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the proposed assignee can fulfill the Terms of this Agreement in a timely, safe and <br />effective manner. <br />Under no circumstances shall City be obliged to consider any proposed assignment by <br />City if Contractor is in default at any time during the period of consideration. <br />12.6 Affiliated Companies <br />Contractor's accounting records shall be maintained on a basis showing the results of <br />Contractor's operations under this Agreement separately from operations in other <br />locations, as if Contractor were an independent entity providing service only to City. <br />The costs and revenues associated with providing service to City shall not be combined, <br />consolidated or in any other way incorporated with those of other operations conducted <br />by Contractor in other locations, or with those of an Affiliate. <br />If Contractor enters into any financial transactions with a Related Party Entity for the <br />provision of labor, equipment, supplies, services, capital, etc., related to the furnishing <br />of service under this Agreement, that relationship shall be disclosed to City, and in the <br />financial reports submitted to City. In such event, City's rights to inspect records, and <br />obtain financial data shall extend to such Related Party Entity or entities. <br />12.7 Contracting or Subcontracting <br />This Agreement, or any portion thereof, shall not be subcontracted except with the prior <br />written consent of the City, which consent shall not be unreasonably withheld. No such <br />consent shall be construed as making the City a party to such subcontract, or subject the <br />City to liability of any kind to any Subcontractor. Contractor shall submit all <br />subcontracts for review and approval by the City and any permitted subcontract shall <br />terminate on or before the termination of this Agreement. All Subcontractors shall be <br />licensed as required under State, Federal and local laws and regulations to perform <br />their subcontracted work and obtain and maintain a City business license if required. <br />Contractor shall remain otherwise liable for the full and complete performance of its <br />obligations hereunder. <br />12.8 Binding on Assigns <br />The provisions of this Agreement shall inure to the benefit to and be binding on the <br />permitted assigns (if any) of the parties. <br />August 17, 2021 166 City of Santa Ana <br />