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16. No termination shall become effective if, within thirty (30) days after receipt of a Notice of <br />Termination, ADMINISTERING AGENCY either cures the default involved or, if not reasonably <br />susceptible of cure within said thirty (30) day period, ADMINISTERING AGENCY proceeds <br />thereafter to complete the cure in a manner and time line acceptable to STATE. Any such <br />termination shall be accomplished by delivery to ADMINISTERING AGENCY of a Notice of <br />Termination, which notice shall become effective not less than thirty (30) days after receipt, <br />specifying the reason for the termination, the extent to which funding of work under this <br />AGREEMENT is terminated and the date upon which such termination becomes effective, if <br />beyond thirty (30) days after receipt. During the period before the effective termination date, <br />ADMINISTERING AGENCY and STATE shall meet to attempt to resolve any dispute. In the event <br />of such termination, STATE may proceed with the PROJECT work in a manner deemed proper by <br />STATE. If STATE terminates funding for PROJECT with ADMINISTERING AGENCY, STATE <br />shall pay ADMINISTERING AGENCY the sum due ADMINISTERING AGENCY under the <br />PROGRAM SUPPLEMENT and/or STATE approved finance letter prior to termination, provided, <br />however, ADMINISTERING AGENCY is not in default of the terms and conditions of this <br />AGREEMENT or the project -specific PROGRAM SUPPLEMENT and that the cost of PROJECT <br />completion to STATE shall first be deducted from any sum due ADMINISTERING AGENCY, <br />17. In case of inconsistency or conflicts with the terms of this AGREEMENT and that of a project - <br />specific PROGRAM SUPPLEMENT, the terms stated in that PROGRAM SUPPLEMENT shall <br />prevail over those in this AGREEMENT. <br />18. Without the written consent of STATE, this AGREEMENT is not assignable by <br />ADMINISTERING AGENCY either in whole or in part. <br />19. No alteration or variation of the terms of this AGREEMENT shall be valid unless made in <br />writing and signed by the PARTIES, and no oral understanding or agreement not incorporated <br />herein shall be binding on any of the PARTIES. <br />IN WITNESS WHEREOF, the PARTIES have executed this AGREEMENT by their duly <br />authorized officers. <br />STATE OF CALIFORNIA <br />DEPARTMENT OF TRANSPORTATION <br />r` <br />By <br />auTmks L-10, <br />P't-Chief, Office of Project Implementation <br />Division of Local Assistance <br />Date � <br />V <br />City of Santa Ana <br />� c <br />By <br />Dav(cL Cc'c..yn,--,,,6s <br />City of Santa Ana U <br />Representative Name & Title <br />(Authorized Governing Body Representative) <br />Date <br />Page 16 of 26 <br />