FULL AGENDA PACKET 2021-07-06 - Laserfiche WebLink

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14. ASSIGNMENT luasrnuch as this Agiou font is intended to sCCurC the specialized sctvices of Cuniractor, Consultant may not assign, transfer, delegate, or st]beontr'act arty irltCrest 11crcirt without the prior written consent of' the City and any such assignment, Iransler, delegation or subcontract without the City's prior written consent shall be considered null and void_ Nothing in this Agreement shall be constrncd to limit the City's ability to have any of the services which are the subjcet to this Agreement performed by City personnel or by other Contractors retained by City. 15. TERMINATION This Agreement ma-v be terminated by the City upon thirty (30) days written notice of terminatiun. 11) such event, Consultant shall be entitled to receive and the Ciry shall pay Consultant conJpensation for all services performed by Consultant prior to receipt of such notice of termination, subjecl to the rollowing conditions: a. Asa condition of such payment, the Executive Director may require Consultant to deliver to the City all wort: product(s) completed as of such date, and in such case such work product shall bcc the property of thc. City unless prohibited by law, and ConsultantcortsCnts to the City's use. thereof for such pur7)oses as the City deems appropriate. b. Payment need not be made for work which flils to 111CU the standard of perlonnance specilied in the Recilals or this Agreement. 16. WAIVER No waiver of breach, failare of any condition, or any right or remedy contained in or granted by the provisions of this Agreement shall be effective unless it is in writing and signed by the party waiving thec breach, lailure, right or retnccly_ No waiver orany breach, rallln e or right, tn- remed-y shall be deetned a wahcr of any other breach, lallnrC, right or remedy, whether or not similar, nor shall any waiver constitute a continuing waiver unless the writing so specifics. 17. JURISDICTION - VENUE This Agreanent has been exectued and delivered in the State of California and the validity, interpretation, perforntanec, and enforcement of an-y of the clauses of this Agreement shall be determined and governed by the laws of the State of California. Both parties further agree that Orange County, California, shall be the, venue for any action or proceeding that may be brought or arise out or, in Conncetion with or by reason ol'lhis Agreement - is. PROFESSIONAL LICENSES Consultant shall, throughout the tern of this Agreement, maintain all necessary licenses, permits, approvals, waivers, and exemptions necessary for the provision of the services hcrcundcr and required by the laws and regulations of the United States, ttic State of California, the City of Santa Ana and all other governmental agencies. Consultant sliall notify the City immediately and City Council 18 — 9 7/W €0261of9