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20. WAIVER
<br />No waiver of breach, failure of any condition, or any right or remedy contained in or granted by
<br />the provisions of this Agreement shall be effective unless it is in writing and signed by the party waiving
<br />the breach, failure, right or remedy. No waiver of any breach, failure or right, or remedy shall be deemed
<br />a waiver of any other breach, failure, right or remedy, whether or not similar, nor shall any waiver
<br />constitute a continuing waiver unless the writing so specifies.
<br />21. JURISDICTION - VENUE
<br />This Agreement has been executed and delivered in the State of California and the validity,
<br />interpretation, performance, and enforcement of any of the clauses of this Agreement shall be determined
<br />and governed by the laws of the State of California. Both parties further agree that Orange County,
<br />California, shall be the venue for any action or proceeding that may be brought or arise out of, in
<br />connection with or by reason of this Agreement.
<br />In the event suit is brought by either Party to enforce the terms and provisions of this Agreement
<br />or to secure the performance hereof, each Party shall bear the cost of its own attorney's fees.
<br />22. PROFESSIONAL LICENSES
<br />Company shall, throughout the term of this Agreement, maintain all necessary licenses, permits
<br />(including but not limited to encroachment permits), approvals, waivers, and exemptions necessary for the
<br />provision of the services hereunder and required by the laws and regulations of the United States, the State
<br />of California, the City of Santa Ana and all other governmental agencies. Company shall notify the City
<br />immediately and in writing of its inability to obtain or maintain such permits, licenses, approvals, waivers,
<br />and exemptions. Said inability shall be cause for termination of this Agreement.
<br />23. NON -LIABILITY OF CITY OFFICERS AND EMPLOYEES
<br />No officer, official, employee, agent, representative, or volunteer of the City shall be personally
<br />liable to the Company, or any successor in interest, in the event of any default or breach by the City, or
<br />for any amount which may become due to Company or its successor, or for breach of any obligation of
<br />the terms of this Agreement.
<br />24. FORCE MAJEURE
<br />The time within which the Company is obligated to commence and to complete the Refurbishment
<br />Program shall be extended for a period of time equal in duration to, and performance shall be excused on
<br />account of and for, and during the period of, any delay caused by strikes, threat of strikes, lockouts, war,
<br />threats of war, insurrection, invasion, acts of God, pandemic, earthquakes, calamities, violent action of
<br />the elements, fire, delays in electrical service provider permit issuance, action or adoption of any
<br />regulation, law or ordinance by any governmental agency, precluding Company's performance.
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