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This Agreement may be terminated by the Agency upon thirty (30) days written notice of
<br />termination. In such event, Consultant shall be entitled to receive and the Agency shall pay
<br />Consultant compensation for all services performed by Consultant prior to receipt of such notice of
<br />termination, subject to the following conditions:
<br />a. As a condition of such payment, the Executive Director may require Consultant to deliver
<br />to the Agency all work product completed as of such date, and in such case such work product shall
<br />be the property of the Agency unless prohibited by law, and Consultant consents to the Agency's
<br />use thereof for such purposes as the Agency 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. DELIVERY OF WORK PRODUCT
<br />Consultant shall deliver to Agency any work product which results from the services
<br />provided. Said work product shall be submitted in hard copy and produced in a form compatible
<br />with Agency's computer system, as agreed between the Project Manager and Consultant.
<br />In regard to all copyrightable material produced as a deliverable under this Agreement,
<br />including but not limited to books, reports, plans, photographs and drawings, Consultant agrees
<br />for itself and its affected officers, employees, agents, contractors, and volunteer workers, that (a)
<br />other such material may not be copyrighted without prior review from the Agency, and (b) the
<br />authors of al] such material, whether copyrighted or not, award to the Agency, and to its officers,
<br />agents and employees acting within the scope of their official duties, as a condition of payment
<br />to the Consultant, aroyalty-free, nonexclusive, irrevocable license throughout the world for
<br />governmental purposes to disclose, publish, translate, reproduce, and use such materials.
<br />16. MISCELLANEOUS PROVISIONS
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