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compensation, restitution, judicial or equitable relief suffered, or alleged to have been <br />suffered, by reason of the events referred to in this Section or by reason of the terms of, <br />or effects, arising from this Agreement. The Consultant further agrees to indemnify, <br />hold harmless, and pay all costs for the defense of the City, including fees and costs for <br />special counsel to be selected by the City, regarding any action by a third party <br />challenging the validity of this Agreement, or asserting that personal injury, damages, <br />just compensation, restitution, judicial or equitable relief due to personal or property <br />rights arises by reason of the terms of, or effects arising from this Agreement. City may <br />make all reasonable decisions with respect to its representation in any legal proceeding. <br />Notwithstanding the foregoing, to the extent Consultant's services are subject to Civil <br />Code Section 2782.8, the above indemnity shall be limited, to the extent required by <br />Civil Code Section 2782.8, to claims that arise of, pertain to, or relate to the negligence, <br />recklessness, or willful misconduct of the Consultant. <br />13. NOTICE <br />Any notice, tender, demand, delivery, or other communication pursuant to this <br />Agreement shall be in writing and shall be deemed to be properly given if delivered in <br />person or mailed by first class or certified mail, postage prepaid, in the manner provided <br />in this Section, to the following persons: <br />To City: City Clerk <br />20 Civic Center Plaza (M-30) <br />P.O. Box 1988 <br />Santa Ana, CA 92702-1988 <br />Copies to: Public Works Agency - Executive Director <br />City Hall -Ross Annex -4th Floor <br />20 Civic Center PIaza (M-21) <br />Santa Ana, California 92702 <br />To Consultant: Charitable Ventures of Orange County <br />1505 F. 17th Street, Suite 101 <br />Santa Ana, CA 92705 <br />A party may change its address by giving notice in writing to the other party. Thereafter, <br />any communication shall be addressed and transmitted to the new address. If sent by <br />mail, communication shall be effective or deemed to have been given three (3) days after <br />it has been deposited in the United States mail, duly registered or certified, with postage <br />prepaid, and addressed as set forth above. For purposes of calculating these time <br />frames, weekends, federal, state, County or City holidays shall be excluded. <br />14. TERMINATION <br />This Agreement may be terminated by the City upon thirty (30) days written notice of <br />termination. In such event, Consultant shall be entitled to receive and the City shall <br />M <br />