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M. Validity and Severability. The invalidity in whole or in part of any provision of <br />this Agreement shall not void or affect the validity of any other provision of this Agreement. <br />Whenever possible, each provision of this AGREEMENT shall be interpreted in such manner as <br />to be effective and valid under applicable law, but if any provision of this AGREEMENT is held <br />to be prohibited by or invalid under applicable law, such provision shall be ineffective only to <br />the extent of such prohibition or invalidity, without invalidating the remainder of such provisions <br />of this AGREEMENT. <br />N. Waiver. No delay or omission by either party hereto to exercise any right or <br />power accruing upon any noncompliance or default by the other party with respect to any of the <br />terms of this Agreement shall impair any such right or power or be construed to be a waiver <br />thereof. A waiver by either of the parties hereto of any of the covenants, conditions, or <br />agreements to be performed by the other shall not be construed to be a waiver of any succeeding <br />breach thereof or of any other covenant, condition or agreement herein contained. <br />O. Federal Award Identification Information. SUBRECIPIENT's pertinent Federal <br />Award Identification Information, including DUNS Number and Federal Award Identification <br />Number (FAIN), as well as the applicable information for the CDBG-CV Program, shall be <br />provided to the CITY and are incorporated herein by this reference. <br />P. Miscellaneous Provisions. <br />1. Each undersigned represents and warrants that its signature herein below has <br />the power, authority and right to bind their respective parties to each of the terns of this <br />Agreement, and shall indemnify CITY fully, including reasonable costs and attorney's fees, for <br />any injuries or damages to CITY in the event that such authority or power is not, in fact, held by <br />the signatory or is withdrawn. <br />2. All Exhibits and Attachments referenced herein and attached hereto shall be <br />incorporated as if fully set forth in the body of this Agreement. <br />3. This Agreement must be signed below and may be signed in counterpart and <br />delivered by fax, email as a PDF (Portable Document Format) file attachment, or by other means <br />that displays the original or a copy of the signatures. Any subsequent amendments may be <br />signed and delivered in the same manner. <br />{signatures on following page} <br />17 <br />