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Consultant affirms that it is an equal opportunity employer and shall comply with all applicable federal, <br />state and local laws and regulations. <br />15. JURISDICTION - VENUE <br />This Agreement has been executed and delivered in the State of California and the validity, <br />interpretation, performance, and enforcement of any of the clauses of this Agreement shall be determined <br />and governed by the laws of the State of California. Both parties further agree that Orange County, <br />California, shall be the venue for any action or proceeding that may be brought or arise out of, in <br />connection with or by reason of this Agreement. <br />16. 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 its 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 />17. 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authority or power is not, in fact, held by the signatory or is withdrawn.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. All Exhibits referenced herein and attached hereto shall be incorporated as if fully set forth in the <br />body of this Agreement. <br />IN WITNESS WHEREOF, the parties hereto have executed this Agreement the date and year first above <br />written. <br />ATTEST: <br />Maria D. Huizar <br />Clerk of the Council <br />CITY OF SANTA ANA 1?a <br />lid) DAVID N. REAM. <br />City Manager <br />APPROVED AS TO FORM: <br />Joseph W. Fletcher, City Attorney <br />By: • u? o' <br />Laura Sheedy <br />Assistant City Attorney <br />PACIFIC TRAFFIC DATA SERVICES <br />bwts•__- PC-( '?--- <br />DOUGLAS BOWEN <br />Senior Partner <br />Tax ID# `LZ rS 1-2- <br />6