|
13. TERMINATION
<br />This Agreement may be terminated by the City upon thirty (30) days written notice of termination. In such
<br />event, Contractor shall be entitled to receive, and the City shall pay Contractor compensation for all services
<br />performed by Contractor prior to receipt of such notice of termination, subject to the following conditions:
<br />a. As a condition of such payment, the Executive Director may require Contractor to deliver to the
<br />City all work product completed as of such date, and in such case such work product shall be
<br />property of the City unless prohibited by law, and Contractor consents to the City's use thereof
<br />for such purposes as the City deems appropriate.
<br />Payment need not be made for work which fails to meet the standard of performance specified
<br />in the Recitals of this Agreement.
<br />14. DISCRIMINATION
<br />Contractor shall not discriminate because of race, color, creed, religion, sex, marital status, sexual
<br />orientation, age, national origin, ancestry, or disability, as defined and prohibited by applicable law, in the
<br />recruitment, selection, training, utilization, promotion, termination or other employment related activities.
<br />Contractor affirms that it is an equal opportunity employer and shall comply with all applicable federal, State
<br />and local laws and regulations.
<br />15. .JURISDICTION — VENUE
<br />This Agreement has been executed and delivered in the State of California and the validity,
<br />interpretation, performance, and enforcement of any of the clauses of this Agreement shall be determined and
<br />governed by the laws of the State of California. Both parties further agree that Orange County, California, shall
<br />be the venue for any action or proceeding that may be brought or arise out of, in connection with or by reason of
<br />this Agreement.
<br />16. PROFESSIONAL LICENSES
<br />Contractor shall, throughout the term of this Agreement, maintain all necessary licenses, permits,
<br />approvals, waivers, and exemptions necessary for the provision of services hereunder and required by the laws
<br />and regulations of the United Sates, the State of California, the City of Santa Ana and all other governmental
<br />agencies. Contractor shall notify the City immediately and in writing of its inability to obtain or maintain such
<br />permits, licenses, approvals, waivers, and exemptions. Said inability shall be cause for termination of this
<br />Agreement.
<br />17. RESPONSIBILITY FOR DAMAGES
<br />The Contractor shall be responsible for all damages to persons and/or property that occur as a result of
<br />the fault or negligence of said Contractor or its subcontractors, agents, employees, or other persons acting
<br />on their behalf in connection with the performance of this Agreement.
<br />18. FAILURE TO PERFORM SATISFACTORILY
<br />a. Contractor acknowledges and agrees that if the Contractor fails to perform the work as specified
<br />herein, the Director, 1) will pay only for the amount of service received as determined by the
<br />Director with an appropriate downward adjustment in contract price, or 2) may have such
<br />required work done by City forces or otherwise, and charge the cost thereof to the Contractor.
<br />Such adjustments will be the estimated cost for performance by City forces plus City overhead
<br />and will include overtime pay as required to complete work.
<br />
|