FULL AGENDA PACKET 2021-07-06 - Laserfiche WebLink

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14. ASSIGNMENT hlasrnuch as this Agiournatt is intended W seCurC the specialized sclvices of Cuniractor, Consultant may not assign, transfer, delet,ate, or sttbeontr'act ally irltCrest herein without the prior wrilten consent of the C�IIy and any such assignment, iransler, delegation or subcorrtracl willrolll the City's prior written consent shall be considered null and void_ Nothing in this Agreement shall be constntcd 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 may be terminated by the City upon thirty (30) clays written notice of terminaliuu. 11) such event, Consultant shall be entitled to receive and the City shall pay Consultant compensation for all scrviccs performed by Consultant prior to receipt of such notice of termination, subjecl to Lhe following 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 COn3ultanlcorrSCnls lu the City's use. thereof for such pur7)oses as the City deCms appropriate. b. Payment need not be made for work which fails to nlCot the standard of perlonnance specilied in the Recilals ofthis Agreement. 16. WAIVER No waiver of breach, failure 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 orretncdy- No waiver ofany breach, lailurr or right, or remedy shall be deemed a waiver of any other breach, fallttrC, right or remedy, whether or not similar, nor shall any waiver constitute a continuing waiver unless the writing so specifics. 17. JURISDICTION - VENUE This Agreeinent has been executed and delivered in the State ofCalifornia arld the validity, interpretation, performance, and cnforeement of any 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, venuC for any action or proceeding that may be brought or arise out ol', in conncetion with or by reason ol'lhis Agreement - is. PROFESSIONAL LICENSES Consultanl shall, throughout the tern ol'this Agreement, maintain all necessary licenses, permits, approvals, waivers, and exemptions necessary for the provision of the scrviccs hereunder and required by the laws and regulations of the United States, the State of California, the City of Santa Ana and all other governmental agencies. Consultant shall notify the City immediately and City Council 18 — 27 7/W €02�1 of 8