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IX. <br />CORPORATE STATUS <br />All corporate SUBRECIPIENTs shall be in good standing, without suspension by the <br />California Secretary of State, Franchise Tax Board or Internal Revenue Service. Any change in corporate <br />status or suspension shall be reported immediately to CITY. <br />X. <br />ASSIGNABILITY <br />None of the duties o f or work to be performed by, SUBRECIPIENT under this Agreement shall <br />be subcontracted or assigned to any agency, consultant, or person without the prior written consent of CITY. <br />SUBRECIPIENT must submit all subcontracts and other agreements that relate to this Agreement to CITY. <br />SUBRECIPIENT acknowledges and agrees that it must follow procurement regulations for <br />SUBRECIPIENTs (2 CFR §200.317). No subcontract or assignment shall terminate or alter the legal <br />obligations of SUBRECIPIENT pursuant to this Agreement. <br />M. <br />LAWS GOVERNING THIS AGREEMENT <br />In its performance under this Agreement, SUBRECIPIENT shall fully comply with the <br />requirements of the following, whether or not otherwise referred to in this Agreement: <br />1. The Act and all applicable federal statutes, regulations, policies, procedures and directives, <br />including but not limited to, 2 CFR 200 and 20 CFR Parts 651 and 654 <br />2. All applicable State statutes, regulations, policies, procedures and directives; <br />3. All applicable CITY policies, procedures and directives; <br />4. All applicable local ordinances and requirements, including use perrits and licensing; <br />5. Court orders applicable to its operation; and, <br />6. The terms and conditions of this Agreement. <br />If any of the foregoing is enacted, amended, or revised, SUBRECIPIENT will comply with such or <br />will notify CITY after enactnient or modification that it cannot so comply. CITY may thereupon terminate this <br />Agreement, if necessary. <br />XII. <br />EXCLUSIVITY AND AMENDMENT OF AGREEMENT <br />This Agreement supersedes any and all other agreements, either oral or in writing, between the <br />parties hereto with respect to the employment of SUBRECIPIENT by CITY, and contains all the covenants <br />Page 13 of 17 <br />