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Consultant shall not discriminate because of race,color,creed,relation, 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 /> or in connection with any activities under this Agreement. Consultant affirms that it is an equal <br /> opportunity employer and shall comply with all 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 determined <br /> and governed by the laws of the State of California. Both parties further agree that Change 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 /> 20. 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 hereunder and <br /> required by the laws and regulations of the United States, the State of California, the City of Santa Ana <br /> and all other governmental agencies. Consultant shall notify the City immediately and in writing of its <br /> inability to obtain or maintain such permits,licenses,approvals,waivers, and exemptions. Said inability <br /> shall be cause for tennination of this Agreement. <br /> 21. MISCELLANEOUS PROVISIONS <br /> a. Each undersigned represents and warrants that its signature herein below has the power, <br /> authority and right to bind their respective parties to each of the terms of this Agreement, <br /> and shall indemnify City fully,including reasonable costs and attorney's fees,for any <br /> injuries or damages to City in the event that such authority or power is not, in fact,held <br /> by the signatory or is withdrawn. <br /> b. All exhibits referenced herein and attached hereto shall be incorporated as if fully set <br /> forth in the body of this Agreement. <br /> [Signatures on'following page] <br /> Page 8 of 9 <br />