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machine, addressed as set forth above. For purposes of calculating these time frames, <br />weekends, federal, state, County or City holidays, or City Hall closure dates shall be excluded. <br />19. Exclusivity and Amendment. <br />This AGREEMENT represents the complete and exclusive statement between CITY and <br />OPERATOR for the applicable SUbject Property identified on page one of this agreement, and <br />supersedes any and all other agreements, oral or written, between the parties. This <br />AGREEMENT may not be modified except by written instrument signed by CITY and by an <br />authorized representative of OPERATOR. Each party to this AGREEMENT acknowledges <br />that no representations, inducements, promises or agreements, orally or otherwise, have <br />been made by any party, or anyone acting on behalf of any party, which are not embodied <br />herein. <br />20. Assignment. <br />OPERATOR may not assign or transfer any interest herein without the prior written <br />consent of CITY, and any such assignment or transfer without CITY's prior written consent <br />shall be considered null and void. <br />21. Discrimination. <br />OPERATOR shall not discriminate because of race, color, creed, religion, sex, marital <br />status, sexual orientation, age, national origin, ancestry, or disability, as defined and <br />prohibited by applicable law, in the recruitment, selection, training, utilization, promotion, <br />termination or other ernployrnent related activities. OPERATOR affirms that it is an equal <br />opportunity employer and shall comply with all applicable fecleral, state and local labor laws <br />and regulations. <br />22. Jurisdiction -Venue. <br />This AGREEMENT has been executed and delivered in the State of California and the <br />validity, interpretation, performance, and enforcement of any of the clauses of this <br />AGREEMENT shall be determined and governed by the laws of the State of California. Both <br />parties further agree that Orange County, California, shall be the venue for any action or <br />proceeding that may be brought or arise out of this AGREEMENT. <br />23. Severability. <br />If any part of this AGREEMENT is found to conflict with applicable local, state, or federal <br />laws or regulations, such part shall be inoperative, null and void insofar as it conflicts with said <br />laws or regulations, or may be modified or suspended as may be necessary to comply with <br />any local, state, or federal law or regulation, but the remainder of the AGREEMENT shall <br />continue in full force and effect. <br />24. Counterparts. <br />This AGREEMENT may be executed iri counterparts, each of which shall be deemed an <br />original but all of which together shall constitute one and the same instrument. The execution <br />of this AGREEMENT may be by actual, facsimile or electronic signature. <br />11 <br />