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UN <br />Collab Template August 2023 <br />With copies to: <br />The City Clerk <br />City of Santa Ana <br />20 Civic Center Plaza (M-30) <br />P.O. Box 1988 <br />Santa Ana, CA 92702-1988 <br />Fax: 714-647-6956 <br />Collaborator Financial Information: <br />[Mary Lonal <br />[Santa Ana Zoo <br />1801 E. Chestnut Ave. Santa Ana. CA 92701 <br />[mlonO& santa-ana. oral <br />f 714-647-65121 <br />(Collaborator Finance UEIl <br />FBMS # (FOP 11.2 A) [23ZCCOLLCSASAZ11 <br />ARS # [2023ZC-13008] <br />10. Independent Organization. <br />For purposes of this Agreement and all research and services to be provided hereunder, each <br />Party shall be, and shall be deemed to be, an independent Party and not an agent or employee of <br />the other Party. Each Party shall have exclusive control over its employees in the performance <br />of the SOW. While in field locations, a Party's employees must adhere to the safety and <br />technical requirements imposed by the Party controlling the work site. <br />Neither Party has authority to make any statements, representations, or commitments of any <br />kind, or take any action, which shall be binding on the other Party, except as may be explicitly <br />provided for herein or authorized in writing. Neither Party has authority to use the name of the <br />other in advertising or in other forms of publicity without the written permission of the other. <br />11. Governing Law. <br />(a) This Agreement is subject to interpretation under State and Federal law. If there is <br />inconsistency between the laws, then Federal law is controlling. Each Party agrees to be <br />responsible for the activities, including the negligence, of their employees. Responsibility of the <br />USGS for the payment of claims for loss of property, personal injury, or death caused by the <br />negligence or wrongful act or omission of a USGS employee, while acting within the scope of <br />their employment, is limited to provisions of the Federal Tort Claims Act, 28 USC §§ 2671-80. <br />USGS warrants that it is self -insured for the purposes of Worker's Compensation. <br />(b) The USGS and the Collaborator make no express or implied warranty as to the conditions of <br />the research, merchantability or fitness for a particular purpose of the research, data, or resulting <br />product incorporating data developed and exchanged under the SOW. <br />12. Force Majeure. Neither Party shall be held liable for any unforeseeable event beyond its <br />control, not caused by the fault or negligence of such Party, which causes such Party to be unable <br />to perform its obligations under this Agreement, and which it is unable to overcome by the <br />exercise of due diligence including, but not limited to, flood, drought, earthquake, storm, fire, <br />pestilence, lightning, and other natural catastrophes; epidemic, war, riot, civil disturbance, or <br />Page 4 of 8 <br />