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Contractor under this Contract. Contractor shall perform all of its work diligently, carefully, and in a
<br />good and workman -like manner; shall furnish all labor, supervision, machinery, equipment, materials,
<br />and supplies necessary therefore; shall at its sole expense obtain and maintain all permits and licenses
<br />required by public authorities, including those of City required in its governmental capacity, in
<br />connection with performance of the work (except for FCC licensing matters or other permits or
<br />approvals if the Statement of Work indicates they are the responsibility of City); and shall be fully
<br />responsible for all work performed by sub - contractors.
<br />23. Bills and Liens: Contractor shall pay promptly all indebtedness for labor, materials, and
<br />equipment used in performance of the work. Contractor shall not permit any lien or charge to attach to
<br />the work or the premises, but if any does so attach, Contractor shall promptly procure its release and, in
<br />accordance with the requirements of Section 14.9 of the Price Book, Terms and Conditions, indemnify,
<br />defend, and hold City harmless and be responsible for payment of all costs, damages, penalties and
<br />expenses related to or arising from or related thereto.
<br />24. Changes: (See Section 5 above.)
<br />25. Headings-, The various headings and numbers herein, the grouping of provisions of this
<br />Contract into separate clauses and paragraphs, and the organization hereof are for the purpose of
<br />convenience only and shall not limit or otherwise affect the meaning hereof.
<br />26. Severability: If any term, covenant, condition, or provision of this Contract is held by a court of
<br />competent jurisdiction to be invalid, void or unenforceable, the remainder of the provisions hereof shall
<br />remain in full force and effect and shall in no way be affected, impaired or invalidated thereby.
<br />27. Calendar Days: Any reference to the word "day" or "days" herein shall mean calendar day or
<br />calendar days, respectively, imless otherwise expressly provided,
<br />28. Assignment or Sub - Contracting: The terms, covenants, and conditions contained herein shall
<br />apply to and bind the heirs, successors, executors, administrators and assigns of the parties.
<br />Furthermore, neither the performance of this Contract nor any portion thereof may be assigned or sub-
<br />contracted by Contractor without the express written consent of City except as permitted by Section 14.2
<br />of the Price Book, Terms and Conditions. Any attempt by Contractor to assign or sub - contract the
<br />performance or any portion thereof of this Contract without the express written consent of City shall be
<br />invalid and shall constitute a breach of this Contract except as permitted by Section 14.2 of the Price
<br />Book, Terms and Conditions.
<br />29. Confidentiality: Contractor agrees to maintain the confidentiality of all City and City - related
<br />records and information pursuant to all statutory laws relating to privacy and confidentiality that
<br />currently exist or exist at any time during the term of this Contract. All such records and information
<br />shall be considered confidential and kept confidential by Contractor and Contractor's staff, agents and
<br />employees.
<br />30. Compliance with Laws: Each Party represents and warrants to the other Party that the
<br />performance of its duties and the services to be provided under this Contract shall fully comply, at its
<br />expense, with all standards, laws, statutes, restrictions, ordinances, requirements, and regulations
<br />(collectively "laws "), including, but not limited to those issued by City in its governmental capacity and
<br />all other laws applicable to the services at the time services are provided to and accepted by City.
<br />31, Pricing: The Contract bid price shall include full compensation for providing all required goods
<br />City of Santa Ana 02 April 2015
<br />MCC7500 P25 Dispatch Migration and Subscribers Use of disclosure of this proposal is subject
<br />to the restrictions on the cover page.
<br />0 Motorola Solutions Confidential Restricted Terms and Conditions 6 -7
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