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<br />9.6. Captions. The captions of this Agreement are for convenience and reference only, and <br />shall not define, explain, modify, construe, limit, amplify, or aid in the interpretation, <br />construction, or meaning of any of the provisions of this Agreement. <br /> <br />9.7. Consent. Where the consent or approval of a Party is required by or necessary under this <br />Agreement, the consent or approval shall not be unreasonably withheld. <br /> <br />9.8. Covenant of Cooperation. The Parties shall cooperate with each other, deal with each <br />other in good faith, and assist each other in the performance of this Agreement. <br /> <br />9.9. Time of Essence. Time is of the essence for each provision of this Agreement of which <br />time is an element. <br /> <br />9.10. Conflicts of Law. If either (1) state or federal laws or regulations enacted after the Effective <br />Date or (2) the action or inaction of any governmental agency other than the City prevents or <br />precludes compliance with one or more provisions of this Agreement or requires changes in <br />plans, maps, or permits approved by the City, then, before this Agreement may be <br />terminated, the Parties shall meet and confer in good faith in a reasonable attempt to modify <br />this Agreement to allow the Project to be completed and the City to receive the contemplated <br />public benefits. Any modification to or termination of the Agreement arising from such <br />circumstances shall follow a hearing before the City Council in the manner prescribed within <br />this Agreement for amendment or termination. <br /> <br />9.11. Recording. The City Clerk shall cause a copy of this Agreement to be recorded with the <br />Office of the County Recorder of Orange County, California, within ten (10) days after the <br />Effective Date. <br /> <br />This Agreement has been executed by the City of Santa Ana, acting by and through its Mayor, <br />pursuant to Ordinance No. NS- ~ ,authorizing such execution, and by Tod D. Brown, the <br />Roman Catholic Bishop of Orange, a corporation sole. <br /> <br />Dated this _ day of <br /> <br />,2004. <br /> <br />::E CITU:PJ2--- <br /> <br />DAVID N. REAM <br />City Manager <br /> <br />Date: <br /> <br />Date: i" ~ J,. S ~ O~ <br />-~-------------- <br /> <br />THE ROMAN CATHOLIC BISHOP OF <br />ORANGE, a corporation sole <br /> <br />By L;J ~~ <br />BISHOP"foD D. BROWN <br /> <br /> <br />By <br /> <br /> <br />11 <br />