Agmt22 City of Menlo Park - Laserfiche WebLink

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REV: 09-14-2022 EI ordinances, and regulations and will be responsible for the compliance of the Services with all applicable laws, ordinances and regulations. 16. Discrimination and Harassment Prohibited. Redwood City will comply with all applicable local, state and federal laws and regulations prohibiting discrimination and harassment. 17. Termination. 17.1 Either party upon tendering thirty (30) days written notice to the other party may terminate this Agreement. 17.2 If Redwood City materially fails or refuses to perform any of the provisions of this Agreement, and if Redwood City does not cure the default within fifteen (15) days of the Menlo Park providing a written notice specifying the nature of the default, Menlo Park may terminate this Agreement immediately by giving written notice to Redwood City. 17.3 If Menlo Park materially fails or refuses to perform any of the provisions of this Agreement, and if Menlo Park does not cure the default within fifteen (15) days of Redwood City providing a written notice specifying the nature of the default, Redwood City may terminate this Agreement immediately by giving written notice to City. 17.4 Within ten (10) days of termination pursuant to this Section 17 or of the natural expiration of this Agreement, Redwood City will be entitled to payment on a pro rata basis for the services performed as of the date of termination, to the extent they were performed in accordance with this Agreement. 18. Jurisdiction and Venue. Any action 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 of competent jurisdiction in the County of San Mateo, State of California. The Parties waive all provisions of law providing for a change of venue in these proceedings to any other county. 19. Successors and Assigns. This Agreement will be binding upon the Parties and their respective successors and assigns. Redwood City may not assign this Agreement, nor any part of it, nor any monies due or to become due under it without the prior written consent of Menlo Park, which Menlo Park may not unreasonably withhold. 20.Paragraph Headings. Headings in this Agreement are for convenience only and are not part of any provision in this Agreement. No heading will be construed to change the meaning of any provision. 21. Entire Agreement; Conflicts. This Agreement, together with any other written document referred to or contemplated by it, along with any purchase order or task order ATTY/AGR.2022.328/City of Redwood City (Page 6 of 40) DocuSign Envelope ID: B10E2B21-03D4-4644-8E80-12E9BDEF8B3F