Laserfiche WebLink
19. Governing Law. The Parties acknowledge and agree that this Agreement was <br />negotiated, entered into and is to be fully performed in the City of Santa Ana, California. The <br />Parties agree that this Agreement shall be governed by, interpreted under, and construed and <br />enforced in accordance with the laws of the State of California, without application of such laws' <br />conflicts of laws principles. <br />20. Waivers. No waiver of any breach of any term or condition contained in this <br />Agreement shall be deemed a waiver of any preceding or succeeding breach of such term or <br />condition, or of any other term or condition contained in this Agreement. No extension of the time <br />for performance of any obligation or act, no waiver of any term or condition of this Agreement, <br />nor any modification of this Agreement shall be enforceable against a Party, unless made in writing <br />and executed by the Parties. <br />21. Construction. Headings at the beginning of each section and sub -section of this <br />Agreement are solely for the convenience of reference of the Parties and are not a part of this <br />Agreement. Whenever required by the context of this Agreement, the singular shall include the <br />plural and the masculine shall include the feminine and vice versa. This Agreement shall not be <br />construed as if it had been prepared by one Party, but rather as if the Parties cooperated equally in <br />preparing this Agreement. Unless otherwise indicated, all references to sections are to this <br />Agreement. All exhibits referred to in this Agreement are attached to this Agreement and <br />incorporated into this Agreement by this reference. If the date on which a Party is required to take <br />any action pursuant to the terms of this Agreement is not a business day of the City, the action <br />shall be taken on the next succeeding business day of the City. <br />22. Attorneys' Fees. If a Party hereto files any action or brings any action or <br />proceeding against another Party arising out of this Agreement, then the prevailing Party shall be <br />entitled to recover as an element of its costs of suit, and not as damages, its reasonable attorneys' <br />fees as fixed by the court, in such action or proceeding or in a separate action or proceeding brought <br />to recover such attorneys' fees. For the purposes hereof the words "reasonable attorneys' fees" <br />mean and include, for both the Developer and the City, salaries (or fees) and expenses of the <br />lawyers employed (allocated on an hourly basis) who may provide legal services in connection <br />with the representation in any such matter. <br />23. Enforced Delay. No party shall be deemed in default of its obligations under this <br />Agreement where a delay or default is due to an act of God, natural disaster, accident, breakage or <br />failure of equipment, enactment of conflicting federal or state laws or regulations, third -party <br />litigation, administrative action, including strikes, lockouts or other labor disturbances or disputes <br />of any character, interruption of services by suppliers thereof, unavailability of materials or labor, <br />unforeseeable and severe economic conditions, rationing or restrictions on the use of utilities or <br />public transportation whether due to energy shortages or other causes, war, civil disobedience, riot, <br />or by any other severe and unforeseeable occurrence that is beyond the control of that party <br />(collectively, "Enforced Delay"). Performance by a party of its obligations shall be excused <br />during, and extended for a period of time equal to, the period (on a day -for -day basis) for which <br />the cause of such Enforced Delay is in effect. <br />[Signatures on following page] <br />60C-1 1 EXHIBIT 1 <br />