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<br />CORRECTIONS SIMPLIFIED. 0 www.smancommunications.us (P 688-253-5178 10491 72n1 St I. Sem nale, R 33777
<br />18, Permits and Licenses. All permits and licenses required by Federal, State, local laws, rules, and regulations
<br />necessary for the implementation of the work undertaken by the Provider pursuant to the Agreement shall be served
<br />and paid for by the Provider. It is the responsibility of the Provider to have and maintain the appropriate certificate(s)
<br />valid for work to be performed and valid for the jurisdiction in which the work is to be performed for all persons
<br />working on thejob for whom a certificate is required.
<br />19. Third -party Rights. The rights, obligations and duties contained in this Agreement shall exist exclusively between
<br />the Parties. The Parties expressly agree and intend that they alone shall have the exclusive rights to seek legal or
<br />equitable enforcement, remedy, injunctive relief or to bring a breach of Agreement action. The Parties do not intend
<br />to create, nor shall this Agreement be construed to create in any other individual or entity the status of a third -party
<br />beneficiary.
<br />20. Waiver of Breach. The waiver by either party of a breach or violation of any provision of this Agreement shall not
<br />operate as, or be construed to be, a waiver of any subsequent breach of the same or other provision hereof.
<br />21. Compliance with Laws. Provider shall comply with all Federal, State and local laws, rules, and regulations
<br />applicable to the services or payments for services under this Agreement.
<br />22. Governing Law. The parties mutually consent to thejurisdiction of and agree that any litigation arising hereunder
<br />shall be brought and completed in Orange County, California and governed by the laws of the state of California.
<br />23. Attorney Fees. In the event of litigation concerning this Agreement, the Parties shall each be responsible for their
<br />own attorney's fees and costs.
<br />24,Completeness of Agreement. This Agreement, together with any, additional or supplementary Schedules or
<br />documents incorporated herein by specific reference contain all the terms and conditions agreed upon by the parties
<br />hereto, and no other agreements, oral or otherwise, regarding the subject matter of this Agreement or any part thereof
<br />shall have any validity or bind any of the Parties hereto. This Agreement may be amended or revised only in writing
<br />and signed by all the parties.
<br />25. Force Nlaieure. Provider will not be deemed in violation of this Agreement if it is prevented from performing any
<br />of its obligations hereunder for any reason beyond its control, including without limitations, strikes, inmate
<br />disturbances, failure of Customer to provide proper security services, acts of God, civil or military authority, acts of
<br />public enemy, war, terrorism, accidents, fires, explosions, earthquakes, floods, or any similar cause beyond the
<br />reasonable control of either Party.
<br />26. Assignment. Provider may assign this Agreement or any interest herein at any time to any parent, successor, or
<br />subsidiary with prior written notice to Customer.
<br />27. Severability. In the event any provision of this Agreement is held to be unenforceable for any reason, the
<br />unenforceability thereof shall not affect the remainder of the Agreement which shall remain in full force and effect
<br />and enforceable in accordance with its terms.
<br />28. Matters to be Disregarded. The titles of the several sections, subsections and paragraphs set for in this Agreement
<br />are inserted for convenience of reference only and shall be disregarded in construing or interpreting any of the
<br />provisions of this Agreement.
<br />29, Interpretation. The language in this Agreement is to be construed according to its plain meaning and not strictly
<br />for or against either party. The parties have reviewed this Agreement and no ambiguities are known to exist; however,
<br />to the extent any ambiguity is later discovered, any rule that such ambiguity is to be resolved for or against either party
<br />does not apply.
<br />30. Notices. Any notices, demands, payments or reports required by this Agreement shall be in writing and sufficient
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<br />Master Services Agreement I City of Santa Ana
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