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17. TERMINATION
<br /> This Agreement may be terminated by the City upon thirty (30) days written notice of
<br /> termination. In such event, Contractor shall be entitled to receive and the City shall pay Contractor
<br /> compensation for all services performed by Contractor prior to receipt of such notice of
<br /> termination, subject to the following conditions:
<br /> a. As a condition of such payment, the Executive Director may require Contractor to
<br /> deliver to the City all work product completed as of such date, and in such case such
<br /> work product shall be the property of the City unless prohibited by law,and Contractor
<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 /> 18. NON-DISCRIMINATION
<br /> Contractor shall not discriminate because of race, color, creed, religion,sex,marital status,
<br /> sexual orientation, gender identity, gender expression, gender, medical conditions, genetic
<br /> information, or military and veteran status, age, national origin, ancestry, or disability, as defined
<br /> and prohibited by applicable law, in the recruitment, selection, teaching, training, utilization,
<br /> promotion, termination or other employment related activities or any services provided under this
<br /> Agreement. Contractor affirms that it is an equal opportunity employer and shall comply with all
<br /> applicable federal, state and local laws and regulations.
<br /> 19. 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 or
<br /> arise out of, in connection with or by reason of this Agreement.
<br /> 20. PROFESSIONAL LICENSES
<br /> Contractor shall, throughout the term of this Agreement, maintain all necessary licenses,
<br /> permits, approvals, waivers, and exemptions necessary for the provision of the services hereunder
<br /> and required by the laws and regulations of the United States, the State of California, the City of
<br /> Santa Ana and all other governmental agencies. Contractor shall notify the City immediately and
<br /> in writing of its inability to obtain or maintain such permits, licenses, approvals, waivers, and
<br /> exemptions. Said inability shall be cause for termination of this Agreement.
<br /> 21. MISCELLANEOUS PROVISIONS
<br /> a. Each undersigned represents and warrants that its signature herein below has the
<br /> power, authority and right to bind their respective parties to each of the terms of this
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