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12. NOTICE <br />Any notice, tender, demand, delivery, or other communication pursuant to this <br />Agreement shall be in writing and shall be deemed to be properly given if delivered in person or <br />mailed by first class or certified mail, postage prepaid, or sent by facsimile or other telegraphic <br />communication in the manner provided in this Section, to the following persons: <br />To CITY: Clerk of the City Council <br />City of Santa Ana <br />20 Civic Center Plaza (M-30) <br />P.O. Box 1988 <br />Santa Ana, CA 92702-1988 <br />Facsimile (714) 647-6956 <br />Copies to: Willard Holt <br />Treasury Manager and Customer Services Manager <br />City of Santa Ana <br />20 Civic Center Plaza (M 15) <br />P.O. Box 1964 <br />Santa Ana, CA 92702-1964 <br />Facsimile 714-647-5304 <br />Email: wholtOsanta-ana.org <br />To CONSULTANT: Invoice Cloud, Inc. <br />30 Braintree Hill Office Park, Suite 303 <br />Braintree, MA 02184 <br />Facsimile (866) 413-7678 <br />Attn: Robert Lapides <br />blapidesRinvoicecloud.com <br />A party may change its address by giving notice in writing to the other party. Thereafter, <br />any notice, tender, demand, delivery, or other communication shall be addressed and transmitted <br />to the new address. If sent by mail, any notice, tender, demand, delivery, or other <br />communication shall be effective or deemed to have been given three (3) days after it has been <br />deposited in the United States mail, duly registered or certified, with postage prepaid, and <br />addressed as set forth above. If sent by telefacsimile, any notice, tender, demand, delivery, or <br />other communication shall be effective or deemed to have been given twenty-four (24) hours <br />after the time set forth on the transmission report issued by the transmitting facsimile machine, <br />addressed as set forth above. For purposes of calculating these time frames, weekends, federal, <br />state, County or City holidays shall be excluded. <br />13. TERMINATION <br />This Agreement may be terminated by CITY upon ninety (90) days written notice of <br />termination. In such event, CONSULTANT shall be entitled to receive and CITY shall pay <br />CONSULTANT compensation for all services performed by CONSULTANT prior to receipt of <br />such notice of termination. Provided, however, that payment need not be made for merchant <br />256-10 <br />