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of the State of California. Both parties further agree that Orange County, California, shall be the venue for any <br />action or proceeding that may be brought or arise out of, in connection with or by reason of this Agreement. <br />16. MISCELLANEOUS PROVISIONS <br />Each undersigned represents and warrants that its signature hereinbelow has the power, authority and right to <br />bind their respective parties to each of the terms of this Agreement, and shall indemnify City fully, including reasonable <br />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 <br />by the signatory or is withdrawn. <br />IN WITNESS WHEREOF, the parties hereto have executed this Agreement the day and year first above <br />written. <br />ATTEST: <br />UJL2f2I�_ <br />(Patricia F. Healy <br />V" Clerk of the Council <br />APPROVED AS TO FORM: <br />Joseph W. Fletcher <br />City Attorney <br />CITY OF SANTA ANA, a charter city and municipal <br />corporation, <br />- David N. Ream <., J 6 <br />City Manager <br />CARPENTER, ROTHANS & DUMONT <br />—T <br />Steven Rothans <br />Partner <br />