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MASTER FUNDING AGREEMENT NO. C-1-2783 <br />1 reference, constitutes the complete and exclusive statement of the term(s) and conditions(s) of this <br />2 agreement between AUTHORITY and AGENCY and it supersedes all prior representations, <br />3 understandings, and communications. The invalidity in whole or in part of any term or condition of this <br />4 Agreement shall not affect the validity of other term(s) or conditions(s) of this Agreement. The above <br />5 referenced Recitals are true and correct and are incorporated by reference herein. <br />6 B. AUTHORITY'S failure to insist on any instance(s) of AGENCY's performance of any <br />7 term(s) or condition(s) of this Agreement shall not be construed as a waiver or relinquishment of <br />8 AUTHORITY's right to such performance or to future performance of such term(s) or condition(s), and <br />9 AGENCY's obligation in respect thereto shall continue in full force and effect. Changes to any portion of <br />10 this Agreement shall not be binding upon AUTHORITY except when specifically confirmed in writing by <br />11 an authorized representative of AUTHORITY by way of a written amendment to this Agreement and <br />12 issued in accordance with the provisions of this Agreement. <br />13 C. AGENCY's failure to insist on any instance(s) of AUTHORITY's performance of any <br />14 term(s) or condition(s) of this Agreement shall not be construed as a waiver or relinquishment of <br />15 AGENCY's right to such performance or to future performance of such term(s) or condition(s), and <br />16 AUTHORITY's obligation in respect thereto shall continue in full force and effect. Changes to any <br />17 portion of this Agreement shall not be binding upon AGENCY except when specifically confirmed in <br />18 writing by an authorized representative of AGENCY by way of a written amendment to this Agreement <br />19 and issued in accordance with the provisions of this Agreement. <br />20 ARTICLE 2. SCOPE OF AGREEMENT <br />21 This Agreement specifies the roles and responsibilities of both AUTHORITY and AGENCY as <br />22 they pertain to the subjects and projects addressed herein. Both AUTHORITY and AGENCY agree <br />23 that each will cooperate and coordinate with the other in all activities covered by this Agreement and <br />24 any other supplemental agreements, including Letter Agreements, which may be required to facilitate <br />25 purposes thereof. <br />26 / <br />Page 3 of 10 <br />L:\Camm\Marvin\Cooperative Agreements\CTFP Master Funding Agreement\Agreements\C-1-2783 City of Santa Ana.docx <br />