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17. Jurisdiction and Venue. Any action at law or in equity brought by either of the <br /> Parties for the purpose of enforcing a right or rights provided for by this Agreement will <br /> be tried in the Federal and State Courts of Northern California and the Parties waive all <br /> provisions of law providing for a change of venue in these proceedings. <br /> 18. Successors and AssiQns. It is mutually understood and agreed that this <br /> Agreement will be binding upon the Parties and their respective successors. Neither this <br /> Agreement nor any part of it nor any monies due or to become due under it may be <br /> assigned by Bank without the prior consent of City, which will not be unreasonably <br /> withheld. <br /> 19. Paraqraqh Headinqs. Paragraph headings as used herein are for convenience <br /> only and will not be deemed to be a part of such paragraphs and will not be construed <br /> to change the meaning thereof. <br /> 20. Entire Agreement. This Agreement, together with the Exhibits, embody the entire <br /> Agreement and understanding befinreen the parties relating to the subject matter of it. In <br /> case of conflict, the terms of the Agreement supersede any other attachment or exhibit. <br /> Neither this Agreement nor any of its provisions may be amended, modified, waived or <br /> discharged except in a writing signed by both parties. <br /> 21. Authori . The individuals executing this Agreement and the instruments <br /> referenced in it on behalf of Bank each represent and warrant that they have the legal <br /> power, right and actual authority to bind Bank to the terms and conditions of this <br /> Agreement. <br /> (Signature Page Follows] <br /> ATTY/AGR/2015.044/WELLS FARGO BANK <br /> REV:04-03-15 MLG <br /> Page 6 of 8 <br />