13. TERMINATION
<br />This Agreement may be, termiriated'by the City upon thirty (30) days written notice of
<br />termination, In such event, Consultant shall be entitled to receive and the City shall pay
<br />Consultant compensation for all services performed by Consultant prior to receipt of such notice
<br />of termination, subj ect to the following coriditionw
<br />a. As a condition of such payment, the Exceinive Director May require Consultant to
<br />deliver to the City all work product completed as- of I I such date, and in such case
<br />such work product. shall be the property of the City unless prohibited by law, and
<br />Consultant consents to the City's use thereof for such purposes as the City deems
<br />appropriate.
<br />h. Payment need not be made for work which fails,to meet the standard of
<br />performance specified in the Recitals of this Agreement.
<br />14. NON-DISCRIMINATION
<br />Consultant shall not discriminate because of race, color, creed, relation, sex, marital status,
<br />,,sexual orientation, age, national origin, ancestry, or disability, as defined and prohibited by
<br />applicablelaw, in the recruitment, selection, training, utilization, promotion, termination or other
<br />employment related activities or in ootmeodon with any activities under this Agreement,
<br />Consultant affirins that i is an equal opportunity employer and it -shall comply with all -,applicable
<br />fed=l, state and local laws and regulations,
<br />15. JURISDICTION - VENUE
<br />This Agreemont has been executed -and delivered in the State ofiforn
<br />- Cali ia and the 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 Calificirna, Both parties further
<br />agree that Orange County, California, shall be the venue for any action or proceeding that may
<br />be-hrmight.or arise, out of, in connection With or by reason of this Agreement.
<br />10, PROrKESSIONAL LICENSES
<br />Consultant shall, throughout the term of this Agreement, maintain all necessary licenses,
<br />.permits, approvals, waivers, and exomptions necessary for the provision of the services
<br />hereutide and required byflie, laws and regulations ,of the United States, the State of California,
<br />the City of 'Santa Ana and all other governmental, agencies. Consultant shall notify the City
<br />immediately and in writing of its inability to -obtain or maintain such permits, licenses, approvals;
<br />waivers, and exemptions. Said inability shall be cause for termination of this Agreement.
<br />17. MIS-CELLANEOUS PROVISIONS
<br />4; Each undersigned represents and warrants that its signaturb 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 indelnulify City fully, including reasonable costs and
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