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P.O. Box 1988 Santa Ana, CA 92702-1988 Fax 714- 647-6956 Executive Director Public Works Agency City of Santa Ana 20 Civic Center Plaza (M-21) P.O. Box 1988 Santa Ana, CA 92702 To Contractor: ARRO Autogas P.O. Box 3068 Paso Robles, CA 93447 Attn: Allison' Velazquez A party may change its address by giving notice in writing to the other party. Thereafter, any communication shall be addressed and transmitted to the new address. if sent by mall, communication shall be effective or deemed to have been given three (3) days after it has been deposited in the United States mail, duty registered or certified, with postage prepaid, and addressed as sot forth above. If sent by fax, communication shall be effective or deemed to Have been given twenty-four (24) hours after the time set forth on the transmission report issued by the transmitting facsimile machine, addressed as set forth above. For purposes of calculating these timefiames, weekends, federal, state, County or City holidays shall be excluded. 14. EXCLUSIVITY AND AMENDMENT This Agreement represents the complete and exclusive statement between the City and Contractor regarding the subject matter herein, and supersedes any and all other agreements, oral or written, between the parties. In the event of a conflict between the terms of this Agreement and any attachments hereto, the terms of this Agreement shall prevail. This Agreement may not be modified except by written instrument signed by the City and by an authorized representative of Contractor. The parties agree that any terms or conditions of any purchase order or other instrument that are inconsistent -with, or in Addition to, the terms and conditions hereof, shall not bind or obligate Contractor or the City. Bach party to this Agreement acknowledges that no representations, inducements, promises or agreements, orally or otherwise, have been tirade by any party, or anyone acting on behalf of any party, which are not embodied herein, 15. ASSIGNMENT Inasmuch as this Agreement is intended to secure the specialized services of Contractor, Contractor may not assign, transfer, delegate, or subcontract any interest herein without the prior written consent of the City and any such assignment, transfer, delegation or subcontract without the City's prior written consent shall be considered mill and void, Nothing in this Agreement shall be construed to Ihnit the City's ability to have any of the services which are the subject to this Agreement performed by City personnel or by other contractors retained by City. Page 6 of 8