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XIX. <br />MERGER <br />This Agreement, together with the attachments hereto, expresses the total understanding <br />of the parties. There are no oral understandings of the parties or terms and conditions other than as <br />stated herein. <br />XX. <br />VALIDITY <br />The invalidity in whole or in part of any provision of this Agreement shall not void or <br />affect the validity of any other provision of this Agreement. <br />XXI. <br />MISCELLANEOUS PROVISIONS <br />a. Each undersigned represents and warrants that its signature hereinbelow has the power, <br />authority and right to bind their respective parties to each of the terms of this Agreement, and shall <br />indemnify City fully, including reasonable costs and attorney's fees, for any injuries or damages to CITY <br />in the event that such authority or power is not, in fact, held by the signatory or is withdrawn. <br />b. All Exhibits referenced herein and attached hereto shall be incorporated as if fully set forth in <br />the body of this Agreement. <br />Page 14 of 15 <br />