shall pay Consultant compensation for all services performed by Consultant prior to receipt
<br />of such notice of termination, subject to the following conditions:
<br />a. As a condition of such payment, the Executive Director may require Consultant
<br />to deliver to the Agency all work product completed as of such date, and in such case such
<br />work product shall be the property of the Agency unless prohibited by law, and Consultant
<br />consents to the Agency's 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
<br />performance specified in the Recitals of this Agreement.
<br />13. DISCRIMINATION
<br />Consultant shall not discriminate because of race, color, creed, religion, sex,
<br />marital status, sexual orientation, age, national origin, ancestry, or disability, as defined
<br />and prohibited by applicable law, in the recruitment, selection, training, utilization,
<br />promotion, termination or other employment related activities. Consultant affu-ms that it
<br />is an equal opportunity employer and shall comply with all applicable federal, state and
<br />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
<br />Agreement shall be determined and governed by the laws of the State of California. Both
<br />parties further agree that Orange County, California, shall be the venue for any action or
<br />proceeding that may be brought or arise out of, in connection with or by reason of this
<br />Agreement.
<br />15. PROFESSIONAL LICENSES
<br />Consultant shall, throughout the term of this Agreement, maintain all necessary
<br />licenses, permits, approvals, waivers, and exemptions necessary for the provision of the
<br />services hereunder and required by the laws and regulations of the United States, the
<br />State of California, the City of Santa Ana and all other governmental agencies.
<br />Consultant shall notify the Agency immediately and in writing of her inability to obtain
<br />or maintain such permits, licenses, approvals, waivers, and exemptions. Said inability
<br />shall be cause for termination of this Agreement.
<br />16. COMPLIANCE WITH GOVERNMENTAL REQUIREMENTS
<br />Contractor shall carry out all services pursuant to this Agreement in substantial
<br />conformity with all applicable laws, ordinances, statutes, codes, rules, regulations, orders,
<br />and decrees of the United States, the State of California, the County of Orange, the City
<br />of Santa Ana, and of any other political subdivision, agency, or instrumentality exercising
<br />jurisdiction over the Agency, including all applicable federal, state, and local occupation,
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