demanding mediation shall request that the Orange County Superior Court shall appoint a <br />mediator. The mediation meeting shall not exceed one work day [eight (8) hours]. The Parties <br />may agree to extend the time allowed for mediation under this Agreement. <br />c. Mediation under this section is a condition precedent to filing an action in any court. In the <br />event litigation or mediation arises out of any dispute related to this Agreement, the Parties <br />shall each pay their respective attorneys' fees, expert witness costs and cost of suit, regardless <br />of the outcome of the litigation. <br />d. Only after the mediation procedure has failed to resolve a dispute between the Parties may one <br />or both of the Parties file suit in the appropriate civil court. <br />21. VENUE <br />