SANTA ANA HISTORIC PRES SOC 5A - 2002

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"'" -..I 19. ARBITRATION CLAUSE All claims or disputes between the Subrecipient and Contractor arising out of or related to the work sball be decided by arbitration in accordance with the construction industry arbitration rules of the American Arbitration Association, unless the parties mutually agree otherwise. Initial arbitration fees will be paid in equal sbares by the Subrecipient and Contractor, unless otherwise agreed to by the parties. Notice of demand for arbitration sball be filed in writing with the other party, and sball be made within a reasonable time after the dispute bas arisen. The award rendered by the arbitrator sball be final, and judgment may be entered upon it in accordance with applicable law in any court baving jurisdiction thereof. If the arbitrator's award is in a sum which is less than that which is offered in settlement by the Contractor, the arbitrator may award costs and arbitration related attorney's fees in favor of the Contractor. If the award of the arbitrator is in a sum greater than that which was offered in settlement by the Subrecipient, the arbitrator may award costs and arbitration-related attorney's fees in favor of the Subrecipient. 20. TIME OF ESSENCE The timeframes set forth in this Agreement are important and of the essence of this Agreement. 21. GENDER AND NUMBER As used herein, the masculine sball include the feminine and masculine and the singular sball include the plural. 22. MISCELLANEOUS PROVISIONS a. Each undersigned represents and warrants that its signature hereinbelow has the power, authority and right to bind their respective parties to each of the terms of this Agreement, and sball indemnify City fully, including reasonable costs and attorney's fees, for any injuries or damages to City in the event that such authority or power is not, in fact, held by the signatory or is withdrawn. b. All Exhibits and Attachments referenced herein and attached hereto sball be incorporated as if fully set forth in the body of this Agreement. c. No delay or omission by either party hereto to exercise any right or power accruing upon any noncompliance or default by the other party with respect to any of the terms of this Agreement sball impair any such right or power or be construed to be a waiver thereof. A waiver by either of the parties hereto of any of the covenants, conditions, or agreements to be performed by the other sball not be construed to be a waiver of any succeeding breach thereof or of any other covenant, condition or agreement herein contained. 50f6