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payment, Attorneys shall deliver to the City all files and records generated under this Agreement as
<br /> of such date. Attorneys may terminate this agreement, subject to their obligation to provide written
<br /> reasonable notice of at least thirty(30) days to arrange alternative representation. In such case, City
<br /> agrees to secure new counsel as quickly as possible and to cooperate fully in the substitution of the
<br /> new counsel as counsel of record in in the Actions.
<br /> 16. NON-DISCRIMINATION Attorneys shall not discriminate because of race, color,
<br /> creed,religion, sex, marital status, sexual orientation, gender identity, gender expression, gender,
<br /> medical conditions, genetic information, or military and veteran status, age, national origin,
<br /> ancestry, or disability, as defined and prohibited by applicable law, in the recruitment, selection,
<br /> teaching,training,utilization,promotion,termination or other employment related activities or any
<br /> services provided under this Agreement. Attorneys affirm that it is an equal opportunity employer
<br /> and shall comply with all applicable federal, state and local laws and regulations.
<br /> 17. JURISDICTION — VENUE This Agreement has been executed and delivered in the
<br /> State of California and the validity, interpretation, performance, and enforcement of any of the
<br /> clauses of this Agreement shall be determined and governed by the laws of the State of California.
<br /> Both parties further agree that Orange County, California, shall be the venue for any action or
<br /> proceeding that may be brought or arise out of, in connection with or by reason of this Agreement.
<br /> 18. PROFESSIONAL LICENSES- Attorneys shall, throughout the term of this
<br /> Agreement, maintain all necessary licenses, permits, approvals, waivers, and exemptions
<br /> necessary for the provision of the services hereunder and required by the laws and regulations of
<br /> the United States, the State of California, the City of Santa Ana and all other governmental
<br /> agencies. Consultant shall notify the City immediately and in writing of its inability to obtain or
<br /> maintain such permits, licenses, approvals,waivers,and exemptions. Said inability shall be cause
<br /> for termination of this Agreement.
<br /> 19. MISCELLANEOUS
<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
<br /> this Agreement, and shall indemnify City fully, including reasonable costs and
<br /> attorney's fees, for any injuries or damages to City in the event that such authority
<br /> or power is not, in fact,held by the signatory or is withdrawn.
<br /> b. All Exhibits referenced herein and attached hereto shall be incorporated as if fully
<br /> set forth in the body of this Agreement.
<br /> C. This Agreement supersedes and terminates Agreement No.N-2021-133.
<br /> 20. COUNTERPARTS; SIGNATURES This Agreement may be executed in counterparts,
<br /> secured via facsimile transmission or otherwise, each of which shall be deemed to be an original.
<br /> Photocopies of any executed counterpart shall have the same force and effect as an original. The
<br /> Parties acknowledge they are familiar with Section 6148 of the California Business and
<br /> Professions Code.
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