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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 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 />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authority or power is not, in fact, held by the signatory or is withdrawn.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 <br />first above written. <br />ATTEST: <br />`??y ! 1l?.viGL ? l <br />MARIA D. HUIZAR <br />Clerk of the Council <br />APPROVED AS TO FORM: <br />JOSEPH STRAKA <br />Interim City Attorney <br />I3y_ ?u.t_r??-?ic_¢_O_???-f <br />La44ra Sheedy - <br />Assistant City Artoniey <br />APPROVED AS TO CONTENT: <br />??' .? _ <br />- l !? ? <br />RAUL GODINEZ II <br />Executive Director of th <br />Public Works Agency <br />CITY OF SANTA ANA <br />PAUL M_ WALTERS <br />Interim City Manager <br />ICLEI -LOCAL GOVERNMENTS <br />FOR SUSTAINABILITX USA <br />?? <br />`(NAME) ?Csn.? 1. c , 13e?ti- <br />(Title) ? ? e}- ?-rrc? <br />Tax ID# o ?-1 - 3 1 1 6 6 23 <br />6