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19. PROFESSIONAL LICENSES <br />(.'onsttltant shall, throughout the tens of this Agreement, maintain all necessary licenses, pennits, <br />approvals, waivers, and exemptions necessary lot the provision of'the services hereunder and required <br />by the laws and rCl;ulatioms ol'thc Unitcd States, the Statc ol'Calilbinia, the City of Santa Ana and all <br />[(her governmental agencies. Consultant shall notify the City immediately and in writing of its inability <br />to obtain or maintain such permits, licenses, approvals, waivers, and exemptions. Said inability shall be <br />cause for termination of this Asreement- <br />20. MISC6I.I.ANF.OUS PROVISIONS <br />a. Additional provisions, if any, are identified as Additional Provisions, Exhibit D — <br />Additional Provisions, attached hereto and incorporated into this Agreement by <br />reference. No Exhibit D is attached in the absence ofadditional provisions. <br />b. F:ach undersigned represents and warrants that its signature herein below has (he power, <br />authority and tight to bind their respective parties to each of the terms of this Agreement, <br />and shall indemnify Ciry fully, includinn, reasonable costs and artorncy's fees, for any <br />injuries or damages to City in the event that such authority or power is not, in fact, held <br />by the signatory or is withdrawn. <br />C. All Exhibits referenced herein and attached hereto shall be incorporated as if fully set <br />firth in the body of this Agrectnatt. <br />21. NOTICE <br />Any no(ice, (ender, demand, delivery, or other ConIntl nicatinn pursuant to this Agreement shall <br />be in writing and shall be deemed to be properly given if delivered in person or mailed by first class or <br />certified mail, postage prepaid, or sent by fax or other telegraphic Communication in tic manner <br />provided in this Scetion, to the following persons: <br />City Council <br />26 — 31 6/15/2021 <br />City of Santa Ana RFP 21-004 Page A2-7 <br />