NAPHCARE, INC. - 2014 - Laserfiche WebLink

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validity, interpretation, perfornxance, and enforcement 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 venue for any action or proceeding that may be brought or arise out of, in connection with or by reason of this Agreement. 21, PROFESSIONAL LICENSES A. Contractor and, all of its employees and subcontractors providing services pursuant to this Agreement shall, throughout the term of this Agreement, maintain all necessary licenses, permits, approvals, waivers, and exemptions necessary for the provision of the services 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. Contractor shall notify the City immediately and in writing of its inability to obtain or maintain such permits, licenses, approvals, waivers, and exemptions. Said inability shall be cause for termination of this Agreement. B. Contractor warrants that all Contractor physicians providing services under this Agreement are and will continue to be as long as this Agreement remains in effect, the holders of currently valid unrestricted licenses to practice medicine in the State of California. 22. COMPLIANCE WITH ALL LAWS A. Contractor shall cause all of its activities under this Agreement and all activities at the Santa Ana Detention Facility to be performed in compliance with all applicable federal, state, and local laws, ordinances, and regulations, B. All medical services will meet California Administrative Code (CAC), Title 15 - Minimuum Standards for Local Detention Facilities, National Detention Standards of Immigration and Code Enforcement Bureau as well as all other applicable laws, regulations, codes and guidelines relating to health care services and programs in adult detention facilities in the State of California. 23. MISCELLANEOUS PROVISIONS A. Contractor is, and shall at all times be deemed to be, an independent contractor, wholly responsible for the manner in which it performs the services hereunder. Contractor is entirely responsible for compensating staff and consultants employed by Contractor. This Agreement shall not be construed as creating the relationship of employer and employee, or principal and agent, between City and Contractor or any of Contractor's agents, employees or subcontractors. Contractor assumes exclusive responsibility for acts of its employees, agents or subcontractors as they relate to the services provided during the course and scope of their employment. Contractor's employees, agents or subcontractors shall not be entitled to any rights or privileges of City employees, nor be considered in any manner to be City employees. B. Neither party intends that this Agreement shall create rights hereunder in third parties, including but not limited to any subcontractors or any clients provided services hereunder. 12