IMMIGRANT DEFENDERS LAW CENTER (3)

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12, SUSPENSION ORTERMINA` ION City shall have the right at any time to temporarily suspend Immigrant Defenders' performance hereunder and/or any funding, in whole or in part, by giving a written thirty - day noticc ofsuspension to Immigrant Defenders. If'City gives such notice ofsuspension, Immigrant Defenders shall immediately suspend its activities under this Agreement, as specified in such notice. Nothing in this Agreement shall be deemed to be a waiver of the City's right to recover from hnmigrant Defenders any portion of the Funding that has not been spent in accordance with this Agreement or that has not been spent as of the date of notice under this subsection. 13. FUNDING AVAILABILITY It is understood and agreed that funding is contingent on there being sufficient funds within the City's budget. If the City lacks finding within its budget, the Agreement shall have no further force and effect. If there is a lack or funding or should funds became unavailable after the effective date of the Agreement, the City shall have uo liability to pay any funds to the Immigrant Defenders or to furnish other consideration Linder this Agreement and the Immigrant Defenders shall not be obligated to continue to perform tiny services under the provisions of this Agreement. It is also understood that funds for the program must be appropriated and approved by City Council, City Council has the authority to reduce or eliminate funding of this program, without cause or justification, with no liability occurring to the City. 14, STANDARD OF PERFORMANCE Immigrant Defenders shall perform all services performed under this Agreement in the manner and according to the standards currently observed by a competent practitioner of Immigrant Defenders' profession. Immigrant Defenders shall assign only competent personnel to perform services, including licensed attorneys, under this Agreement. Immigrant Defenders shall notify City in writing of any changes in Immigrant Defenders' staff assigned to perform the services under this Agreement prior to any such performance. 15. CONFLICTS OF INTEREST Immigrant Defenders covenants that neither it, not any officer or principal of its corporation, has or shall acquire any interest, directly nor indirectly, that would hinder Immigrant Defenders' performance of services under this Agreement, Immigrant Defenders further covenants that in the performance of this Agreement, no person having any such interest shall be employed by it as an officer, employee, agent or subcontractor, without the written consent of City. immigrant Defenders agrees to avoid conflicts of interest or the appearance of any conflicts of interest with the interests of City at all times during the performance of this Agreement. 16. MISCELLANEOUS a. Entire Agreement. This Agreement, including all Exhibits, contains the entire aly greement between the parties and supersedes whatever oral or #22417vI