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<br />'. <br /> <br />for the Parks, Recreation and Community Services Agency; and, <br /> <br />B. Solicit, receive and distribute donations and grants of materials, services <br />and funds, or assist in such efforts by the CITY, for the improvement of parks and <br />recreation services of CITY, provided that, in no event, may FRIENDS solicit, receive <br />accept or distribute any donations or grants in the name of the City of Santa Ana or its <br />Parks, Recreation and Community Services Agency without the prior approval of the <br />CITY, said approval not to be unreasonably withheld; and, <br /> <br />C. Administer donated and granted funds designated for future use for <br />improvement of parks and recreation services of CITY, or related uses, but only with the <br />prior approval of the CITY. <br /> <br />D. In no event shall anyone check over the amount of Five Hundred Dollars <br />($500.00) be written without the approval of the FRIENDS' Board of Directors. <br /> <br />3. CITY'S RESPONSIBILITIES <br /> <br />A. CITY will assist FRIENDS by providing administrative staff support, <br />temporary and occasional use of space, materials, equipment, postage and mail handling <br />services on an as-needed basis subject to the approval of the Executive Director of Parks, <br />Recreation and Community Services or his/her designee (herein referred to as "Executive <br />Director"), such approval not to be unreasonably withheld. <br /> <br />B. FRIENDS' use ofresources provided by CITY shall be scheduled by, and be <br />subject to, the approval of the Executive Director, such approval not to be unreasonably <br />withheld. <br /> <br />4. INDEPENDENT CONTRACTOR <br /> <br />FRIENDS agrees that it is an independent contractor and not an employee of the <br />CITY, and that all of FRIENDS personnel, if any, shall be employees or subcontractors <br />of FRIENDS, not of CITY. CITY shall have no duty, obligation or liability of any kind to <br />FRIENDS, to FRIENDS' employees, officers, agents, vendors or subcontractors, or to <br />anyone or party whatsoever, to make any payment of any kind whatsoever as a result of <br />or arising out of this Agreement. <br /> <br />5. CONFLICT OF INTEREST <br /> <br />Each party, its agents and employees, shall compJy with all applicable federal, <br />state and local laws and regulations governing conflict of interest. To this end, FRIENDS <br />will make available to its agents and employees copies of all applicable federal, state and <br />local laws and regulations governing financial disclosure and conflict of interest. <br /> <br />2 <br />