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<br />. . <br /> <br />other employment related activities. Consultant affirms that it is an equal opportunity employer <br />and shall comply with all applicable federal, state and local laws and regulations. <br /> <br />12. JURISDICTION - VENUE <br /> <br />This Agreement and all questions relating to its validity, interpretation, performance, and <br />enforcement shall be government and construed in accordance with the laws of the State of <br />California. This Agreement has been executed and delivered in the State of California and the <br />validity, interpretation, performance, and enforcement of any ofthe clauses of this Agreement <br />shall be determined and governed by the laws of the State of California. Both parties further <br />agree that Orange County, California, shall be the venue for any action or proceeding that may <br />be brought or arise out of, in connection with or by reason of this Agreement. <br /> <br />13. MISCELLANEOUS PROVISIONS <br /> <br />a. Each undersigned represents and warrants that its signature hereinbelow has the power, <br />authority and right to bind their respective parties to each of the terms of this Agreement, and shall <br />indemnity City fully, including reasonable costs and attorney's fees, for any injuries or damages to <br />City in the event that such authority or power is not, in fact, held by the signatory or is withdrawn. <br /> <br />b. All Exhibits referenced herein and attached hereto shall be incorporated as if fully set <br />forth in the body of this Agreement. <br /> <br />IN WITNESS WHEREOF, the parties hereto have executed this Agreement the date and year <br />first above written. <br /> <br />ATTEST: <br /> <br />CITY OF SANTA ANA <br /> <br />~tf.1f; <br /> <br />Clerk ofthe Council <br /> <br />~ <br /> <br />f DAVIDN. <br />City Manage <br /> <br /> <br />APPROVED AS TO FORM: <br /> <br />JOSEPH W. FLETCHER <br />City Attorney <br /> <br /> <br />. Kaufman <br />ssistant City Attorney <br /> <br />5 <br />