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<br /> property. Such payment is program income to City. <br /> 9. ASSIGNABILITY <br /> None of the duties of, or work to be performed by, Consultant under this Agreement shall be <br /> subcontracted or assigned to any agency, contractor, or person without the prior written consent of <br /> City. Consultant must submit all subcontracts and other agreements that relate to this Agreement to <br /> City. No subcontract or assignment shall terminate or alter the legal obligations of Consultant <br /> pursuant to this Agreement. <br /> 10. TERMINATION <br /> A. This Agreement may be terminated on thirty (30) days' written notice by either <br /> party. In the event of such termination, Consultant shall only be entitled to reimbursement for <br /> approved expenses incurred to the effective date of termination. <br /> B. This Agreement may be suspended or terminated by City upon five (5) days' written <br /> notice for violation by Consultant of Federal Laws governing the use of Community Development <br /> Block Grant Funds. In the event of such suspension or termination, Consultant shall only be <br /> entitled to reimbursement for approved expenses incurred up to the effective date of suspension or <br /> termination. <br /> C. Pursuant to 24 CFR 85.43, in the event Consultant defaults by failing to fulfill all or <br /> any of its obligations hereunder, City may declare a default and termination of this Agreement by <br /> written notice to Consultant, which default and termination shall be effective on a date stated in the <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 /> terminated for cause, City shall be relieved of further 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 /> 11. 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 /> 9 <br /> 25F-21 <br /> <br />