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19. ASSIGNABILITY <br />Inasmuch as this Agreement is intended to secure the specialized services of <br />CONTRACTOR, CONTRACTOR may not assign, transfer, delegate, or <br />subcontract any rights, obligations or interest herein without the prior written <br />consent of the City, except for an assignment to an affiliate, and any such <br />assignment, transfer, delegation or subcontract without the City's prior written <br />consent shall be considered null and void. <br />20. DISCRIMINATION <br />CONTRACTOR shall not discriminate because of race, color, creed, religion, sex, <br />marital status, sexual orientation, age, national origin, ancestry, or disability, as <br />defined and prohibited by applicable law, in the recruitment, selection, training, <br />utilization, promotion, termination or other employment related activities. <br />CONTRACTOR affirms that it is an equal opportunity employer and shall <br />comply with all applicable federal, state and local laws and regulations. <br />21. JURISDICTION - VENUE <br />This Agreement and all questions relating to its validity, interpretation, <br />performance, and enforcement shall be government and construed in accordance <br />with the laws of the State of California. This Agreement has been executed and <br />delivered in the State of California and the validity, interpretation, performance, <br />and enforcement of any of the clauses of this Agreement shall be determined and <br />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 <br />may be brought or arise out of, in connection with or by reason of this Agreement. <br />22. LICENSES AND PERMITS <br />CONTRACTOR shall, throughout the term of this Agreement, maintain all <br />necessary licenses, permits, approvals, waivers, and exemptions necessary for the <br />provision of the services hereunder and required by the laws and regulations of <br />the United States, the State of California, the City of Santa Ana and all other <br />17 <br />