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<br />23. Jurisdiction and Venue. Any action at law or in equity brought by either of the Parties <br />for the purpose of enforcing a right or rights provided for by this Agreement will be tried in a <br />court of competent jurisdiction in the County of San Mateo, State of California, and the <br />Parties waive all provisions of law providing for a change of venue in these proceedings to <br />any other county. <br /> <br />24. Successors and Assiqns. It is mutually understood and agreed that this Agreement <br />will be binding upon the Parties and their respective successors. Neither this Agreement nor <br />any part of it nor any monies due or to become due under it may be assigned by Consultant <br />without the prior consent of City, which will not be unreasonably withheld. <br /> <br />25. Paraaraph Headinas. Paragraph headings as used herein are for convenience only <br />and will not be deemed to be a part of such paragraphs and will not be construed to change <br />the meaning thereof. <br /> <br />26. Entire Aqreement. This Agreement, together with any other written document referred <br />to or contemplated by it, along with the purchase order for this Agreement and its provisions, <br />embody the entire Agreement and understanding between the parties relating to the subject <br />matter of it. In case of conflict, the terms of the Agreement supersede the purchase order. <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 /> <br />III <br /> <br />III <br /> <br />III <br /> <br />III <br /> <br />III <br />III <br /> <br />III <br /> <br />III <br /> <br />III <br /> <br />III <br /> <br />III <br /> <br />III <br /> <br />Agreement over $10K <br />City Attorney Approved Version 111803 <br /> <br />8 <br />