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determined and governed by the laws of the State of California. Both parties further agree that <br />Orange County, California, shall be the venue for any action or proceeding that may be brought or <br />arise out of, in connection with or by reason of this Agreement. <br />19. LICENSES <br />Provider shall, throughout the term of this Agreement, maintain all necessary licenses, <br />permits, approvals, waivers, and exemptions necessary for the provision of the services hereunder <br />and required by the laws and regulations of the United States, the State of California, the City of <br />Santa Ana and all other governmental agencies. <br />20. SEVERABILITY <br />In the event that one or more of the phrases, sentences, clauses, paragraphs or sections <br />contained in this Agreement shall be declared invalid or unenforceable by valid judgment or decree <br />of a court of competent jurisdiction, such invalidity or unenforceability shall not affect any of the <br />remaining phrases, sentences, clauses, paragraphs or sections of this Agreement, which shall be <br />interpreted to carry out the intent of the parties hereunder. <br />21. EXHIBITS <br />All Exhibits referenced herein and attached hereto shall be incorporated as if fully set forth in <br />the body of this Agreement. <br />22. AUTHORITY <br />The person(s) executing this Agreement on behalf of the parties hereto warrant that they are <br />duly authorized to execute this Agreement on behalf of said parties and that by so executing this <br />Agreement, the parties hereto are formally bound to the provisions of this Agreement. <br />IN WnNESS WHEREOF, the parties hereto have executed this Agreement the date and <br />year first above written. <br />ATTEST: <br />,/Clerk of the Council <br />CITY OF SANTA ANA <br />2:5;=N�- �r <br />Kristine Ridge <br />City Manager <br />[signatures continue on next page] <br />