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N-2017-074 <br />waivers, and exemptions. Said inability shall be cause for termination of this Agreement. <br />19. MISCELLANEOUS PROVISIONS <br />a. Each undersigned represents and warrants that its signature hereinbelow has the <br />power, authority and right to bind their respective parties to each of the terms of <br />this Agreement, and shall indemnify City fully, including reasonable costs and <br />attorney's fees, for any injuries or damages to City in the event that such authority <br />or power is not, in fact, held by the signatory or is withdrawn.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 <br />set forth in the 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 />C�� <br />IAItIA D. RUIZAR <br />Berk of the Council <br />APPROVED AS TO FORM: <br />SONIA R. CARVALHO <br />City Attorney <br />By: <br />ame of Attorney <br />A55-$- City Attorney <br />RECOMMENDED FOR APPROVAL <br />FRANCISCO GUTIERREZ <br />Executive Director <br />Finance and Management Services <br />CITY OF SANTA�ANA <br />ROBERT C. CORTEZ <br />Deputy City Manager <br />CONSULTANT <br />\w <br />WILLIAM R. KELLY <br />President/CEO <br />Pagopf 11 <br />