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<br />the venue for any action or proceeding that may be brought or arise out of, in connection <br />with or by reason of this Agreement. <br /> <br />15. PROFESSIONAL LICENSES <br /> <br />Consultant shall, throughout the term of this Agreement, maintain all necessary <br />licenses, permits, approvals, waivers, and exemptions necessary for the provision of the <br />services hereunder and required by the laws and regulations of the United States, the State <br />of California, the City of Santa Ana and all other governmental agencies. Consultant <br />shall notify the City immediately and in writing of her inability to obtain or maintain such <br />permits, licenses, approvals, waivers, and exemptions. Said inability shall be cause for <br />termination ofthis Agreement. <br /> <br />17. EXPRESS WARRANTY <br /> <br />In addition to all implied warranties of merchantability and fitness for a particular cause, <br />Consultant expressly warrants that all material provided to the City shall be fully <br />guaranteed by the supplier against defects in material and workmanship. Any defects <br />which may occur as the result of either faulty material or workmanship by the <br />manufacturer within the period of the manufacturer's standard warranty will be corrected <br />by the supplier at no expense to the City. <br /> <br />18. MISCELLANEOUS PROVISIONS <br /> <br />a. Each undersigned represents and warrants that its signature hereinbelow has <br />the power, authority and right to bind their respective parties to each of the terms of this <br />Agreement, and shall indemnify City fully, including reasonable costs and attorney's fees, <br />for any injuries or damages to City in the event that such authority or power is not, in fact, <br />held by the signatory or is withdrawn. <br /> <br />b. All Exhibits referenced herein and attached hereto shall be incorporated as if <br />fully set forth in the body of this Agreement. <br /> <br />IN WITNESS WHEREOF, the parties hereto have executed this Agreement the date and <br />year first above written. <br /> <br />AUEST, 4 <br />-) - , <br />C-7~---~, ~ <br /> <br />PATRICIAE. HEALY ~ <br />Clerk of the Council <br /> <br />