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7. CONFIDENTIALITY <br />If Donor receives from the City information which due to the nature of such information is <br />reasonably understood to be confidential and/or proprietary, Donor agrees that it shall not use or <br />disclose such information except in the performance of this Agreement, and further agrees to exercise <br />the same degree of care it uses to protect its own information of like importance, but in no event less <br />than reasonable care. "Confidential Information" shall be clearly marked "Confidential Information." <br />Confidential information includes not only written information, but also information transferred orally <br />and reduced to writing, visually, electronically, or by other means. Confidential information disclosed <br />to either party by any subsidiary and/or agent of the other party is covered by this Agreement. The <br />foregoing obligations of non-use and nondisclosure shall not apply to any information that (a) has been <br />disclosed in publicly available sources; (b) is, through no fault of Donor disclosed in a publicly <br />available source; (c) is in rightful possession of Donor without an obligation of confidentiality; (d) is <br />required to be disclosed by operation of law; or (e) is independently developed by Donor without <br />reference to information disclosed by the City. <br />8. CONFLICT OF INTEREST CLAUSE <br />Donor covenants that it presently has no interests and shall not have interests, direct or indirect, <br />which would conflict in any manner with performance of services specified under this Agreement. <br />9. NOTICE <br />Any notice, tender, demand, delivery, or other communication pursuant to this Agreement shall <br />be in writing and shall be deemed to be properly given if delivered in person or mailed by first class or <br />certified mail, postage prepaid, or sent by facsimile or other telegraphic communication in the manner <br />provided in this Section, to the following persons: <br />To City: Clerk of the City Council <br />City of Santa Ana <br />20 Civic Center Plaza (M-30) <br />P.O. Box 1988 <br />Santa Ana, CA 92702-1988 <br />Fax:714-647-6956 <br />Copies to: Parks, Recreation & Community Services Agency <br />City of Santa Ana <br />20 Civic Center Plaza (M-23) <br />Santa Ana, California 92702 <br />Fax: 714-571-4221 <br />To Donor: Project Backboard <br />Attn: Dan Peterson <br />53 Christamon S. <br />Irvine, CA 92620 <br />Page 5 of 8 <br />