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Contractor 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 /> 12. NON-DISCRIMINATION
<br /> Contractor shall not discriminate because of race, color, creed, religion, sex, marital status, sexual
<br /> orientation, gender identity, gender expression, gender, medical conditions, genetic information, or
<br /> military and veteran status, age, national origin, ancestry, or disability, as defined and prohibited by
<br /> applicable law,in the recruitment,selection,teaching,training,utilization,promotion,termination or other
<br /> employment related activities or any services provided under this Agreement. Contractor affirms that it is
<br /> an equal opportunity employer and shall comply with all applicable federal, state and local laws and
<br /> regulations.
<br /> 13. EXCLUSIVITY AND AMENDMENT
<br /> This Agreement represents the complete and exclusive statement between the City and Contractor,
<br /> and supersedes any and all other agreements,oral or written, between the parties. In the event of a conflict
<br /> between the terms of this Agreement and any attachments hereto,the terms of this Agreement shall prevail.
<br /> This Agreement may not be modified except by written instrument signed by the City and by an authorized
<br /> representative of Contractor. The parties agree that any terms or conditions of any purchase order or other
<br /> instrument that are inconsistent with, or in addition to, the terms and conditions hereof, shall not bind or
<br /> obligate Contractor or the City. Each party to this Agreement acknowledges that no representations,
<br /> inducements,promises or agreements,orally or otherwise,have been made by any party,or anyone acting
<br /> on behalf of any party, which is not embodied herein.
<br /> 14. 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 written
<br /> consent of the City and any such assignment, transfer, delegation or subcontract without the City's prior
<br /> written consent shall be considered null and void. Nothing in this Agreement shall be construed to limit
<br /> the City's ability to have any of the services which are the subject to this Agreement performed by City
<br /> personnel or by other Contractors retained by City.
<br /> 15. TERMINATION
<br /> This Agreement may be terminated by the City upon thirty(30)days written notice of termination.
<br /> In such event, Contractor shall be entitled to receive and the City shall pay Contractor compensation for
<br /> all services performed by Contractor prior to receipt of such notice of termination,subject to the following
<br /> conditions:
<br /> a. As a condition of such payment, the Executive Director may require Contractor to deliver
<br /> to the City all work product(s) completed as of such date, and in such case such work
<br /> product shall be the property of the City unless prohibited by law, and Contractor consents
<br /> to the City's use thereof for such purposes as the City deems appropriate.
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