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or consented. Any consent by any party to, or waiver of, a breach by the other, whether expressed or implied, shall not constitute a consent to, waiver of or excuse for any other, different or subsequent breach. 15.0 ENTIRE AGREEMENT This Agreement and its Addenda or Amendment(s) represent the entire agreement between the parties hereto and a final expression of their agreements with respect to the subject matter of this Agreement and supersedes all prior written agreements, oral agreements, representations, understandings or negotiations with respect to the matters covered by this Agreement. 16.0 APPLICABLE LAW Except to the extent that this Agreement is governed by the laws of the United States, this Agreement shall be governed, interpreted and enforced in accordance with the laws of the State of California without regard to its conflict of law provisions and not including the United Nations Convention on Contracts for the International Sale of Goods if such convention would otherwise be applicable. 17.0 ASSIGNMENT Inasmuch as this Agreement is intended to secure the specialized services of TriTech, TriTech may not assign, transfer, delegate, or subcontract any interest herein without the prior written consent of the Client, which consent shall not be unreasonably withheld, and any such assignment, transfer, delegation or subcontract without the Client's prior written consent shall be considered null and void. A merger or acquisition of all or substantially all of TriTech's assets shall not be considered an assignment hereunder. 18.0 NOTICES All notices required to be given under this Agreement shall be made in writing by (i) first-class mail, postage prepaid, certified, return receipt, (ii) by regularly scheduled overnight delivery, (iii) by facsimile or e-mail followed immediately by first-class mail, or (iv) by personal delivery, to the address set forth below, or such other address as provided in writing. Such notices shall be deemed given three (3) days after mailing a notice or one (1) day after overnight delivery thereof. To Client: To TriTech: Santa Ana Fire Department TriTech Software Systems 1439 S. Broadway 9860 Mesa Rim Road Santa Ana, CA 92707 San Diego, Calif 92121 Attn: Chief Martin Attn: Christopher D. Maloney, Santa Ana Fire Department Software Support Agreement V.5 3/08 Copyright C 2008 TriTech Software Systems — Confidential & Proprietary Unpublished: Rights reserved under the copyright laws of the United States Page 1 1 of 21