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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, or
<br /> 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.
<br /> 17. 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 all 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(s) 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 /> 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
<br /> performance specified in the Recitals of this Agreement.
<br /> 18. NON-DISCRIMINATION
<br /> Consultant shall not discriminate because of race, color, religion,sex,marital status, sexual
<br /> orientation, gender identity, gender expression, gender, medical conditions, genetic information,
<br /> or military and veteran status, age,national origin, ancestry,or disability, as defined and prohibited
<br /> by applicable law, in the recruitment, selection, teaching, training, utilization, promotion,
<br /> termination or other employment related activities or any services provided under this Agreement.
<br /> Consultant affirms that it is an equal opportunity employer and shall comply with all applicable
<br /> federal, state and local laws and regulations.
<br /> 19. 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 the State of California. Both parties further agree that
<br /> Orange County, California, shall be the venue for any action or proceeding that may be brought or
<br /> arise out of, in connection with or by reason of this Agreement.
<br /> 20. PROFESSIONAL LICENSES
<br /> Consultant shall, throughout the term of this Agreement, maintain all necessary licenses,
<br /> permits, approvals, waivers, and exemptions necessary for the provision of the services hereunder
<br /> and required by the laws and regulations of the United States, the State of California, the City of
<br /> Santa Ana and all other governmental agencies. Consultant shall notify the City immediately and
<br /> in writing of its inability to obtain or maintain such permits, licenses, approvals, waivers, and
<br /> exemptions. Said inability shall be cause for termination of this Agreement.
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