Agmt14 San Mateo County Transportation Authority "TA"

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5.3 Assignment. No pa�-ty shall assign,transfer or othei-vvise substitute its interest or � obligations under tliis Agreement without the v�nitten consent af the other pariy. 5.4 Governing Law• This Ageement shall be governed by the laws of the State of Califoznia as applied to contracts that axe made and performed entirety in Califoinia. S.S Modifications. This Agreement may only be modified in a vv�7ting executed by both parties. S.6 Attorneys'Fees. In the event legal proceedings are instituted to enforce any provision of this Agreement the prevailing party in said proceedings shall be entitled to its costs, . including reasonable attorneys'fees,in addition to such other remedies to�which it may be entitled. 5.7 Relationship of the Parties.It is understood that tlus is an Agreement by and between Independent Conb•actors and is not intended to,and shall not be construed to,create the relationship of agent, servant,employee,partnership,joint venture or association,or any other relationship whatsoever other than that of Independent Contractor. . � 5.8 Ownershin of Work.All reports,designs,rlravvings,plans,specifications,schedules, studies,memoranda,and other documents assembled for or prepared by,or for,in the ' p�•ocess of being assembled or prepared by or for, or furnisl�ed to SPONSOR under this Agreement shall be the jointpropei-ty of the TA and the.SPONSOR,and shall not be destroyed without the prior written consent of the TA. The TA shall be entitled to copies and access to these materials during the progress of the Project and upon completion or terrrunation of the Proj ect or this Agreement. SPQNSOR may retain a copy of all material produced under this Agreement for its use in its general activities.This Section � 5.8 does not preclude additionaI shared ownership of work with other entities • un.der contract witl�the SPONSOR for funding of the Project. � 5.9 Non-discriniina�ion. SPUNSOR and any contractors perforn�;ing services on behalf of SP4NSOR shall not dascrim'inate or permit discrimination against any person or group of persons on tl�e basis of race,color,religion,national origin or ancestry,age,sex,sexual orientation,marital status,pregnancy,childbirth or related conditions,medical condition, � niental or ph}+sical disabilit}�.or veteran's status,or in any manner prohibited by federal, state or local laws. 5.10 Accessibilitv of Seivices to Persons with Disabilities.The Project shall be � . . impleinented in compliance with,and in a manner that does not subject the TA or SPONSOR to liability under,tl�e Americans with Disabilities Act,the California Disabled Persons Act,and all other sta�e or federallaws protecting the rights of persons with disabilities. . 9 San lvlateo Coanty Transpatation Authority/City of lZedwood City Climate Besc Expresa,Midpoint Cekrain Shuttles , December 17,2012 version boilerplate � . . 4797083.1 ATTY/AGR/2013.214/SAN MATEO COUNTY TRANSPORTATION AUTHORITY . Page 9 of 20 REV:11-OM13 VR