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required by this paragraph or fails or refuses to furnish the CITY with <br />required proof that insurance has been procured and is in force and paid <br />for, the CITY shall have the right, at the CITY's election, to forthwith <br />terminate this Agreement. <br />12. EXCLUSIVITY AND AMENDMENT OF AGREEMENT <br />This agreement supersedes any and all other agreements, either oral or in writing, <br />between parties hereto with respect to employment of CONSULTANT by CITY and <br />contains all covenants and agreements between parties with respect to such <br />employment in any manner whatsoever. Each party to this agreement <br />acknowledges that no representations, inducements, promises or agreements, <br />orally or otherwise, have been made by any party, or anyone acting on behalf of <br />any party, which are not embodied herein, and that no other agreement or <br />amendment hereto shall be effect unless executed in writing and signed by both <br />CITY and CONSULTANT. CONSULTANT shall be entitled to no other benefits <br />than those specified herein. No changes, amendments or alterations shall be <br />effective unless in writing and signed by both parties. CONSULTANT specifically <br />acknowledges that in entering into and executing this Agreement, CONSULTANT <br />relies solely upon the provisions contained in this Agreement and no others. <br />14. WRITTEN COMMUNICATIONS <br />All notices or other communication hereunder shall be deemed to be duly given <br />when made in writing and delivered in person or deposited in the United States <br />Mail, postage paid, certified mail, return receipt requested and addressed as <br />follows: <br />To CITY: <br />Russ Davis <br />Jail Administrator <br />62 Civic Center Plaza <br />PO Box 1981 <br />City of Santa Ana <br />Santa Ana, CA 92702 <br />16. VALIDITY <br />To CONSULTANT: <br />Louise Mathews <br />9212 Pennywood <br />Santee, CA 92071 <br />If any term, covenant, condition or provision of this Agreement is held by a court of <br />competent jurisdiction to be invalid, void or unenforceable, the remainder of the <br />provisions hereof shall remain in full force and effect and shall in no way be <br />affected, impaired or invalidated thereby. <br />16. LAWS GOVERNING THIS AGREEMENT <br />This Agreement has been executed and delivered in the State of California and the <br />Page 5 of 6 <br />