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REV: 08-25-23 SK <br />13. EQUAL EMPLOYMENT OPPORTUNITY <br />In connection with the performance of this Agreement, the CONTRACTOR shall not <br />discriminate against any employee or applicant for employment because of race, <br />religion, color, sex, disability, age, or national origin. <br />14. HOLD HARMLESS <br />The CONTRACTOR agrees to indemnify and defend the RCSD and its employees and <br />agents from any and all claims, damages, and liability in any way occasioned by or <br />arising out of the negligence of the CONTRACTOR and/or its <br />employees/officers/agents in the performance of this Agreement, including any <br />sanctions, penalties, or claims of damages resulting from the CONTRACTOR’s failure <br />to comply with any law, regulation, or ordinance, including but not limited to those <br />listed in this Agreement. <br />Conversely, the RCSD agrees to indemnify and defend the CONTRACTOR and its <br />employees and agents from any and all claims, damages, and liability in any way <br />occasioned by or arising out of the negligence of the RCSD and/or its <br />employees/officers/agents in the performance of this Agreement, including any <br />sanctions, penalties, or claims of damages resulting from the RCSD’s failure to comply <br />with any law, regulation or ordinance, including but not limited to those listed in this <br />Agreement. <br />15. DISPUTE RESOLUTION <br />Should any dispute arise out of this Agreement, the parties should meet in mediation <br />and attempt to reach a resolution with the assistance of a mutually acceptable mediator. <br />If the mediated settlement is reached, neither party shall be the prevailing party for the <br />purposes of this settlement. Neither party shall be permitted to file a legal action without <br />first meeting in the mediation and maintaining a good faith attempt to reach a mediated <br />resolution. <br />16. GOVERNING LAW AND VENUE <br />This Agreement, including any exhibits, shall for all purposes be deemed subject to the <br />laws of the State of California, and in the event of a lawsuit concerning this Agreement, <br />venue shall be in the County of San Mateo. <br />17. TERMINATION <br />The RCSD may at any time terminate this Agreement upon a written notice to the <br />CONTRACTOR. The RCSD shall compensate the CONTRACTOR for services <br />ATTY/AGR.2023.221/Redwood City School District (Redwood City Extended Learning Program) (Page 5 of 18)