Agmt08 Addison Olian, Inc - Laserfiche WebLink

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19. Discrimination and Harassment Prohibited. Consultant will comply with all applicable local, state and federal laws and regulations prohibiting discrimination and harassment. 20. Termination. In the event of the Consultant's failure to prosecute, deliver, or perform the Services, Agency may terminate this Agreement for nonperformance by notifying Consultant in writing pursuant to the notice provisions of this Agreement. If Agency decides to abandon or indefinitely postpone the work or services contemplated by this Agreement, Agency may terminate this Agreement upon written notice to Consultant pursuant to the notice provisions of this Agreement. Termination will be effective immediately upon notification. Consultant has five (5) business days to deliver any documents owned by Agency and all work in progress to Agency address contained in this Agreement. Agency will make a determination of fact based upon the work product delivered to Agency and of the percentage of work that Consultant has performed which is usable and of worth to Agency in having the Agreement completed. Based upon that finding Agency will determine the final payment of the Agreement. Either Party upon tendering thirty (30) days written notice to the other party may terminate this Agreement. In this event and upon request of Agency, Consultant will assemble the work product without charge and put it in order for proper filing and closing and deliver it to Agency. Consultant will be paid for work performed to the termination date; however, the total will not exceed the lump sum fee payable under this Agreement. Agency will make the final determination as to the portions of tasks completed and the compensation to be made. Upon termination, Agency shall remain solely responsible for all costs and expenses incurred by Consultant prior to the effective date of termination, including all fees, mark- ups and commissions due to Consultant within existing approved projects. To the extent that third parties refuse to release Consultant from its obligations made as part of an approved project for Agency, then Agency agrees to be responsible for any costs under non-cancelable obligations with said third parties. All amounts due to Consultant by Agency will be due and payable on or before the effective date of termination provided the final products approved by the Agency satisfy the product specifications. 21. Sales Tax. In accordance with the requirements of California State Board of Equalization Regulation 1540, Consultant is authorized to act as Agency's Agent in the procurement of tangible personal property from outside sources. Should any governmental agency assess any taxes whatsoever regarding the sale or transfer of tangible personal property by Agent on behalf of Agency, Agency agrees to reimburse Consultant to the extent of such additional tax upon demand. 22. Covenants Aaainst Continaent Fees. Consultant warrants that Consultant has not employed or retained any company or person, other than a bona fide employee working for Consultant, to solicit or secure this Agreement, and that Consultant has not paid or agreed to pay any company or person, other than a bona fide employee, any Atty/Atty/Agr.2007.107 112807 7