representations, inducements, promises or agreements, orally or otherwise, have been made by any
<br />party, or anyone acting on behalf of any parties, which are not embodied herein.
<br />22. ASSIGNMENT. Inasmuch as this Agreement is intended to secure the specialized services
<br />of Attorneys, Attorneys may not assign, transfer, delegate, or subcontract any interest herein
<br />without the prior written consent of the City and any such assignment, transfer, delegation or
<br />subcontract without the City's prior written consent shall be considered null and void. Nothing in
<br />this Agreement shall be construed to limit the City's ability to have any of the services which are
<br />the subject of this Agreement performed by City personnel or by other Attorneys retained by City.
<br />23. TERMINATION This Agreement may be terminated by City at any time. hi such event,
<br />Attorneys shall be entitled to receive and the City shall pay Attorneys compensation for all services
<br />performed by Attorneys prior to receipt of such notice of termination. As a condition of such payment,
<br />Attorneys shall deliver to the City all files and records generated under this Agreement as of such
<br />date.
<br />Attorneys may terminate this agreement, subject to their obligation to provide written
<br />reasonable notice of at least thirty (30) days to arrange alternative representation. In such case, City
<br />agrees to secure new counsel as quickly as possible and to cooperate fully in the substitution of the
<br />new counsel as counsel of record in in the Actions.
<br />24. DISCRIMINATION. Attorneys shall not discriminate because of race, color, creed,
<br />religion, sex, marital status, sexual orientation, age, national origin, ancestry, or disability, as
<br />defined and prohibited by applicable law, in the recruitment, selection, training, utilization,
<br />promotion, termination or other employment related activities. Attorneys affirm that it is an equal
<br />opportunity employer and shall comply with all applicable federal, state and local laws and
<br />regulations.
<br />25. JURISDICTION — VENUE This Agreement has been executed and delivered in the State
<br />of California and the validity, interpretation, performance, and enforcement of any of the clauses
<br />of this Agreement shall be determined and governed by the laws of the State of California. Both
<br />parties further agree that Orange County, California, shall be the venue for any action or
<br />proceeding that may be brought or arise out of, in connection with or by reason of this Agreement.
<br />26. MISCELLANEOUS PROVISIONS Each undersigned represents and warrants that its
<br />signature herein below has the power, authority and right to bind their respective parties to each
<br />of the terms of this Agreement, and shall indemnify City fully, including reasonable costs and
<br />attorney's fees, for any injuries or damages to City in the event that such authority or power is not,
<br />in fact, held by the signatory or is withdrawn.
<br />27. COUNTERPARTS; SIGNATURES This Agreement may be executed in counterparts,
<br />secured via facsimile transmission or otherwise, each of which shall be deemed to be an original.
<br />Photocopies of any executed counterpart shall have the same force and effect as an original. City
<br />further acknowledges that it has read and received a copy the full text Section 6148 of the
<br />California Business and Professions Code prior to signing this Agreement.
<br />P
<br />
|