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<br />. . <br /> <br />. <br /> <br />. <br /> <br />XI. EXCLUSIVITY AND AMENDMENT OF AGREEMENT <br /> <br />This Agreement supersedes any and all other agreements either oral or in writing between <br />the parties hereto with respect to employment of Contractor by City and contains all <br />covenants and agreements between the parties with respect to such employment in any <br />manner whatsoever. Each party to this Agreement acknowledges that no representations, <br />inducements, promises or agreements, orally or other wise, have been made by any party, <br />or anyone acting on behalf of any party, which are not embodies herein, and that neither <br />agreement or Amendment hereto shall be effective unless executed in writing and signed <br />by both City and Contractor. In this regard, the Community Development Agency of City <br />is granted authority to act on behalf of City for amending this Agreement to permit <br />Contractor to provide additional services at other Center locations, but may not alter any <br />other provision of the Agreement as set forth hereinabove. <br /> <br />XII. VALIDITY <br /> <br />The invalidity in whole or in part of any provision of this Agreement shall not void or <br />affect the validity of any other provision of this Agreement. <br /> <br />XIII. LAWS GOVERNING THIS AGREEMENT <br /> <br />This Agreement has been executed and delivered in the State of California and the <br />validity, interpretation, performance, and enforcement of any of the clauses of this <br />Agreement shall be determined and governed by the laws of the State of California. Both <br />parties further agree that Orange County, California, shall be the venue for any action or <br />proceeding that may be brought or arise out of, in connection with or by reason of this <br />Agreement. <br /> <br />5 <br />