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termination. Termination shall be effective on a date not less than thirty days from notice. In the event of termination, all finished or
<br /> unfinished documents,data,studies,maps,photographs,reports,and materials(hereafter referred to as materials)prepared by Contractor
<br /> under this Agreement shall become the property of the County and shall be promptly delivered to the County. In the event of
<br /> termination, Contractor shall be paid for all work satisfactorily performed until termination, except where the contracting department
<br /> determines the quality or quantity of the work performed is unacceptable. Such payment shall be that portion of the full payment,which
<br /> is determined by comparing the wark/services completed to the work/services required by the Agreement.
<br /> 11. Pavment of Permits/Licenses It shall be the Contractor's responsibility to obtain any license, permit or approval required from any
<br /> agency for wark/services to be performed at his/her own expense, prior to commencement of said work/services or forfeit any right to
<br /> compensation under this Agreement.
<br /> 12. Non-Discrimination No person shall be excluded from participation in, denied benefits of, or be subject to discrimination under this
<br /> Agreement on the basis of their race, color, religion, national origin, age, sex, sexual orientation, pregnancy, childbirth or related
<br /> conditions,medical condition,mental or physical disability or veteran's status.Contractor shall ensure full compliance with federal,state
<br /> and local laws,directives and executive orders regarding non-discrimination for all employees and Subcontractors under this Agreement.
<br /> The Contractor shall comply fully with the non-discrimination requirements required by 41 CFR 60-741.5(a), which is incorporated
<br /> herein as if fully set forth.
<br /> Violation of the non-discrimination provisions of this Agreement shall be considered a breach of this Agreement and subject the
<br /> Contractor to penalties, to be determined by ihe Counry Manager, including but not limited to: i) terminatiou of this Agreement; ii)
<br /> disqualification of the Contractor from bidding on or being awarded a County contract for a period of up to 3 years; iii) liquidated
<br /> damages of$2,500 per violation; iv)imposition of other appropriate contractual and civil remedies and sanctions,as determined by the
<br /> County Manager.
<br /> To effectuate the provisions of this paragraph, the County Manager shall have the authority to: i) examine Contractor's employment
<br /> records with respect to compliance with this paragraph; ii) set off all or any portion of the amount described in this paragraph against
<br /> amounts due to Contractor under the Contract or any other Contract between Contractor and County.
<br /> Contractor shall report to the County Manager the filing by any person in any court of any complaint of discrimination or the filing by
<br /> any person of any and all charges with the Equal Employment Opportunity Commission, the Fair Employment and Housing
<br /> Commission or any other entity charged with the investigation of allegations within 30 days of such filing,provided that within such 30
<br /> days such entity has not notified Contractor that such charges are dismissed or otherwise unfounded. Such notification shall include the
<br /> name of the complainant,a copy of such complaint and a description of the circumstance. Contractor shall provide County with a copy
<br /> of its response to the Complaint when filed.
<br /> Section 504 applies only to contractors who are providing services to member of the publia Contractor shall comply with Section 504 of
<br /> the Rehabilitation Act of 1973,which provides that no otherwise qualified handicapped individual shall, solely by reason of a disability,
<br /> be excluded from the participation in,be denied the benefits of,or be subjected to discrimination in the performance of this contract.
<br /> 13. Equal Benefits With respect to the provision of employee benefits,Contractor shall comply with the County Ordinance which prohibits
<br /> contractors from discriminating in the provision of employee benefits between an employee with a domestic partner and an employee
<br /> with a spouse.
<br /> 14. Retention of Records Contractor shall maintain all records related to this Agreement for no less than three years after the County
<br /> makes final payment or after termination of this contract and all other pending matters are closed. All records shall be subject to the
<br /> examination and/or audit by agents of the County,the State of California and/or Federal grantor agencies.
<br /> 15. Compliance with State. Federal, and Local Laws, reaulations, and Ordinances. Contractor and all subcontractors shall ensure
<br /> compliance with all state, federal and local laws or rules applicable to perfarmance of the wark required under this contract, and shall
<br /> execute all necessary certifications of compliance therewith. Contractor certifies that the Contractor and all of its subcontractors will
<br /> adhere to and certify compliance with all applicable provisions of San Mateo County Ordinance Code, including without limitation,
<br /> Chapter 4.106,which regulates the use of disposable food service ware,and Chapter 2.84,which addresses equal benefits.
<br /> 16. Mer¢er Clause This Agreement, including Exhibit "A" attached hereto and incorporated herein by reference, constitutes the sole
<br /> Agreement of the parties hereto and correctly states the rights,duties,and obligations of each party as of this document's date. Any prior
<br /> agreement, promises, negotiations, or representations between the parties not expressly stated in this document are not binding. All
<br /> subsequent modifications shall be in writing and signed by the Counry Purchasing Agent. In the event that any term, condition,
<br /> provision,requirement or specification set forth in this body of the agreement conflicts with or is inconsistent with any term,condition,
<br /> provision,requirement or specification in any exhibit and/or attachment to this agreement,the provisions of this body of the agreement
<br /> shall prevail. This Agreement, or facsimile proposal of the Agreement, constitutes the entire Agreement between County and
<br /> Contractor. Further, liability referenced to in section 6 is limited to Contractor's negligence during the Contractor's performance under
<br /> this contract.
<br /> 17. Governing Law This Agreement, including any exhibits,shall for all purposes be deemed subject to the laws of the State of California,
<br /> and in the event of a lawsuit concerning this Agreement shall be venued in the County of San Mateo.
<br /> ATTY/AGR/2012.203/COUNTY OF SM HEALTH FOR NFO COMMUNICATION PLAN 2
<br /> REV: 12-18-12 PT
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