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<br />Inasmuch as this Agreement is intended to secure the specialized services of
<br />ARAMARK, ARAMARK may not assign, transfer, delegate, or subcontract any interest herein
<br />without the prior written consent of the CITY and any such assignment, transfer, delegation or
<br />subcontract without the CITY's prior written consent shall be considered null and void.
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<br />12. TERMINATION
<br />
<br />This Agreement may be terminated by the CITY upon thirty (30) days written notice of
<br />termination. In such event, ARAMARK shall be entitled to receive and the CITY shall pay
<br />ARAMARK compensation for all services performed by ARAMARK prior to receipt of such
<br />notice oftermination, subject to the following conditions:
<br />
<br />Payment need not be made for work which fails to meet the standard of performance
<br />specified in the Recitals of this Agreement.
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<br />13. DISCRIMINATION
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<br />ARAMARK shall not discriminate because of race, color, creed, religion, sex, marital
<br />status, sexual orientation, age, national origin, ancestry, or disability, as defined and prohibited
<br />by applicable law, in the recruitment, selection, training, utilization, promotion, termination or
<br />other employment related activities. ARAMARK affirms that it is an equal opportunity employer
<br />and shall comply with all applicable federal, state and local laws and regulations.
<br />
<br />14. JURISDICTION - VENUE
<br />
<br />This Agreement and all questions relating to its validity, interpretation, performance, and
<br />enforcement shall be governed and construed in 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, 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. PROFESSIONAL LICENSES
<br />
<br />ARAMARK shall, throughout the term of this Agreement, maintain all necessary
<br />licenses, permits, approvals, waivers, and exemptions necessary for the provision ofthe services
<br />hereunder and required by the laws and regulations ofthe United States, the State of California,
<br />the City of Santa Ana and all other governmental agencies. ARAMARK shall notify CITY
<br />immediately and in writing of its inability to obtain or maintain such permits, licenses, approvals,
<br />waivers, and exemptions. Said inability shall be cause for termination of this Agreement.
<br />
<br />16. MISCELLANEOUS PROVISIONS
<br />
<br />a. Each undersigned represents and warrants that its signature hereinbelow has the power,
<br />authority and right to bind their respective parties to each of the terms of this Agreement, and shall
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