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be tried in a court of competent jurisdiction in the County of San Mateo, State of <br /> California, and the Parties waive all provisions of law providing for a change of venue in <br /> these proaeedings to any other county. <br /> 24. Successors and Assiqns. It is mutually understood and agreed that this <br /> Agreement will be binding upon the Parties and their respective successors. Neither <br /> this Agreement nor any part of it nor any monies due or to become due under it may be <br /> assigned by Consultant without the prior consent of City, which will not be unreasonably <br /> withheld. <br /> 25. Paraqraph Headings. Paragraph headings as used herein are for convenience <br /> oniy and will not be deemed to be a part of such paragraphs and will not be construed <br /> to change the meaning thereof. <br /> 26. Entire Aareement. This Agreement, together with any other written document <br /> referred to or contemplated by it, along with the purchase order for this Agreement and <br /> its provisions, embody the entire Agreement and understanding between #he parties <br /> relating to the subject matter of it. In case of conflict, the terms of the Agreement <br /> supersede the purchase order and any other attachment or exhibit. Neither this <br /> Agreement nor any of its provisions may be amended, modified, waived or discharged <br /> exeept in a writing signed by both parties. <br /> 27. Authoritv. The individuals executing this Agreement and the instruments <br /> referenced in it on behalf of Consultant each represent and warrant that they have the <br /> legal power, right and actual authority to bind Consultant to the terms and conditions of <br /> this Agreement. <br /> ESignature Page FollowsJ <br /> REV: 12-05-13 VR <br /> Page 8 of 18 <br /> ATTY/AGR.2013.240/Ken nedyJen ks_237900 <br />