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entitled to all legal and equitable remedies including but not limited to incidental and consequential damages. 16. NON -ASSIGNABILITY Inasmuch as this Agreement is intended to secure the specialized services of Event Producer, Event Producer may not assign, transfer, delegate, or subcontract any interest herein without the prior written consent of the City and any such assignment, transfer, delegation or subcontract without the City's prior written consent shall be considered null and void. Nothing in this Agreement shall be construed to limit the City's ability to have any of the services which are the subject to this Agreement performed by City personnel. 17. LICENSES Event Producer shall, throughout the term of this Agreement, maintain all necessary licenses, permits, approvals, waivers, and exemptions necessary for the provision of the services hereunder and required by the laws and regulations of the United States, the State of California, the City of Santa Ana and all other governmental agencies. Event Producer shall notify the City immediately and in writing of its inability to obtain or maintain such permits, licenses, approvals, waivers, and exemptions. Said inability shall be cause for termination of this Agreement. 18. MISCELLANEOUS PROVISIONS a. Each party warrants that the signer hereof has the authority to bind its respective party. b. All attached Exhibits shall be incorporated into this Agreement as though set forth in full IN WITNESS WHEREOF, the parties hereto have executed this Agreement the date and year first above written. ATTEST: JMARIA D. HUIZAR Clerk of the Council APPROVED AS TO FORM: JOSEPH STRAKA Interim City Attorney IGaura Sheedy Assistant City Attorney CITY OF SANTA ANA PAUL M. WALTERS Interim City Manager EVENT PRODUCER MX Live Marketing Group G C President