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Copies to: Executive Director of the Human Resources Agency <br />City of Santa Ana <br />20 Civic Center Plaza (M-24) <br />P.O. Box 1988 <br />Santa Ana, California 92702 <br />Fax 714-647-6930 <br />City Attorney <br />City of Santa Ana <br />20 Civic Center Plaza (M-29) <br />P.O. Box 1988 <br />Santa Ana, California 92702 <br />Fax 714- 647-6515 <br />If to REACH: REACH Employee Assistance, Inc. <br />101 East Lincoln Avenue, Suite 230 <br />Anaheim, CA 92805 <br />Attn.: Dr. Marcus Dayhoff <br />Fax:714-533-5700 <br />Any such notice shall be deemed to have been given upon delivery, if personally delivered, or, if <br />mailed, upon receipt or upon expiration of three (3) business days from the date of posting, <br />whichever is earlier. Either party may change the address at which it desires to receive notice <br />upon giving written notice of such request to the other party. <br />14. TERMINATION FOR CONVENIENCE (Without Cause). The City or REACH may <br />terminate this Agreement in whole or in part at any time, for any cause or without cause, upon <br />sixty (60) calendar days' written notice to the other. If the Agreement is thus terminated by the <br />City for reasons other than REACH's failure to perform its obligations, the City shall pay <br />REACH a prorated amount based on the services satisfactorily completed and accepted prior to <br />the effective date of termination. Such payment shall be REACH's exclusive remedy for <br />termination without cause. <br />15. DEFAULT. In the event either party materially defaults in its obligations hereunder, the <br />other party may declare a default and terminate this Agreement by written notice to the defaulting <br />party. The notice shall specify the basis for the effective date of termination stated in such notice, <br />which date shall be no sooner than ten (10) days after the date of the notice. <br />Termination for cause shall relieve the terminating party of further liability or responsibility <br />under this Agreement, including the payment of money, except for payment of services <br />satisfactorily and timely performed prior to the service of the notice of termination, and except <br />for reimbursement of (1) any payments made by the City for service not subsequently performed <br />in a timely and satisfactory manner, and (2) costs incurred by the City in obtaining substitute <br />performance. <br />10 <br />25A-48 <br />