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2. All applicable State statutes, regulations, policies, procedures and directives; <br /> 3. All applicable CITY policies,procedures and directives; <br /> 4. All applicable local ordinances and requirements, including use permits and licensing; <br /> 5. Court orders applicable to its operation; and, <br /> 6. The terms and conditions of this Agreement. <br /> If any of the foregoing is enacted, amended, or revised, CONTRACTOR will comply <br /> with such or will notify CITY after enactment or modification that it cannot so comply. CITY <br /> may thereupon terminate this Agreement, if necessary. <br /> XII. <br /> EXCLUSIVITY AND AMENDMENT OF AGREEMENT <br /> This Agreement, together with attachments hereto, represents the complete and exclusive <br /> statement between the CITY and CONTRACTOR, and supersedes any and all other agreements, <br /> oral or written,between the Parties. In the event of a conflict between the terms of this Agreement <br /> and any attachments hereto, the terms of this Agreement shall prevail. This Agreement may not <br /> be modified except by written instrument signed by the CITY and by an authorized representative <br /> 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 <br /> bind or obligate CONTRACTOR or the CITY. Each party to this Agreement acknowledges that <br /> no representations, inducements,promises or agreements, orally or otherwise, have been made by <br /> any party, or anyone acting on behalf of any party, which is not embodied herein. <br /> XIII. <br /> FRAUD <br /> CONTRACTOR shall immediately report to CITY all instances and facts concerning <br /> possible fraud, abuse or criminal activity relating to expenditure or receipt of funds wader this <br /> Agreement. <br /> XIV. <br /> CONTINGENCY OF FUNDS <br /> CONTRACTOR acknowledges that approval of and funding for this Agreement is <br /> contingent upon State approval, and WIOA and/or SSA funds received or obligated from the State <br /> of California to CITY. If such approval of funds is not forthcoming,or is otherwise limited, CITY <br /> shall immediately notify CONTRACTOR. Within twenty (20) days of receipt of such notieb, <br /> CONTRACTOR shall modify or cease operations as directed by CITY and negotiate necessary <br /> modification to this Agreement and/or reimbursement of costs incurred hereunder. <br /> XV. <br /> Page 15 er 19 <br />