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DocuSign Envelope ID: C8D7EEB2-B711-4AE5-9040-634FA46DAB80 <br />B. TERMINATION: Either PARTY may at anytime, for any reason, and with or <br />without cause, terminate this AGREEMENT by serving upon the non -terminating PARTY, in the <br />manner set forth in Section VII(D) herein, a written Notice of Termination at least thirty (30) <br />days prior to the date of termination. The terminating PARTY shall not be obligated to provide <br />any reason for exercising its right to terminate this AGREEMENT. If COUNTY initiates a Notice <br />of Termination, that Notice shall include an invoice for all SERVICES that have not yet been <br />invoiced to AGENCY. If AGENCY initiates a Notice of Termination, upon receipt of said Notice, <br />County shall prepare and serve on AGENCY a final invoice for all SERVICES performed by <br />COUNTY that have not yet been invoiced to AGENCY. AGENCY'S obligations under this <br />AGREEMENT shall remain in effect until the COUNTY has received all payments for <br />SERVICES previously performed. <br />C. ENTIRE AGREEMENT AND CONSTRUCTION: This AGREEMENT, any <br />Attachments and any WORK ORDER issued under the provisions herein, constitutes the entire <br />agreement between the PARTIES with respect to the matters provided for herein. <br />D. NOTICE: All notices or other communication provided for herein shall be in <br />writing and shall be personally served or delivered by United States mail, registered or certified <br />return receipt requested, postage prepaid, addressed as follows: <br />AGENCY: <br />Clerk of the Council <br />City of Santa Ana <br />20 Civic Center Plaza (M-30) <br />Santa Ana, CA 92702-1988 <br />714-647-5635 <br />COUNTY: <br />Blaine Thomann, Laboratory Manager <br />OCPW Construction <br />1152 E. Fruit Street <br />Santa Ana, CA 92701 <br />714-667-4996 <br />Page 16 of 21 <br />