| 
								    14.NON-DISCRIMINATION
<br />Contractor  shall  not  discriminate  because  of  race, color, creed, religion, sex, maiital  status,
<br />sexual  orientation, gender  identity, gender  expression, gender, medical  conditions, genetic
<br />information, or  militaiy  and  veteran  stahis, age, national  origin, ancestry, or  disability, as defined
<br />and  prohibited  by  applicable  law, in the  recruitment, selection, teaching, training, utilization,
<br />promotion, ternnination  or  other  employment  related  activities  or  any  services  provided  under  this
<br />Agreement. Contractor  affirms  that  it is an equal  oppoitunity  employer  and  shall  comply  with  all
<br />applicable  federal, state  and  local  laws  and  regulations.
<br />15.EXCLUSIVITY  AND  AMENDMENT
<br />This  Agreement  represents  the  complete  and exclusive  statement  between  the  City  and
<br />Contractor, and  supersedes  any  and  all  other  agreements, oral  or  written, between  the  paities. In
<br />the  event  of  a conflict  between  the  terms  of  this  Agreement  and  any  attacents  hereto, the  teims
<br />of  this  Agreement  shall  prevail. Tis  Agreement  may  not  be  modified  except  by  written  instiument
<br />signed  by  the  City  and  by  an authorized  representative  of  Contractor. The  parties  agree  that  any
<br />terms  or conditions  of  any  purchase  order  or other  instiument  that  are inconsistent  with, or in
<br />addition  to, the  terms  and  conditions  hereof, shall  not  bind  or  obligate  Contractor  or  the  City. Each
<br />party  to this Agreement  acknowledges  that  no  representations, inducements, promises  or
<br />agreements, orally  or  otherwise, have  been  made  by  any  paity, or  anyone  acting  on  behalf  of  any
<br />party, which  is not  embodied  herein.
<br />16.ASSIGNMENT
<br />Inasmuch  as this  Agreement  is intended  to secure  the  specialized  services  of  Contractor,
<br />Contractor  may  not  assign, transfer, delegate, or  subcontract  any  interest  herein  without  the  prior
<br />written  consent  of  the  City  and  any  such  assignment, transfer, delegation  or  subcontract  without
<br />the  City's  prior  written  consent  shall  be  considered  null  and  void. Nothing  in  tis  Agreement  shall
<br />be construed  to limit  the City's  ability  to have  any  of  the services  which  are the  subject  to this
<br />Agreement  perfornned  by  City  personnel  or  by  other  Contractors  retained  by  City.
<br />17.TERMINATION
<br />Tis  Agreement  may  be terminated  by  the  City  upon  thiity  (30) days  written  notice  of
<br />teimination. hi  such  event, Contractor  shall  be entitled  to  receive  and  the  City  shall  pay  Contractor
<br />compensation  for  all services  performed  by Contractor  prior  to  receipt  of  such  notice  of
<br />teimination, subject  to the  following  conditions:
<br />a.As  a condition  of  such  payment, the  Executive  Director  may  require  Contractor  to
<br />deliver  to  the  City  all  work  product(s) completed  as of  such  date, and  in  such  case
<br />such  work  product  shall  be  the  propeity  of  the  City  unless  prohibited  by  law, and
<br />Contractor  consents  to the  City's  use  thereof  for  such  puiposes  as the  City  deems
<br />appropriate
								 |