Item 38 - Agreement with Bean Sprouts at the Santa Ana Zoo

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Page 15 of 19 #19793v7 Totals registered shall be read and recorded by Bean Sprouts at the beginning and end of each business day. All voided transactions shall be supported by the original cash register tape with supervisory approval documented. 18.CONFIDENTIALITY If Bean Sprouts receives from the City information which due to the nature of such information is reasonably understood to be confidential and/or proprietary, Bean Sprouts agrees that it shall not use or disclose such information except in the performance of this Agreement, and further agrees to exercise the same degree of care it uses to protect its own information of like importance, but in no event less than reasonable care. “Confidential Information” shall include all nonpublic information. Confidential information includes not only written information, but also information transferred orally, visually, electronically, or by other means. Confidential information disclosed to either party by any subsidiary and/or agent of the other party is covered by this Agreement. The foregoing obligations of non-use and nondisclosure shall not apply to any information that (a) has been disclosed in publicly available sources; (b) is, through no fault of Bean Sprouts disclosed in a publicly available source; (c) is in rightful possession of Bean Sprouts without an obligation of confidentiality; (d) is required to be disclosed by operation of law; or (e) is independently developed by Bean Sprouts without reference to information disclosed by the City. 19.CONFLICT OF INTEREST CLAUSE Bean Sprouts covenants that it presently has no interests and shall not have interests, direct or indirect, which would conflict in any manner with performance of services specified under this Agreement. 20.NON-DISCRIMINATION Bean Sprouts shall not discriminate because of race, color, creed, religion, sex, marital status, sexual orientation, gender identity, gender expression, gender, medical conditions, genetic information, or military and veteran status, age, national origin, ancestry, o r disability, as defined and prohibited by applicable law, in the recruitment, selection, teaching, training, utilization, promotion, termination or other employment related activities or any services provided under this Agreement. Bean Sprouts affirms that it is an equal opportunity employer and shall comply with all applicable federal, state and local laws and regulations. 21.INTELLECTUAL PROPERTY a.Bean Sprouts’ Intellectual Property. Bean Sprouts is the owner of the rights to certain trademarks, service marks and logotypes, including the registered service marks, “Bean Sprouts” and “Imaginibbles,” used in the operation of its restaurant businesses (which, together with any future marks developed by or for the use of Bean Sprouts based upon any variation of the names “Bean Sprouts” or “Imaginibbles,” are collectively referred to herein as the “Bean Sprouts Marks”). City hereby acknowledges and agrees that Bean Sprouts is the sole and exclusive