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2'I. Covenants agair�st Contingent Fees. Consultant warrants thaf Consultant has not employed or retained any company or person, ather than a bona fide employee working for C�onsultant, to solicit or secure this Agreement, and that Consultant has not paid or agreed to pay any company or person, other than a bana fide employee, any fee, commission, percentage, brakerage fee, gift, or any other eonsideration contingen# upon, or resulting from, the award or making of this Agreement. For breach or violation af this warranty, City will have the right to annul this Agreement without liabil'ity, or, 'in its discretion, to deduct from the Agreement price or consideration, or otherwise recover, fhe full amount of the fee, corr�mission, percentage, brokerage fees, gift, or cont'rngent fee. 22. Claims and Lawsuits. Consultant acknowledges that if a false claim is submitted to City by Consultant, it may be considered fraud and Consultant may be subject to criminal prosecution. Consultant acknowledges that California Government Gode sections 12650 et seq., the False GCaims Act applies to this Agreement and, provides for eivit penalties where a person knowingly submits a false claim to a public entity. These provisions include false claims made with deliberate ignorance of the false information or in reckless disregard of the truth or falsity of information. If City seeks to recover penalties pursuant ta the False Claims Act, it is entitled to recover its litigation casts, including attomey`s fees. Consultant acknowledges that the filing af a false claim may subject Consultant to an administrative debarment proceeding as the result vf' which Consultant may be prevented to act as a Gonsultant on any public work or improvem�nt far a period of up to five (5) years. Consultant acknowledges disbarment by another}urisdiction is grounds for City to t�rminate this Agreement. 23. Jurisdiction and Venue. Any aetion at law or in equity brought by either of the Parties for the purpose of enforcing a right or rights provided for by this Agreement will be tried in a court ofi competent jurisdiction in the County of San Mateo, State of' California, and the Parties waive all provisions of law providing for a change of venue in these proceedings to any other county. 24. Successars and Assiqns. It is_ mutually understood and agreed that this Agreement will be binding upon the Parties and their respective successors. Neither this Agreement nor any part of it nor any monies due or to become due under it may be assigned by Cansultant wifhout the prior consent of City, which will nof be unreasonably withheld. 25'. Confidentialitv. Consultant agrees to maintain in confidence and not disclose to any person, firm, govemmenta� entity, or �orporation, without Consultant's prior written consent, any trade secret or confidential informatian,, knowledge or data relating to the praducts, process, oc operation of Gity. Consultant further agrees to mai�fain in canfidence and not'to disclose to any person, firm, govemmental entity, or corporation any data, informatian, technology, or material deveJoped or obtained by Cansuitant during the performance of the Senrices. The eovenants eonfained in this Section 25 shail survive the fermination of this Agreement for whatever cause. Page 8 of ll REV:Q6-09-16 JS ATTY/AGR.2016.120/Matrix Consulting Group