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11. ASSIGNMENT <br />Inasmuch as this Agreement is intended to secure the specialized services of Instructor, Instructor <br />may not assign, transfer, delegate, or subcontract any interest herein without the prior written consent of <br />the City and any such assignment, transfer, delegation or subcontract without the City's prior written <br />consent shall be considered null and void. Nothing in this Agreement shall be construed to limit the City's <br />ability to have any of the services which are the subject to this Agn-eement performed by City personnel or <br />by other consultants retained by City. <br />12. TERMINATION <br />This Agreement may be terminated by the City upon ten (1 O) days written notice of termination. <br />In such event, Instructor shall be entitled to receive and the City shall pay Instructor compensation for all <br />services performed by Instructor prior to receipt of such notice of termination. <br />13. DISCRIMINATION <br />Instructor 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 />Instructor affirms that it is an equal opportunity employer and shall comply with all applicable federal, <br />state and local laws and regulations. <br />14_ JURISDICTION - VENL7E <br />"Phis Agreement has been executed and delivered in the State of California and the validity, <br />interpretation, performance, and enforcement of any of the clauses of this Agreement shall be determined <br />and governed by the laws of the State of California. Both parties further agree that Orange County, <br />California, shall be the venue for any action or proceeding that may be brought or arise out of, in <br />connection with or by reason of this Agreement. <br />15. PROFESSIONAL LICENSES <br />Instructor shall, throughout the term of this Agreement, maintain all necessary licenses, permits <br />and approvals necessary for the provision of the services hereunder and required by the laws and <br />regulations of the United States, the State of California, the City of Santa Ana and all other governmental <br />agencies. Instructor shall notify the City immediately and in writing of her inability to obtain or maintain <br />such permits, licenses or approvals. Said inability shall be cause for termination of this Agreement. <br />16_ MISCELLANEOUS PROVISIONS <br />a. All Exhibits referenced herein and attached hereto shall be incorporated as if fully set forth in the <br />body of this A�>reement. <br />/// <br />/// <br />;i% <br />/// <br />