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<br />be construed to limit the City's ability to have any of the services which are the subject to this <br />Agreement performed by City personnel or by other consultants retained by City, <br /> <br />13, TERMINATION <br /> <br />This Agreement may be terminated by the City upon thirty (30) days written notice of <br />tem1inatiolL 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 /> <br />a. As a condition of such pa)'ll1ent, the Executive Director may require Consultant to deliver <br />to tile 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 /> <br />b. Payment need not be made for work which fails to meet the standard of performance <br />speciJied in the Recitals of this Agreement. <br /> <br />14. DlSClUMINATlON <br /> <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 by <br />applicable law, in the recruitment, selection, training. utilization, promotion, termination or other <br />employment related activities. Consultant affirms that it is an equal opportunity employer and <br />shall comply with all applicable kderal, state and local laws and regulations. <br /> <br />15. .JlJRISDlCTlON - VENUE <br /> <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 he determined and governed by the laws of the Stare of California. 130th parties further <br />agree that Orange County, California, shall be the venue for any action or proceeding that may be <br />brought or arise out of, in connection with or by reason of this Agreement. <br /> <br />16, PROFESSIONAL LlCENSF,S <br /> <br />Consultant shall, throughout the term orlhis Agreement, maintain all necessary licenses, <br />permits. approvals, waivers, and exemptions necessary for lhe provision of the services hereunder <br />and required by the laws and regulations of the United States, the State of California, lhe City of <br />Santa Ana and all other governmental agencies. Consultant shall notify the City immediately and <br />in \vriting of its inability to obtain or maintain sllch permits, licenses, approvals, waivers, and <br />exemplions. Said inability shall be cause lor termination of this Agreement. <br /> <br />6 <br />