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AGREEMENT BETWEEN THE CITY OF SANTA ANA AND THE CAMBODIAN FAMILY FOR USE OF EMPOWERMENT ZONE FUNDS This Agreement, made and entered into this 1St day of July, 2008, by and between the City of Santa Ana a charter city and municipal corporation duly organized and existing under the Constitution and laws of the State of California ("CITY"), and The Cambodian Family ("CONTRACTOR"). WITNESSETH Recitals: 1. The City of Santa Ana, through the Santa Ana Empowerment Corporation ("SAEC"), is the recipient of Federal Empowerment Zone ("FEZ") funds from the United States Department of Housing and Urban Development ("HUD"). 2. CITY desires to engage CONTRACTOR to provide the services at the cost set forth in Exhibit A and for the services set forth Exhibit B, hereinafter referred to as "said program" and CONTRACTOR represents that it is qualified and willing to operate said program. WHEREFORE, for and in consideration of the respective and mutual covenants hereinafter contained and made, and subject to all the terms and conditions hereof, the parties hereby agree as follows: CONTRACTOR'S OBLIGATIONS A. CONTRACTOR agrees to use all federal funds provided by CITY to CONTRACTOR pursuant to this Agreement to operate said program, as set forth in "Exhibit B," attached hereto and by this reference incorporated herein. CONTRACTOR'S failure to perform as required may, in addition to other remedies set forth in this Agreement, result in readjustment of the amount of funds CITY is otherwise obligated to pay to CONTRACTOR under Paragraph II hereof. B. CONTRACTOR agrees to obtain and maintain all required licenses, registrations, accreditation and inspections from all agencies governing operation of its program. CONTRACTOR shall ensure that its staff shall also obtain and maintain all required licenses, registrations, accreditation and inspections from all agencies governing CONTRACTOR operations hereunder. Page 1 of 14 25H-35