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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 be
<br />brought or arise out of, in connection with or by reason of this Agreement.
<br />15. PROFESSIONAL LICENSES
<br />Contractor shall, throughout the term of this Agreement, maintain all necessary licenses,
<br />permits, approvals, waivers, and exemptions necessary for the provision of the services hereunder
<br />and required by the laws and regulations of the United States, the State of California, the City of
<br />Santa Ana and all other governmental agencies. Contractor shall notify the City immediately and
<br />in writing of his inability to obtain or maintain such permits, licenses, approvals, waivers, and
<br />exemptions. Said inability shall be cause for termination of this Agreement.
<br />16. COMPLIANCE WITH GOVERNMENTAL REQUIREMENTS
<br />Contractor shall carry out all services pursuant to this Agreement in substantial
<br />conformity with all applicable laws, ordinances, statutes, codes, rules, regulations, orders, and
<br />decrees of the United States, the State of California, the County of Orange, the City, and of any
<br />other political subdivision, agency, or instrumentality exercising jurisdiction over the City,
<br />including all applicable federal, state, and local occupation, safety and health laws, rules,
<br />regulations and standards, applicable state and labor standards, prevailing wage requirements, the
<br />City zoning and development standards, City permits and approvals, building, plumbing,
<br />mechanical and electrical codes, as they map apply, and all other provisions of the City and its
<br />Municipal Code (as they may apply), and all applicable disabled and handicapped access
<br />requirements, including, without the limitation, the Americans With Disability Act, 42 U.S.C. §
<br />12101 et seq., Government Code § 4450 et seq., and the Unruh Civil Rights Act, Civil Code § 51
<br />et seq.
<br />17. MISCELLANEOUS PROVISIONS
<br />a. Each undersigned represents and warrants that its signature hereinbelow has the power,
<br />authority and right to bind their respective parties to each of the terms of this Agreement, and shall
<br />indemnify City fully, including reasonable costs and attorney's fees, for any 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 />///
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<br />25C-46
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