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<br />8. CONFLICT OF INTEREST CLAUSE <br /> <br />Omega covenants that it presently has no interests and shall not have interests, <br />direct or indirect, which would conflict in any manner with performance of services <br />specified under this Agreement. <br /> <br />9. NOTICE <br /> <br />Any notice, tender, demand, delivery, or other communication pursuant to this <br />Agreement shall be in writing and shall be deemed to be properly given if delivered in <br />person or mailed by first class or certified mail, postage prepaid, or sent by telefacsimile <br />or other telegraphic communication in the manner provided in this Section, to the <br />following persons: <br /> <br />To City: <br /> <br />Chief of Police <br />City of Santa Ana <br />60 Civic Center Plaza (M-18) <br />Santa Ana, California 92702 <br />Attn: Robert Brekenfeld <br /> <br />To Omega: <br /> <br />The Omega Group <br />5160 Carroll Canyon Rd., I" Floor <br />San Diego, California 92121 <br /> <br />A party may change its address by giving notice in writing to the other party. <br />Thereafter, any communication shall be addressed and transmitted to the new address. If <br />sent by mail, 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, <br />with postage prepaid, and addressed as set forth above. If sent by telefacsimile, <br />communication shall be effective or deemed to have been given twenty-four (24) hours <br />after the time set forth on the transmission report issued by the transmitting facsimile <br />machine, addressed as set forth above. For purposes of calculating these time frames, <br />weekends, federal, state, County or City holidays shall be excluded. <br /> <br />10. EXCLUSIVITY AND AMENDMENT <br /> <br />This Agreement represents the complete and exclusive statement regarding <br />maintenance and support of the system between the City and Omega, and supersedes any <br />and all other agreements, oral or written, between the parties regarding the same subject. <br />The parties agree that any terms or conditions of any purchase order or other instrument <br />that are inconsistent with, or in addition to, the terms and conditions hereof, shall not bind <br />or obligate Omega nor the City. <br />II. ASSIGNMENT <br /> <br />Inasmuch as this Agreement is intended to secure the specialized services of <br />Omega, Omega may not assign, transfer, delegate, or subcontract any interest herein <br />