Laserfiche WebLink
proceeding that may be brought or arise out of, in connection with or by reason of this <br />Agreement. <br />16. PROFESSIONAL LICENSES <br />Consultant shall, throughout the term of this Agreement, maintain all necessary <br />licenses, permits, approvals, waivers, and exemptions necessary for the provision of the <br />services hereunder and required by the laws and regulations of the United States, the <br />State of California, the City of Santa Ana and all other governmental agencies. <br />Consultant shall notify the City immediately and in writing of her inability to obtain or <br />maintain such permits, licenses, approvals, waivers, and exemptions. Said inability shall <br />be cause for termination of this Agreement. <br />17. DISCLOSURES AND DISCLAIMERS <br />City acknowledges and agrees that: <br />(i) Consultant is not advising or recommending any action be taken by the <br />City with respect to any prospective, new or existing municipal financial <br />products or issuance of municipal securities (including with respect to the <br />structure, timing, terms and other similar matters concerning such <br />financial products or issues); <br />(ii) Consultant is not registered with the U.S. Securities and Exchange <br />Commission ("SEC") as a municipal advisor; and <br />(iii) Consultant is not acting as a municipal advisor to City and does not <br />assume any fiduciary duty hereunder, including, without limitation, a <br />fiduciary duty to City pursuant to Section 15B of the Exchange Act with <br />respect to the services provided hereunder and any information and <br />material contained in Consultant's work product. <br />City represents that: <br />(i) City is not looking to Consultant to provide, and City shall not otherwise <br />request or require Consultant to provide, any advice or recommendations <br />with respect to municipal financial products or the issuance of municipal <br />securities (including any advice or recommendations with respect to the <br />structure, timing, terms, and other similar matters concerning such <br />financial products or issues); and <br />(ii) The provisions of this contract and the services to be provided hereunder <br />are not intended (and shall not be construed) to constitute or include any <br />municipal advisory services within the meaning of Section 15B of the U.S. <br />Securities Exchange Act of 1934, as amended, and the rules and <br />regulations adopted thereunder. <br />7 <br />