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14. JURISDICTION -VENUE <br />This Agreement has been executed and delivered in the State of California and the <br />validity ,interpretation, performance, and enforcement of an} of the clauses of this Agreement <br />shall be detemmined and governed b} the laws of the State of California Both parties further <br />agree that Orange Cowmt}-, California, shall be the venue for art}- action or proceeding that ma} <br />be brought or arise out of, in connection with or by reason of this Agreement. <br />15. PROFESSIONAL LICENSES <br />Consultant shall, throughout the term of this Agreement, maintain all necessary- licenses, <br />permits, approvals, waivers, and exemptions necessary for the provision of the services <br />hereunder and required ~' the laws and regulations of the United States, the State of California, <br />the Ciiy of Santa Ana and all other governmental agencies. Consultant shall notify City <br />immediately and in writing of her inability' to obtain or maintain such permits, licenses, <br />approvals, waivers, and exemptions. Said inabilitq shall be cause for temnnation of this <br />Agreement. <br />16. MISCELLANEOUS PROVISIONS <br />a Each undersigned represents and warrants that its signature hereinbelow has the power, <br />anthority and right to bind their respective parties to each of the temms of this Agreement, and shall <br />indemnify City full} ,including reasonable costs and attorney's fees, for arty 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City' in the event that such authority or power is not, in fact, held by the signatory or is withdrawn.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 />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 />// <br />// <br />/! <br />// <br />// <br />// <br />