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12. NON DISCRIMINATION <br />Provider shall not discriminate because of race, color, creed, religion, sex, marital status, <br />sexual orientation, age, national origin, ancestry, or disability, as defined and prohibited by <br />applicable law, in the recruitment, selection, teaching, training, utilization, promotion, <br />termination or other employment related activities, or in any activities under this Agreement. <br />Provider affirms that it is an equal opportunity employer and shall comply with all applicable <br />federal, state and local laws and regulations. <br />13. JURISDICTION — VENUE <br />This Agreement has been executed and delivered in the State of California and the <br />validity, interpretation, performance, and enforcement of any of the clauses of this Agreement <br />shall be determined and governed by the laws of the State of California. Both parties further <br />agree that Orange County, 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 of this Agreement. <br />14. LICENSES <br />Provider shall, throughout the term of this Agreement, maintain all necessary licenses, <br />permits, approvals, waivers, and exemptions necessary for the provision of the services <br />hereunder and required by the laws and regulations of the United States, the State of California, <br />the City of Santa Ana and all other governmental agencies. <br />15. SEVERABILITY <br />In the event that one or more of the phrases, sentences, clauses, paragraphs or sections <br />contained in this Agreement shall be declared invalid or unenforceable by valid judgment or <br />decree of a court of competent jurisdiction, such invalidity or unenforceability shall not affect <br />any of the remaining phrases, sentences, clauses, paragraphs or sections of this Agreement, <br />which shall be interpreted to carry out the intent of the parties hereunder. <br />16. EXHIBITS <br />All Exhibits referenced herein and attached hereto shall be incorporated as if fully set forth <br />in the body of this Agreement. <br />17. AUTHORITY <br />The person(s) executing this Agreement on behalf of the parties hereto warrant that they are <br />duly authorized to execute this Agreement on behalf of said parties and that be so executing this <br />Agreement, the parties hereto are formally bound to the provisions of this Agreement. <br />Page 5 of 6 <br />