Laserfiche WebLink
14. ASSIGNMENT <br />Inasmuch as this Agreement is intended to secure the specialized services of Contractor, <br />Consultant may not assign, transfer, delegate, or subcontract any interest herein without the prior <br />written consent of the City and any such assignment, transfer, delegation or subcontract without <br />the City's prior written consent shall be considered null and void. Nothing in this Agreement shall <br />be construed to limit the City's ability to have any of the services which are the subject to this <br />Agreement performed by City personnel or by other Contractors retained by City. <br />15. TERMINATION <br />This Agreement may be terminated by either Party upon ninety (90) days written notice of <br />termination. In such event, Consultant shall be entitled to receive and the City shall pay Consultant <br />compensation for all services performed by Consultant prior to receipt of such notice of <br />termination, subject to the following conditions: <br />a. As a condition of such payment, the Executive Director of Human Resources may <br />require Consultant to deliver to the City all work product(s) completed as of such <br />date, and in such case such work product shall be the property of the City unless <br />prohibited by law, and Consultant consents to the City's use thereof for such <br />purposes as the City deems appropriate. <br />b. Payment need not be made for work, which fails to meet the standard of <br />performance specified in the Recitals of this Agreement. <br />16. WAIVER <br />No waiver of breach, failure of any condition, or any right or remedy contained in or <br />granted by the provisions of this Agreement shall be effective unless it is in writing and signed by <br />the party waiving the breach, failure, right or remedy. No waiver of any breach, failure or right, or <br />remedy shall be deemed a waiver of any other breach, failure, right or remedy, whether or not <br />similar, not shall any waiver constitute a continuing waiver unless the writing so specifies. <br />17. JURISDICTION -VENUE <br />This Agreement has been executed and delivered in the State of California and the validity, <br />interpretation, performance, and enforcement of any of the clauses of this Agreement shall be <br />determined and governed by the laws of the State of California. Both parties further agree that <br />Orange County, California, shall be the venue for any action or proceeding that may be brought or <br />arise out of, in connection with or by reason of this Agreement. <br />18. PROFESSIONAL LICENSES AND COMPLIANCE WITH ALL LAWS <br />A. Consultant shall, throughout the term of this Agreement, maintain all necessary <br />licenses, permits, approvals, waivers, and exemptions necessary for the provision <br />of the services hereunder and required by the laws and regulations of the United <br />States, the State of California, the City of Santa Ana and all other governmental <br />Page 7 <br />