otherwise, have been made by any harry. or anyone acting on behalf of any party, which, are loot
<br />embodied herein.
<br />14. ASSIGNMENT
<br />Inasmuch as this Agrcemcnl is intended to secure 'dtc specialized services of Consultant,
<br />Consultant may not assign, transfer, delegate, or subcontract any interest herein without the. prior written
<br />consent of the City and any such assignment. trarrsfcr, delegation or subcontract without the City's prior
<br />written consent ,,hall lie considered nutf and void. Nothing ill this .Agreement shall be construed to limit
<br />the City's ability to have any of the scrviccs which ure the subject to this Agreement perlbrrned by City
<br />Irers`otmel or by other consultants retained by City
<br />15. TERMINATION
<br />This Agreement array be terminated by the City upon thirty (30) days written notice of
<br />lermination• In such event, Consultaanl shall be entitled to receive and the City shall pay Consultant
<br />compensation for all scrvicea performed by Consultant prior to receipt of such notice of termination,
<br />subject to the larollowuag conditions:
<br />U. As ar condition of;rtaclr puyrrrerrt, the Executive Director may require Consultant to deliver
<br />to the City all work- product completed as ol" Well dude, and in such case such work
<br />product Shall be the property of the City artless prohibited by law, and Consultant
<br />consunts'to the City's use thereof lbr such purposes as the City decnrs appropriate.
<br />b. Payment need, not he made for work which fails to rocet the sdandard of performance
<br />specified in the Recitals of this Agreement,
<br />16. DISCRIA11NATION
<br />C'onsuttant still] not discriminate because of race, color, creel, religion, sex, marital status,
<br />sexual orientation, age, national origin, ancestry, or disability, as defined rued prohibited by applicable
<br />taw, in the recruitment, selection, training, tdiliradon, promotion, termination or other employment
<br />related activities, Consultant affirms that it is an eklusd opportunity ernployLr and shall comply with all
<br />applicable federal, state and local laws and regulations and as further specified in Certifications, Exhibit
<br />C, attached hereto and incorporated in this Agreement by reference..
<br />M JURISDICTION - VENUE
<br />This Agreenrem has been executed and delivered in the State of California and the validity,
<br />interpremion, performance, and onforeernernt of any of the clauses of this Agreement sharp be determined
<br />and governed by the laws of the Shiite of California, Both parties further agree, that Orange County,
<br />Carlifbrnia, shall be the venue For any action or proceeding Chart may be brought or arise out of, in
<br />connection with or by reason of this Agreement,
<br />I& PROFESSIONAL LICENSES
<br />Consultant shall, throughout the terra of this Agreement, maintain all necessary licenses, per mils.
<br />approvals, waivers, and exemptions necQssary for the provision of the services ']let ounder and required by
<br />the laws and regulations of the United Statics, the State of Cahfcn'aroia, the City of Santa Ante and -,it] other-
<br />City of Santa Ana RFP 15 -105
<br />26P20
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