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1 1. ASSIGNMENT
<br />Inasmuch as this Agreement is intended to secure the specialized services of Consultant,
<br />Consultant 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 arid void. Nothiirg in this Agreement
<br />shall -be construed to limit the City's ability to have any of the services which; are the subject to
<br />this Agreement performed by City personnel or by other consultants retained by City.
<br />12. 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 termination,
<br />subject to the following conditions;
<br />a. As a condition of stash pa5grrent:, thy: Executive Director may require Consultant to deliver
<br />to the. City all work product completed as of such elate, and in such case such work product.shall be
<br />the property of the City 11111Qss prohibited by law, and Consultant consurits to the .City's use, therr:of, ,
<br />f� �l stacl� parrposes as 'the City deems appropriate.
<br />h. .1 yuaent need riot be irtaEle ti ��r vc�o� lc w.l�icli tails to meet tlie standaryl of perfornxanc;
<br />, oeciticd in die Recitals of this Agr.eement.
<br />a 3. DISCRIMINATION � ..
<br />a' onsa.tlt:azzt shall not discrirraizzate because of race, color, creed, religion, sex, marital
<br />status, sexual orientation, age, national origin,, ancestry, or disability, as deftned and prohibited
<br />by applicable law, in the recruitment, selection, training, utilization, promotion, termination or -
<br />other employment related activities. Consultant affirms that it is an equal opportunity employer
<br />and shall comply with. all applicable federal, state and local laws and regulations.
<br />14. JURISDICTION - 'VENUE
<br />This Agreement and all questions relating to its validity, interpretation., performance; ,and
<br />enforcement shall be government and construed hi accordance with the laws of the State of
<br />California. This Agreement has been executed and delivered in the, State of California and the
<br />validity, interpretation, performance, a -ad enforcement of .any of the clauses of this Agreement
<br />shall be determined and governed by the laws of the State of California. Both parties further
<br />agree that Orange County, California, shill be the venue for any action or proceeding that may
<br />be brought or arise out of, iri connection with or by reason of this Agreement.
<br />15. PRO>li ESSIONAL 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
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