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City of Santa Ana Grant Agreement No. G25-073 Page 15 XXII.XXIV EXECUTIVE ORDER N-6-22 — RUSSIA SANCTIONS On March 4, 2022, Governor Gavin Newsom issued Executive Order N-6-22 (the EO) regarding Economic Sanctions against Russia and Russian entities and individuals. "Economic Sanctions" refers to sanctions imposed by the U.S. government in response to Russia's actions in Ukraine, as well as any sanctions imposed under state law. The EO directs state agencies to terminate contracts with, and to refrain from entering any new contracts with, individuals or entities that are determined to be a target of Economic Sanctions. Accordingly, should the Conservancy determine the grantee is a target of Economic Sanctions or is conducting prohibited transactions with sanctioned individuals or entities, that shall be grounds for termination of this agreement. The Conservancy shall provide the grantee advance written notice of such termination, allowing the grantee at least 30 calendar days to provide a written response. Termination shall be at the sole discretion of the Conservancy. XXIIL INDEPENDENT CAPACITY The grantee, and the agents and employees of grantee, in the performance of this agreement, are acting in an independent capacity and not as officers, employees or agents of the State of California. XXIV. ASSIGNMENT Without the written consent of the Executive Officer, the grantee shall not assign this agreement in whole or in part. XXV. TIMELINESS Time is of the essence in this agreement. XXVI. AMENDMENT Except as expressly provided in this agreement, no changes in this agreement will be valid unless made in writing and signed by the parties to the agreement. No oral understanding or agreement not incorporated in this agreement will be binding on any of the parties. APPROVED AS TO FORNI: SONIA R. CARVALHO City Attomey By: K ,LLESEN Assisfant City Attomey