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the City unless prohibited by law, and Consultant consents to the City's use thereof for such purposes as the
<br /> City deems appropriate. However, any use of unfinished work product shall be at City's sole risk.
<br /> b. Payment need not be made for work which fails to meet the standard of performance specified in
<br /> the Recitals of this Agreement.
<br /> 15. DISCRIMINATION
<br /> Consultant shall not discriminate because of race, color, creed, religion, sex, marital status, sexual
<br /> orientation, age, national origin, ancestry, or disability, as defined and prohibited by applicable law, in the
<br /> recruitment, selection, training, utilization, promotion, termination or other employment related activities.
<br /> Consultant affirms that it is an equal opportunity employer and shall comply with all applicable federal,
<br /> state and local laws and regulations.
<br /> 16. Ji7RISDICTION -VENUE
<br /> This Agreement and all questions relating to its validity, interpretation, performance, and
<br /> enforcement shall be government and construed in accordance with the laws of the State of California.
<br /> This Agreement has been executed and delivered in the State of California and the validity, interpretation,
<br /> performance, and enforcement of any of the clauses of this Agreement shall be determined and governed
<br /> by the laws of the State of California. Both parties further agree that Orange County, California, shall be
<br /> the venue for any action or proceeding that may be brought or arise out of, in connection with or by
<br /> reason of this Agreement.
<br /> 17. PROFESSIONAL LICENSES
<br /> Consultant shall, throughout the term of this Agreement, maintain all necessary licenses, permits,
<br /> approvals, waivers, and exemptions necessary for the provision of the services hereunder and required by
<br /> the laws and regulations of the United States, the State of California, the City of Santa Ana and all other
<br /> governmental agencies. Consultant shall notify the City immediately and in writing of her inability to
<br /> obtain or maintain such permits, licenses, approvals, waivers, and exemptions. Said inability shall be
<br /> cause for termination of this Agreement.
<br /> 18. MISCELLANEOUS PROVISIONS
<br /> a. Each undersigned represents and warrants that its signature hereinbelow has the power, authority
<br /> and right to bind their respective parties to each of the terms of this Agreement, and shall indemnify City
<br /> fully, including reasonable costs and attorney's fees, for any injuries or damages to City in the event that such
<br /> authority or power is not, in fact, held by the signatory or is withdrawn.
<br /> b. Captions and headings in this Agreement, including the title of this Agreement, are for
<br /> convenience only and are not to be considered in construing this Agreement.
<br /> c. All Exhibits referenced herein and attached hereto shall be incorporated as if fully set forth in the
<br />
<br /> body of this Agreement.
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