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Page 8 of 10
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<br />15. ASSIGNMENT
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<br /> Inasmuch as this Agreement is intended to secure the specialized services of Contractor,
<br />Contractor may not assign, transfer, delegate, or subcontract any interest herein without the prior
<br />written consent of the City and any such assignment, transfer, delegation or subcontract without
<br />the City’s prior written consent shall be considered null and void. Nothing in this Agreement shall
<br />be construed to limit the City’s ability to have any of the services that are the subject to this
<br />Agreement performed by City personnel or by other contractors retained by City.
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<br />16. WAIVER
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<br /> No waiver of breach, failure of any condition, or any right or remedy contained in or
<br />granted by the provisions of this Agreement shall be effective unless it is in writing and signed by
<br />the party waiving the breach, failure, right or remedy. No waiver of any breach, failure or right,
<br />or remedy shall be deemed a waiver of any other breach, failure, right or remedy, whether or not
<br />similar, nor shall any waiver constitute a continuing waiver unless the writing so specifies.
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<br />17. TERMINATION
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<br />This Agreement may be terminated by the City upon thirty (30) days written notice of
<br />termination. In such event, Contractor shall be entitled to receive and the City shall pay Contractor
<br />compensation for all services performed by Contractor prior to receipt of such notice of
<br />termination, subject to the following conditions:
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<br />a. As a condition of such payment, the Executive Director may require Contractor to
<br />deliver to the City all work product completed as of such date, and in such case,
<br />such work product shall be the property of the City unless prohibited by law, and
<br />Contractor consents to the City's use thereof for such purposes as the City deems
<br />appropriate.
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<br />b. Payment need not be made for work that fails to meet the standard of performance
<br />specified in the Recitals of this Agreement.
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<br />18. NON-DISCRIMINATION
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<br /> Contractor shall not discriminate because of race, color, creed, religion, sex, marital
<br />status, sexual orientation, gender identity, gender expression, gender, medical conditions, genetic
<br />information, or military and veteran status, age, national origin, ancestry, or disability, as defined
<br />and prohibited by applicable law, in the recruitment, selection, teaching, training, utilization,
<br />promotion, termination or other employment related activities or any services provided under
<br />this Agreement. Contractor affirms that it is an equal opportunity employer and shall comply
<br />with all applicable federal, state and local laws and regulations.
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<br />19. JURISDICTION-VENUE
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<br />This Agreement has been executed and delivered in the State of California and the validity,
<br />Exhibit 1
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