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<br /> <br /> <br /> Consultant affirms that it is an equal opportunity employer and shall comply with all applicable federal, <br /> state and local laws and regulations. <br /> 24. JURISDICTION - VENUE <br /> This Agreement and all questions relating to its validity, interpretation, performance, and <br /> enforcement shall be government and construed in accordance with the laws of the State of California. <br /> This Agreement has been executed and delivered in the State of California and the validity, interpretation, <br /> performance, and enforcement of any of the clauses of this Agreement shall be determined and governed <br /> by the laws of the State of California. Both parties further agree that Orange County, California, shall be <br /> the venue for any action or proceeding that may be brought or arise out of, in connection with or by <br /> reason of this Agreement. <br /> 25. PROFESSIONAL LICENSES <br /> Consultant shall, throughout the term of this Agreement, maintain all necessary licenses, permits, <br /> approvals, waivers, and exemptions necessary for the provision of the services hereunder and required by <br /> the laws and regulations of the United States, the State of California, the City of Santa Ana and all other <br /> governmental agencies. Consultant shall notify the City immediately and in writing of her inability to <br /> obtain or maintain such permits, licenses, approvals, waivers, and exemptions. Said inability shall be <br /> cause for termination of this Agreement. <br /> 26. MISCELLANEOUS PROVISIONS <br /> a. Each undersigned represents and warrants that its signature hereinbelow has the power, authority <br /> and right to bind their respective parties to each of the terms of this Agreement, and shall indemnify City <br /> fully, including reasonable costs and attorney's fees, for any injuries or damages to City in the event that such <br /> authority or power is not, in fact, held by the signatory or is withdrawn. <br /> b. Captions and headings in this Agreement, including the title of this Agreement, are for <br /> convenience only and are not to be considered in construing this Agreement. <br /> c. All Exhibits referenced herein and attached hereto shall be incorporated as if fully set forth in the <br /> body of this Agreement. <br /> <br /> <br /> <br /> <br /> <br /> <br /> 10 <br /> 25G-12 <br />