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hourly basis) who may provide legal services in connection with the representation of the <br />City in any such matter. <br />19. Severability. Should any provision of this Agreement be held by a court of <br />competent jurisdiction to be either invalid or unenforceable, the remaining provisions of <br />this Agreement will remain in effect, unimpaired by the holding. <br />20. Integration. This instrument constitutes the sole agreement between City <br />and Developer respecting the above matters, and correctly sets forth the obligations of <br />City and Developer. Any Agreements or representations by City to Developer not <br />expressly set forth in this instrument are void. <br />21. Construction. The language of each part of this Agreement will be <br />construed simply and according to its fair meaning, and this Agreement will never be <br />construed either for or against either party, whether or not that party drafted all or a portion <br />hereof. <br />22. No Prior Agreements and No Oral Modifications. This Agreement <br />represents the entire understanding of City and Developer with respect to the subject <br />matter hereof and supersedes all other prior or contemporaneous written or oral <br />agreements pertaining to the subject matter of this Agreement. This Agreement may be <br />modified, only in writing signed by the authorized representatives of City and Developer. <br />23. No Partnership or Joint Entity. This Agreement is not intended to and does <br />not create a partnership or any other form of single or joint entity or any sort comprised <br />of the Parties and/or their attorneys. <br />24. Authority/Modification. Each party represents and warrants that all <br />necessary action has been taken by such party to authorize the undersigned to execute <br />this Agreement on behalf of such party and to engage in the actions of such party <br />described herein. This Agreement may be modified solely by written amendment signed <br />by both City and Developer. City's City Manager, or designee, may execute any such <br />amendment on behalf of City. <br />25. Counterparts. This Agreement may be executed in any number of <br />counterparts, each of which will be an original, but all of which together will constitute one <br />instrument executed on the same date. <br />{Signatures on the following page} <br />9 <br />