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a. As a condition of such payment, the City Manager, or his designee, may require
<br />Consultant to deliver to the City all work product completed as of such date, and in such case
<br />such work product shall be the property of the City unless prohibited by law, and Consultant
<br />consents to the City's use thereof for such purposes as the City 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 />14. DISCRIMINATION
<br />Consultant shall not discriminate because of race, color, creed, religion, sex, marital status
<br />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 federal, state and local laws and regulations.
<br />15. JURISDICTION - VENUE
<br />This 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
<br />determined and governed by the laws of the State of California. Both parties further agree that
<br />Orange County, California, shall be the venue for any action or proceeding that may be brought
<br />or arise out of, in connection with or by reason of this Agreement.
<br />16. PROFESSIONAL LICENSES
<br />Consultant shall, throughout the term of this Agreement, maintain all necessary licenses,
<br />permits, approvals, waivers, and exemptions necessary for the provision of the services
<br />hereunder and required by the laws and regulations of the United States, the State of California,
<br />the City of Santa Ana and all other governmental agencies. Consultant shall notify the City
<br />immediately and in writing of its inability to obtain or maintain such permits, licenses, approvals,
<br />waivers, and exemptions. Said inability shall be cause for termination of this Agreement.
<br />17. CONSULTANT CERTIFICATIONS
<br />a. Audit Records - With respect to all matters covered by this agreement all records shall be
<br />made available for audit and inspection by the City, the grant agency and/or their duly
<br />authorized representatives for a period of three (3) years from the termination of this
<br />Agreement.
<br />For a period of three years after final delivery hereunder or until all claims related to this
<br />Agreement are finally settled, whichever is later, Consultant shall preserve and maintain all
<br />documents, papers and records relevant to the services provided in accordance with this
<br />Agreement, including the Attachments hereto. For the same time period, Consultant shall
<br />make said documents, papers and records available to City and the agency from which City
<br />received grant funds or their duly authorized representative(s), for examination, copying, or
<br />mechanical reproduction on or off the premises of Consultant, upon request during usual
<br />working hours.
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