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CORPORATE STATUS <br />All corporate CONTRACTORS shall be in good standing, without suspension by the <br />California Secretary of State, Franchise Tax Board and Internal Revenue Service. Any change in <br />corporate status or suspension shall be reported immediately to CITY. <br />X. <br />ASSIGNABILITY <br />None of the duties of, or work to be performed by, CONTRACTOR under this Agreement <br />shall be subcontracted or assigned to any agency, consultant, or person without the prior written <br />consent of CITY. CONTRACTOR must submit all subcontracts and other agreements that relate to <br />this Agreement to CITY. No subcontract or assignment shall terminate or alter the legal obligations of <br />CONTRACTOR pursuant to this Agreement. <br />XI. <br />LAWS GOVERNING THIS AGREEMENT <br />In its performance under this Agreement, CONTRACTOR shall fully comply with the <br />requirements of the following, whether or not otherwise referred to in this Agreement: <br />1. The Act and all applicable federal statutes, regulations, policies, procedures and directives, <br />including but not limited to, 20 C.F.R. Parts 652 and 660 through 671; and <br />2. The American Recovery and Reinvestment Act of 2009 (the "Recovery Act") (P.L. 111-5); and <br />3. All applicable State statutes, regulations, policies, procedures and directives; <br />4. All applicable CITY policies, procedures and directives; <br />5. All applicable local ordinances and requirements, including use permits and licensing; <br />6. Court orders applicable to its operation; and, <br />7. The terms and conditions of this Agreement. <br />If any of the foregoing is enacted, amended, or revised, CONTRACTOR will comply with <br />such or will notify CITY after enactment or modification that it cannot so comply. CITY may <br />thereupon terminate this Agreement, if necessary. <br />XII. <br />EXCLUSIVITY AND AMENDMENT OF AGREEMENT <br />This Agreement supersedes any and all other agreements, either oral or in writing, <br />between the parties hereto with respect to the employment of CONTRACTOR by CITY, and contains <br />all the covenants and agreements between the parties with respect to such employment. Each party to <br />this Agreement acknowledges that no representations, inducements, promises or agreements, orally or <br />otherwise, have been made by any party, or anyone acting on behalf of any party, which are not <br />embodied herein, and that no other agreement or amendment hereto shall be effective unless executed <br />Page 11 of 15 <br />