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the City's prior written consent shall be considered null and void. Nothing in this Agreement
<br />shall be comtrucd to, limit the Citys ability to have any of the services which are the subject to
<br />this Agreement perfortmd by City personnel or by other Contractors retained by City.
<br />12, TERMINATION
<br />This Agrectnent may be terminated by the City upon thirty (30) days w1itten notice of
<br />terinination, In sacK event, Contractor shall be entitled to receive and the City shall pay Contractor
<br />compensation for all serviQes performed. by ContraQtor priorto receipt orsuch notice of terrnination.
<br />13. NON-DISCRIMMATION
<br />Contractor shall. not discriminate because ofrace, color-, creed, relation, sex, marital
<br />status, sexual orientation, age, national origin, ancestry, or disability, as defined and prohibited
<br />by applicable law. in the recruitment, selectiontraining, utilization, promotion, teirnination or
<br />other employment related activities or in. connection with any activities under this, Agreement,
<br />Contractor affirms that it is an equal opportunity employer and shall comply with. all applicable
<br />federal, state and local laws and regulations.
<br />M JURISDICT ION - VENUE
<br />This Agreement has been executed and delivered in the State of California alit] the
<br />validity'interpretation, performanev,, and onfibreement ofany of -the clauses of this Agreement
<br />shall be doteiriinod and governed by the laws of tho State of California, Both partici further
<br />agree that Orange Cotuity, California, shall be the venue for any action or proceeding that may
<br />be brought or arise out of, in connection with or by reason ol"this Agremnent.
<br />15. PROM, SSIONAL LICENSES
<br />Contractor shall, throughout the tend of this Agreement, maintain all ncccssary licenses,
<br />perinits, approvals, waivers, and exemptions necessary :for the provision or the services
<br />hereunder and required by the laws and regulations of the United States, the State of Califbrnia„
<br />the City of Santa Ana and all other governmental agencies. Contractor shall notify the City
<br />immediately nand in writing of its inability to obtain or maintain such pennits, licenses, approvals,
<br />waivers, and exemptions. Said itvability shall be cause for termination of this Agreement.
<br />16, MISCULLNNEOUS PROVISIONS
<br />a. Each undersipied represents and warrants that its signature hereinbek)w has thcpower,
<br />authority and right to bind their respective parties Io each o fthe terms o f this Agreernent. and shall
<br />indeimffy City fally, includingreasonable costs mid attorney's fees, for any inj aries, or dainages to
<br />City in the event that such autbority or power is not, in tact„ held by the signatory or is wiffidrawa,
<br />b. All Exhibits referenced fierein and nakhed hereto shall be incorporated as if litillyset
<br />rorth in the body of this Agrm-,mei.A,
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<br />Exhibit I
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