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12. 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 /> 13. MISCELLANEOUS PROVISIONS <br /> a. Each undersigned represents and warrants that its signature herein below has the power, <br /> authority and right to bind their respective parties to each of the terms of this Agreement, <br /> and shall indemnify City fully, including reasonable costs and attorney's fees, for any <br /> injuries or damages to City in the event that such authority or power is not, in fact, held by <br /> the signatory or is withdrawn. <br /> b. All Exhibits referenced herein and attached hereto shall be incorporated as if fully set forth <br /> in the body of this Agreement. <br /> IN WITNESS WHEREOF, the parties hereto have executed this Agreement the date and year first above <br /> written. <br /> ATTEST: CITY OF SANTA ANA <br /> JENNIFER L. HALL ALVARO NUNEZ <br /> City Clerk City Manager <br /> APPROVED AS TO FORM: SUBPAR PRODUCTIONS: <br /> SONIA R. CARVALHO <br /> City Attorney <br /> By: <br /> T RA BOGOSIAN G IN <br /> Senior Assistant City Attorney 0 <br /> RECOMMENDED FOR APPROVAL: <br /> ROBERT RODRIGUEZ <br /> Acting Chief of Police <br />