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10.19. Agent for Service of Process. In the event any Owner is not a resident of the State of <br /> California or it is an association,partnership or joint venture without a member,partner or joint <br /> venturer resident of the State of California, or it is a foreign corporation, then in any such event, <br /> Owner shall file with the City Manager, upon its execution of this Agreement, a designation of a <br /> natural person residing in the State of California, giving his or her name,residence and business <br /> addresses,as its agent for the purpose of service of process in any court action arising out of or <br /> based upon this Agreement, and the delivery to such agent of a copy of any process in any such <br /> action shall constitute valid service upon Owner.If for any reason service of such process upon <br /> such agent is not feasible,then in such event Owner may be personally sewed with such process <br /> and such service shall constitute valid service upon Owner. Owner is amenable to the process so <br /> served, submits to the jurisdiction of the Court so obtained and waives any and all objections and <br /> protests thereto. <br /> 10.20. Certificate of Compliance. At any time during the term of this Agreement, any lender or <br /> either Party may request either Party to this Agreement to confnm that(1)this Agreement is <br /> unmodified and in full force and effect(or if there have been modifications hereto,that this <br /> Agreement is in full force and effect as modified and stating the date and nature of such <br /> modifications); (2)to the best of such Party's knowledge,no defaults exist under this Agreement <br /> or if defaults do exist,to describe the nature of such defaults; and(3) any other information <br /> reasonably requested. Each Party hereby agrees to provide a Certificate to such lender or other <br /> Party within thirty(30)days of receipt of the written request therefor. <br /> 10.21. Authority to Execute.The person or persons executing this Agreement on behalf of <br /> Owner warrants and represents that he or she/they have the authority to execute this Agreement <br /> on behalf of his or her/their corporation,partnership or business entity and warrants and <br /> represents that he or she/they has/have the authority to bind Owner to the performance of its <br /> obligations hereunder. <br /> [Signatures on following pages] <br /> -31- <br />