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20. Termination. In the event of the Consultant's failure to prosecute, deliver, or perform the <br />Services, City may terminate this Agreement for nonperformance by notifying Consultant in <br />writing pursuant to the notice provisions of this Agreement. <br />If City decides to abandon or postpone the work or services contemplated by this Agreement, <br />City may terminate this Agreement upon written notice to Consultant pursuant to the notice <br />provisions of this Agreement. Termination will be effective immediately upon notification. <br />Either Party upon tendering thirty (30) days written notice to the other party may terminate this <br />Agreement. <br />Within 10 days of termination Consultant will assemble the work product without charge and <br />put it in order for proper filing and closing and deliver it to City. Consultant will be paid for work <br />performed up to the termination date; however, the total will not exceed the lump sum fee <br />payable under this Agreement. City will make a determination of final payment based upon the <br />value of the work product delivered to City and the percentage of the services performed. <br />21. Covenants aoainst Contingent Fees. Consultant warrants that Consultant has not <br />employed or retained any company or person, other than a bona fide employee working for <br />Consultant, to solicit or secure this Agreement, and that Consultant has not paid or agreed to <br />pay any company or person, other than a bona fide employee, any fee, commission, <br />percentage, brokerage fee, gift, or any other consideration contingent upon, or resulting from, <br />the award or making of this Agreement. For breach or violation of this warranty, City will have <br />the right to annul this Agreement without liability, or, in its discretion, to deduct from the <br />Agreement price or consideration, or otherwise recover, the full amount of the fee, <br />commission, percentage, brokerage fees, gift, or contingent fee. <br />22. Claims and Lawsuits. Consultant acknowledges that if a false claim is submitted to City <br />by Consultant, it may be considered fraud and Consultant may be subject to criminal <br />prosecution. Consultant acknowledges that California Government Code sections 12650 et <br />seq., the False Claims Act applies to this Agreement and, provides for civil penalties where a <br />person knowingly submits a false claim to a public entity. These provisions include false claims <br />made with deliberate ignorance of the false information or in reckless disregard of the truth or <br />falsity of information. If City seeks to recover penalties pursuant to the False Claims Act, it is <br />entitled to recover its litigation costs, including attorney's fees. Consultant acknowledges that <br />the filing of a false claim may subject Consultant to an administrative debarment proceeding as <br />the result of which Consultant may be prevented to act as a Consultant on any public work or <br />improvement for a period of up to five (5) years. Consultant acknowledges disbarment by <br />another jurisdiction is grounds for City to terminate this Agreement. <br />23. Jurisdiction and Venue. Any action at law or in equity brought by either of the Parties <br />for the purpose of enforcing a right or rights provided for by this Agreement will be tried in a <br />court of competent jurisdiction in the County of San Mateo, State of California, and the Parties <br />waive all provisions of law providing for a change of venue in these proceedings to any other <br />county. <br />24. Successors and Assions. It is mutually understood and agreed that this Agreement will <br />be binding upon the Parties and their respective successors. Neither this Agreement nor any <br />part of it nor any monies due or to become due under it may be assigned by Consultant <br />REV: O4TTdA1@R.2017.010/EMG Corp FCA Page 7 of 22 <br />