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25 <br />law or regulation so long as Orange County's failure to comply with such law or regulation will <br />not materially impair the operation of the Center. <br />17. Rates, Fees and Charges <br />The Parties agree that the long term success of the Center is-the goal of this Agreement <br />and requires that the Parties remain committed partners. The Parties also acknowledge that <br />another goal of this Agreement is to create a successfitl operation at the Center, which may be <br />eventually transferred to a nonprofit corpora#ion at some future date. The Parties agree that <br />Orange County is ultimately responsible for grant administration and reporting and must retain <br />broad authority with respect operatirig the -facility. Therefore, Orange County .may seek the <br />advice of the Steering Committee in implementing and adjusting the initial rates, fees and <br />charges. The citizens of the Parties shall pay the same rates; fees and charges: Any revenues <br />generated by the Center shall be used only for operation and maintenance of the Center. During <br />the term of this Agreement any profits generated may be used for the repayment of-any shortfall <br />payments made by the Parties during the term of this Agreement. - <br />18. Reservation of Rights <br />Not withstanding any other provision. of this Agreement or of any related policies to the <br />contrary, Orange County will in all events be entitled to operate acid maintain the Center and all <br />its facilities, and may adjust any and all rates, fees and charges, as it may in its reasonable <br />discretion deem reasonably necessary to (1) comply with the requirements of any applicable law <br />or regulation or court order,-administrative decree or similar order of any judicial or regulatory <br />authority or (2) to comply with any contracts, instruments, or other agreements at any time <br />securing outstanding Center debt. All Parties shall be notified 30 days in advance of any changes <br />to the Center's rates, fees and charges throughout the Term of this Agreeient. <br />19. Amendments <br />This Agreement may be amended at .any time by execution by all Parties of a written <br />agreement. <br />20. Entire Agreement <br />This Agreement shall .constitute the entire understanding between the Parties and shall <br />supersede aII prior understandings and agreements relating to the subject matter hereof and may <br />be amended only by written mutual agreement of the Parties. <br />IN WITNESS WHEREOF, the-Parties have caused this Agreement to be execu#ed as of the.day <br />and year first written above.- <br />7 of 11 <br />