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<br />L J <br />To The CITY: Executive Director <br />City of Santa Ana <br />Public Works Agency <br />101-A West Fourth Street <br />Santa Ana, CA 92701 <br />To The CONSULTANT: The Planning Center <br />1300 Dove Street, Suite 100 <br />Newport Beach, CA 92660 <br />8. HOLD HARMLESS <br />CONSULTANT agrees to indemnify and hold harmless the CITY <br />and its officers and employees, from and against any and <br />all loss or damage, and from any and all suits, actions <br />and claims filed or brought by any person or persons, <br />arising out of the negligent acts or omissions of <br />CONSULTANT or of its subcontractors or of the officers, <br />agents, or employees of CONSULTANT or of its <br />subcontractors in the performance of this AGREEMENT. <br />9. TERMINATION OF AGREEMENT <br />This AGREEMENT may be terminated by the CITY before <br />CONSULTANT'S services have been completed, upon written <br />notice of termination. In such event, CONSULTANT shall <br />be entitled to receive, 'and CITY shall pay CONSULTANT <br />compensation for all work performed by CONSULTANT prior <br />to CONSULTANT'S receipt of such notice of termination; <br />provided, however, that as a condition of such payment, <br />CONSULTANT shall deliver to CITY all documents, field <br />survey, plans, maps, and all related work products <br />completed as of such date. <br />6 <br />