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To Consultant: <br />Eric Gruver, Pli.D. <br />2021 E. 4"1 Street <br />Suite 116 <br />Santa Ana, CA 92705 <br />A paity may cl'iange its address by giving notice in writing to tlie other party. Thereafter, <br />any cominunication sliall be addressed and transmitted to tlie new address. If sent by mail, <br />commcinication sliall be effective or deemed to have been given three (3) days after it has been <br />deposited in the United States mail, duly registered or certified, with postage prepaid, and <br />addressed as set fortli above. If sent by fax, communication shall be effective or deei'ned to have <br />been given twenty-four (24) liours after tlie time set forth on the transmission report issued by the <br />transinitting facsiinile machine, addressed as set fortli above. For purposes of calculating these <br />timeframes, weekends, federal, state, County or City holidays shall be excluded. <br />18.MISCELLANEOUS PROVISIONS <br />a.Eacli undersigned represents and warrants tt'iat its signature herein below lias the <br />power, autliority and rigl'it to bind tlieir respective parties to eacli of tlie teri'ns of <br />tl'iis Agreei'nent, and sliall indei'nnify City fully, including reasonable costs and <br />attorney's fees, for any injuries or damages to City in tlie event tl'iat sucli authority <br />or power is not, in fact, held by the signatory or is witlidrawn. <br />b.TlieAgreement is the final and complete agreement and any prior or <br />contemporaneous agreements for similar services between the parties is superseded <br />by tliis Agreement. Tl'iis sliall not apply where the Parties are currently engaged <br />and Consultant is providing services not contemplated by this Agreement <br />C.All Exliibits referenced lierein and attached liereto sliall be incorporated as if fully <br />set foitli in the body of tliis Agreement. <br />[signature page to follow] <br />Page 8 of 9