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<br />13.
<br />
<br />DISCRIMINATION
<br />
<br />Vendor shall not discriminate because of race, color, creed, religion, sex, marital status,
<br />sexual orientation, age, national origin, ancestry, or disability, as defined and prohibited by
<br />applicable law, in the recruitment, selection, training, utilization, promotion, termination or other
<br />employment related activities. Vendor affirms that it is an equal opportunity employer and shall
<br />comply with all applicable federal, state and local laws and regulations.
<br />
<br />14.
<br />
<br />JURISDICTION - VENUE
<br />
<br />This Agreement and all questions relating to its validity, interpretation, performance, and
<br />enforcement shall be government and construed in accordance with the laws ofthe State of
<br />California. This Agreement has been executed and delivered in the State of California and the
<br />validity, interpretation, performance, and 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, shall be the venue for any action or proceeding that may
<br />be brought or arise out of, in connection with or by reason of this Agreement.
<br />
<br />15.
<br />
<br />PROFESSIONAL LICENSES
<br />
<br />Vendor shall, throughout the term of this Agreement, maintain all necessary licenses,
<br />permits, approvals, waivers, and exemptions necessary for the provision ofthe services
<br />hereunder and required by the laws and regulations of the United States, the State of California,
<br />the City of Santa Ana and all other governmental agencies. Vendor shall notify the City
<br />immediately and in writing of her inability to obtain or maintain such permits, licenses,
<br />approvals, waivers, and exemptions. Said inability shall be cause for termination ofthis
<br />Agreement.
<br />
<br />16.
<br />
<br />MISCELLANEOUS PROVISIONS
<br />
<br />a. Each undersigned represents and warrants that its signature herein below has the power,
<br />authority and right to bind their respective parties to each of the terms of this Agreement, and shall
<br />indemnify City fully, including reasonable costs and attorney's fees, for any injuries or damages to
<br />City in the event that such authority or power is not, in fact, held by the signatory or is withdrawn.
<br />
<br />a. All Exhibits referenced herein and attached hereto shall be incorporated as if fully set
<br />forth in the body of this Agreement.
<br />
<br />17.
<br />
<br />WARRANTY.
<br />
<br />Vendor warrants the products per this Agreement against defects and workmanship.
<br />Vendor warrants that the software and associated services shall function as described in Exhibit
<br />A for a period of ninety days ftom the initial date of shipment of the software. Software licensed
<br />by the City is warranted for the first ninety days after shipment; hardware, if any is noted in
<br />Exhibit A, is warranted for the first year after shipment. For the remaining portion ofthe initial
<br />year software is licensed, software is covered under maintenance ifmaintenance is noted in
<br />
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