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that such insurance shall not be materially Changed or terminated <br />except on 30 days' prior written notice to the City; and (b) <br />maintain such insurance from the time work first commences until <br />completion of the work under this Agreement; and (c) replace such <br />certificates for policies expiring prior to completion of work <br />under this Agreement. <br />9. TERMINATION OF AGREEMENT. This Agreement may be <br />terminated by either party, for any reason, upon thirty days (30) <br />written notice of termination to the other party. In such event, <br />Consultant shall be entitled to receive compensation for all <br />services properly performed by Consultant prior to receipt of <br />said notice of termination. <br />10. WORK PRODUCT. Upon completion or termination of this <br />Agreement,.Consultant shall deliver to the City all work product <br />completed as of such date, which work product shall be the <br />property of the City. <br />11. NOTICES. Any notice required to be given to either party <br />to this Agreement may be delivered by personal delivery or by <br />depositing the same in the United States mail, first class <br />postage prepaid, addressed to: <br />If to the City: City of Santa Ana <br />Office of the Clerk of the Council <br />20 Civic Center Plaza <br />P.O. Box 1988 <br />Santa Ana, CA 92702 <br />If to Consultant: M.A. Francis and Associates, Inc. <br />Magdy Francis, Principal <br />2111 Business Center Drive <br />Irvine, California 92612 <br />Notice of a change of address shall be delivered in the same <br />manner as any other notice provided herein. Notice by mail shall <br />be effective three days after mailing by the above -described <br />procedure. <br />12. NO CONFLICTS OF INTEREST. Consultant covenants that he <br />presently has no interest, and shall not have any interest, <br />direct or indirect, which would conflict in any manner with the <br />performance of services required hereunder. <br />. 13. NON-DISCRIMINATION. By signing this Agreement, <br />Consultant certifies that he does not discriminate in hiring on <br />the basis of race, color, creed, religion, sex, age, marital <br />status, national origin, ancestry, physical handicap or medical <br />conditions. <br />14. GOVERNING LAW. This Agreement shall be governed by and <br />construed in accordance with the laws of the State of California. <br />3 <br />