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similar, not shall any waiver constitute a C01161ILling waiver unless the wo-Iting saa specii'les, 17. JURISDWTION - VENUE This Agreement has been executed and delivered in the State of California and the vafidty, interpretation, pertbrinance, and enforcement of any of the clauses of this Agreernent shall be determined and governed by the laws of the State of California. Both parties further agree that Orange County, California, shall be the venue for any action or proceeding that may be brought or arise out of, in connection with, or by reason of this Agreement 18. PROFf',SSIONAL LIC"UNSUS Consultant shall, throughout the term opt` this Agreement, maintain all necessary licenses, pennits, approvals, Nvaivers, and exenilptions necessary for the provision of the services hereunder and reClUired by the laws and regulations of the United, States, the State of California, the City of Santa Ana and all other governinental agencies.Considtant shall notify the City ininaediately and ul writi ' ng ofits inability to obtaior rnaintain such permits, ficense s, approvals, waivers, and exerriptions, Said inability shall ben cause for, termination ofthis 'uses, 19. NMICE Any notice, tender, demand, delivery, or other cory, In unicat), oil pursuant to this Agreement shall be in writing and shall be deemed to be, properly given if delivered in person or mailed by th-st class or certified mai I, postage prepaid, or sent by fax or other telegraphic communication 1ri the manner provided in this Section, to the f'olloNving persons: TO City: City Clerk City or Santa, Ana 20 Civic Center'Plaza (M-30) P4.) fiox )98'8 Santa Ana, CA 92702-1988 Fax: 714- 647-6956 With courtesy copies to: Executive Director Finance & Management Services Agency City of Santa, Ana 20 Civic Center Plaza (M- 151) P.0, Box 19,88 Santa Ana, Cafitbrrua 92702 am City Council 13-88 3/18/2025