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(9) <br />CITY OF SANTA ANA <br />This Agreement may be terminated by the City upon thirty (30) days written notice of termination. In such <br />event, Consultant shall be entitled to receive and the City shall pay Consultant compensation for all services <br />performed by Consultant prior to receipt of such notice of termination, subject to the following conditions: <br />As a condition of such payment, the Executive Director may require Consulta to deliver to the <br />City all work product(s) completed as of such date, and in such case such roduct shall be <br />the property of the City unless prohibited by law, and Consultant consents City's use thereof <br />for such purposes as the City deems appropriate. <br />Payment need not be made for work which fails to meet the standa erformi;aerecified in <br />the Recitals of this Agreement. <br />No waiver of breach, failure of any condition, or any right or reml <br />of this Agreement shall be effective unless it is in writing and signed d <br />or remedy. No waiver of any breach, failure or right, or remedy shall <br />failure, right or remedy, whether or not similar, nor shall any waiv <br />so specifies. <br />This Agreement has been executed and de <br />performance, and enforcement of any of the cl <br />laws of the State of California. Both parties fur <br />action or proceeding that may be brought or ari <br />Consultant shall, throu <br />approvals, waivers, and exenro io <br />and regulations of the United State <br />agencies. Consultant shall notify the Ci <br />licenses, approvals, vydMMQ, and exem <br />With courtesy copies to: <br />contained in or grant <br />party waiving the bre <br />med a waiver of an <br />ntFCalifornia and the validity, interpretation, <br />shall be determined and governed by the <br />County, California, shall be the venue for any <br />n with or by reason of this Agreement. <br />171Wnt, maintain all necessary licenses, permits, <br />;ion he services hereunder and required by the laws <br />ia, the City of Santa Ana and all other governmental <br />writing of its inability to obtain or maintain such permits, <br />shall be cause for termination of this Agreement. <br />NIMell7gWother communication pursuant to this Agreement shall be in writing <br />y given if delivered in person or mailed by first class or certified mail, postage <br />legraphic communication in the manner provided in this Section, to the following <br />Executive Director, ------- Agency <br />City of Santa Ana <br />20 Civic Center Plaza (M-xx) <br />P.O. Box 1988 <br />City of Santa Ana RFP 24-129 Page 21 of 30 <br />