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It is further understood and agreed that Grantee must issue W-2 forms or other forms as required by law for income and employment tax purposes for all of Grantee's assigned personnel under the terms and conditions of this Agreement. As an independent contractor, Grantee hereby indemnifies and holds Grantor harmless from any and all claims that may be made against Grantor based upon any contention by any third party that an employer-employee relationship exists by reason of this Agreement. 10. ASSIGNMENT PROHIBITED. Neither this Agreement nor any portion thereof shall be assigned by Grantee without the express prior written consent of Grantor. 11. NONDISCRIMINATION. Grantee assures and certifies that no person shall on the grounds of race, marital status, color, creed, national origin, ancestry, age, physical handicap, medical condition, sex, sexual orientation or disability, including, the medical condition Acquired Immune Deficiency Syndrome (AIDS) or any condition related thereto, be excluded from participation in, be denied the benefits of, or be otherwise subject to discrimination under any program or activity for which the Grantee has received funds hereunder and will immediately take measures to effectuate this Agreement. Pursuant to the Americans with Disabilities Act and Specifically 42 USC 12132, Grantee acknowledges and agrees that in the performance of this Agreement no qualified individual shall, by reason of a disability, be excluded from participation in or be denied the benefits of the services programs, or activities of the Grantor or Grantee or be subjected to discrimination by the Grantor or Grantee. I:REDEVELOPMENT/2006 STAFF REPORTS/O4-2006/Montalvo Grant 6