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U . ASSIGNMEN <br />Inasmuch as this Agreement is intended to secure the specialized services of Consultant, <br />Consultant maynot assign, transfer, delegate, or subcontract any interest herein without the prior . <br />written consent of the City and any such assignment, transfer, delegation or subcontractwithout <br />the City's prior written consent shall be considered null and"void. ;Nothing in this. Agreement <br />shall be construed to`lim: it the C. ity's ability to have any of tlie: services whichare the subject to <br />this Agreement:perfortned by City personnel or by other consultants retained by City.. <br />15. WAIVER <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 writieg and signed by <br />the partywaiving the breach, failure, right or remedy No waiver of..any.breach, failure or right, or <br />remedy shall be deemed a waiver of any other breach, fallure, right or remedy, whether or not <br />-similar, nor shall any waiver constitute -a continuing waiver Unless the writing so specifies:. <br />16. TERMINATION <br />This Agreement may be'terminated-by the City .upon thirty (30) days. written notice of <br />termination. In such event, Consultant shall be entitled to receive and the City shall pay Consultant <br />compensation for ali'services performed by Consultant. prior to receipt of such notice of <br />termination, subject to the following conditions: <br />a. As. a. condition of such payment; the Executive Director may require Consultant 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'prol ibited by law; and <br />Consultant consents to the City's use'thereof for such purposes as the City deems <br />appropriate. <br />b. ' Payment need not be made for work which fails to meet the standard of performance <br />specified in the Recitals of this Agreement. <br />17. NON-DISCRIMINATI®m <br />Consultant shall not discriminate because of race, color, creed, religion, sex, marital status, <br />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 />aid'prohibited by applicable law, in the recruitment, selection, teaching, training; utilization, <br />promotion, termination or other employment related activities or any services provided under this <br />AgYeemerit.:Consultant affirms that it is an equal opportunity employer and shall comply with all <br />applicable federal;"state and local laws and regulations <br />1,5. JURISDICTION -VENUE <br />This Agreement has been executed and delivered in the. State of California and the validity, <br />interpretation, performance, and enforcement of any of the clauses of this Agreement shall be <br />determined and governed by.the laws_ of theā€¢ State of California. Both parties: further agree that <br />piange'County, Califorriia,shall be the venue for any, action or proeeeding that may be brought. or <br />Page 8 of i1 <br />