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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 sttch notice of termination, <br />subject to the following conditions: <br />a. As a condition of such payment, the Executive Director may require Consultant to deliver <br />to the City all work product completed as of such date, and in such case such work product shall be <br />the property of the City unless prohibited by law, and Consultant consents to the City's use thereof <br />for such purposes as the City deems 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 />13. DISCRIMINATION <br />Consultant 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. 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 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 />15. COMPLIANCE WITH GOVERNMF,NTAL REQUIREMENTS <br />Consultant shall carry out all services pursuant to this Agreement in substantial conformity with <br />all applicable laws, ordinances, statutes, codes, rules, regulations, orders, and decrees of the <br />United States, the State of California, the County of Orange, the City, and of any other political <br />subdivision, agency, or instrumentality exercising jurisdiction over the City, including all <br />applicable federal, state, and local occupation, safety and health laws, rules, regulations and <br />standards, applicable state and labor standards, prevailing wage requirements, the City zoning <br />and development standards, City permits and approvals, building, plumbing, mechanical and <br />electrical codes, as they map apply, and all other provisions of the City and its Municipal Code <br />(as they may apply), and all applicable disabled and handicapped access requirements, including, <br />6 <br />