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<br />and,
<br />
<br />City Attorney
<br />City of Santa Ana
<br />20 Civic Center Plaza (M-29)
<br />P.O. Box 1988
<br />Santa Ana, California 92702
<br />telefacsimile (714) 647-6515
<br />
<br />To Consultant:
<br />
<br />Betsy Lieberman, Executive Director
<br />AIDS Housing of Washington
<br />2014 East Madison Street, Suite 200
<br />Seattle, WA 98122
<br />
<br />A party may change its address by giving notice in writing to the other party.
<br />Thereafter, any notice, tender, demand, delivery, or other communication shall be
<br />addressed and transmitted to the new address. If sent by mail, any notice, tender, demand,
<br />delivery, or other communication shall be effective or deemed to have been given three (3)
<br />days after it has been deposited in the United States mail, duly registered or certified, with
<br />postage prepaid, and addressed as set forth above. If sent by telefacsimile, any notice,
<br />tender, demand, delivery, or other communication shall be effective or deemed to have
<br />been given twenty-four (24) hours after the time set forth on the transmission report issued
<br />by the transmitting facsimile machine, addressed as set forth above. For purposes of
<br />calculating these time frames, weekends, federal, state, County or City holidays shall be
<br />excluded.
<br />
<br />10. EXCLUSIVITY AND AMENDMENT
<br />
<br />This Agreement represents the complete and exclusive statement between the City
<br />and Consultant, and supersedes any and all other agreements, oral or written, between the
<br />parties. In the event of a conflict between the terms of this Agreement and any
<br />attachments hereto, the terms of this Agreement shall prevail. This Agreement may not be
<br />modified except by written instrument signed by the City and by an authorized
<br />representative of Consultant. The parties agree that any terms or conditions of any
<br />purchase order or other instrument that are inconsistent with, or in addition to, the terms
<br />and conditions hereof, shall not bind or obligate Consultant nor the City. Each party to this
<br />Agreement acknowledges that no representations, inducements, promises or agreements,
<br />orally or otherwise, have been made by any party, or anyone acting on behalf of any party,
<br />which are not embodied herein.
<br />
<br />11. ASSIGNMENT
<br />
<br />Inasmuch as this Agreement is intended to secure the specialized services of
<br />Consultant, Consultant may not assign, transfer, delegate, or subcontract any interest
<br />herein without the prior written consent of the City and any such assignment, transfer,
<br />delegation or subcontract without the City's prior written consent shall be considered null
<br />
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