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<br /> written notice to Contractor, which default and termination shall be effective on a date stated in the <br /> <br /> notice which is to be not less than ten (10) days after certified mailing or personal service of such <br /> notice, unless such default is cured before the effective date of termination stated in such notice. If <br /> <br /> terminated for cause, City shall be relieved of fiu ther liability or responsibility under this <br /> Agreement, or as a result of the termination thereof, including the payment of money, except for <br /> payment for approved expenses incurred for services satisfactorily and timely performed prior to the <br /> mailing or service of the notice of termination, and except for reimbursement of (1) any payments <br /> made for services not subsequently performed in a timely and satisfactory manner, and (2) costs <br /> incurred by City in obtaining substitute performance. <br /> D. The grant of funds under this Agreement may be terminated for convenience in <br /> accordance with 24 CFR 85.44. <br /> I <br /> 10. VENUE/JURISDICTION <br /> This Agreement has been executed and delivered in the State of California and the <br /> validity, interpretation, performance, and enforcement of any of the clauses of this Agreement <br /> shall be determined and governed by the laws of the State of California. Both parties further <br /> agree that Orange County, California, shall be the venue for any action or proceeding that may <br /> be brought or arise out of, in connection with or by reason of this Agreement. <br /> 11. VALIDITY <br /> The invalidity in whole or in part of any provision of this Agreement shall not void or affect <br /> the validity of any other provision of this Agreement. <br /> 12. NOTICE <br /> Any notice, tender, demand, delivery, or other communication pursuant to this Agreement shall <br /> be in writing and shall be deemed to be properly given if delivered in person or mailed by first <br /> class or certified mail, postage prepaid, or sent by telefacsimile or other telegraphic <br /> communication in the manner provided in this Section, to the following persons: <br /> To City: <br /> Clerk of the City Council <br /> City of Santa Ana <br /> 20 Civic Center Plaza (M-30) <br /> P.O. Box 1988 <br /> Santa Ana, California 92702-1988 <br /> telefacsimile (714) 647-6956 <br /> With courtesy copies to: <br /> Deputy City Manager for Development Services <br /> City of Santa Ana <br /> 8 Exhibit 1 <br /> ~I <br /> 25C-10 <br /> <br />