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mediator shall be selected from the panel of mediators of the American Arbitration Association with expertise in computer law and technology. 10.4 If the Dispute is not completely resolved in such mediation, either party may bring legal action in Orange County, California. 10.5 Each party shall bear its own costs of these procedures. A party seeking discovery shall reimburse the responding party the reasonable out-of-pocket cost of production of documents (to include search time and reproduction time costs). 11.0 SEVERABILITY If any term, clause, sentence, paragraph, article, subsection, section, provision, condition or covenant of this Agreement is held to be invalid or unenforceable, for any reason, it shall not affect, impair, invalidate or nullify the remainder of this Agreement, but the effect thereof shall be confined to the term, clause, sentence, paragraph, article, subsection, section, provision, condition or covenant of this Agreement so adjudged to be invalid or unenforceable. 12.0 FORCE MAJEURE/EXCUSABLE DELAY Neither party shall be responsible for failure to fulfill its obligations hereunder or liable for damages resulting from delay in performance as a result of war, fire, strike, riot or insurrection, natural disaster, delay of carriers, govern -mental order or regulation, complete or parti al shutdown of plant, unavailability of Equipment or software from suppliers, default of a subcontractor or vendor to the party if such default arises out of causes beyond the reasonable control of such subcontractor or vendor, the acts or omissions of the other party, or its officers, directors, employees, agents, contractors, or elected officials, and/or other occurrences beyond the party's reasonable control ("Excusable Delay" hereunder). In the event of such Excusable Delay, performance shall be extended on a day for day basis or as otherwise reasonably necessary to compensate for such delay. 13.0 CONSTRUCTION AND HEADINGS The division of this Agreement into sections and the use of headings of sections and subsections are for convenient reference only and shall not be deemed to limit, construe, affect, modify, or alter the meaning of such sections or subsections. 14.0 WAIVER 14.1 The failure or delay of any party to enforce at any time or any period of time any of the provisions of this Agreement shall not constitute a present or future waiver of such provisions nor the right of either party to enforce each and every provision. 14.2 No term or provision hereof shall be deemed waived and no breach excused unless such waiver or consent shall be in writing and signed by the party claimed to have waived Santa Ana Fire Department Software Support Agreement V.5 3/08 Copyright © 2008 TriTech Software Systems — Confidential & Proprietary Unpublished: Rights reserved under the copyright laws of the United States Page 10 of 21