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<br />A party may change its address by giving notice in writing to the other party. If sent by <br />mail. communication shall be effective or deemed to have been given three (3) days after it has <br />been deposited in the United States mail, duly registered or certified, with postage prepaid, and <br />addressed as set forth above. For purposes of calculating these time frames, weekends, federal, <br />state, County or City holidays shall be excluded. <br /> <br />9. EXCLUSIVITY AND AMENDMENT <br /> <br />This Agreement represents the complete and exclusive statement betw'een the City and <br />Instructor, and supersedes any and all other agreements, oral or written, between the parties, <br />This Agreement may not be modified except by written instrument signed by the City and <br />Instructor. Each party to this Agreement acknowledges that no representations, inducements, <br />promises or agreements, orally or otherwise, have been made by any party, or anyone ading on <br />behalf of any party which are not embodied berein. <br /> <br />10. ASSIGNMRNT <br /> <br />Inasmuch as this Agreement is intended to secure the specialized services of Instructor. <br />Instructor may not assign, transfer, delegate, or subcontract any interest herein without the prior <br />written consent of the City and any such assignment, transfer, delegation or subcontract without <br />the City's prior written consent shall be considered null and void. <br /> <br />1 t. JURISDICTION - VENUE <br /> <br />This Agreement has been executed and delivered in the State of California and the <br />validity, interpretation, performance, and enforcement or any of the 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 />// <br /> <br />// <br /> <br />// <br /> <br />// <br /> <br />1/ <br /> <br />// <br /> <br />1/ <br /> <br />3 <br />