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<br />09/22/2008 12:54 <br />I <br /> <br />9B9393B:l43 <br /> <br />M SANCI-EZ <br /> <br />PACiE 06/14 <br /> <br />761 Terminal Street, Bldg. 1, 2nd Floor <br />Los Angeles, California 90021 <br />Telefacsimile (213) 572-0125 <br /> <br />A party may change its address by giving notice in writing to the othcr party. Thereafter, <br />any c mmunieation shall be addressed and transmitted to the new address. If sent by mail, <br />eomm~nieation shall be effective or deemed to have been given three (3) days after it has been <br />deposited in the United States mail, duly registered or certified, with postage prepaid, and <br />addrdsed as set forth above. If sent by telefacsimile, communication shall be effective or <br />deemdd to have been given twenty-four (24) hours after the time set forth on the transmission <br />report iissued by the transmitting facsimile machine, addressed as set forth above. For purposes <br />of caldulating 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 and <br />Consu tant, and supersedes any and all other agreements, oral or written, bctween the parties. In <br />the evdnt ofa conflict between the terms of this Agreement and any attachments hereto, the <br />terms ~fthis Agreement shail prevail. This Agreement may not be modified except by written <br />instrurbent signed by the Cily and by an authorized representative of Consultant. The parties <br />agree that any terms or conditions of any purchase order or other instrument that are inconsistent <br />with, 0\- in addition to, the terms and conditions hereof, shall not bind Or obligate Consultant nor <br />the Cil~. Each party to this Agreement acknowledges that no representations, inducements, <br />promisb or agreements, orally or otherwise, have been made by any party, or anyone acting on <br />behalf bf any party, which are nol embodied herein. <br /> <br />11. A~SJGNMENT <br /> <br />, <br />IInasmuch as this Agreement is intended to secure the specialized services of Consultant, <br />Consultant may not assign, transfer, delegate, or subcontract any interest herein without the prior <br />writtenl consent of the City and any such assignment, transfer, delegation or subcontract without <br />the City's prior written consent shall be considered null and void. Nothing in this Agreement <br />shall b<! construed to limit the City's ability to have any of the services which are the subject to <br />this Ag~eement performed by City personnel or by other consultants retained by City. <br /> <br />12. ~ERMINATION <br /> <br />This A~eement may be terminated by the City upon thirty (30) days written notice of <br />termil1lltlon. In such event, Consultant shall be entitled to receive and the City shall pay Consultant <br />compertsation for all services pcrfOlmed by Consultant prior to receipt ofSuch notice of termination. <br /> <br />13. brSCRIMINATION <br /> <br />Consultant shall not discriminate because of race, color, creed, religion, sex, marital <br />status, Jexual odenlAtio", age, national origin, ancestry, or disability, as defined and prohibited <br />I <br /> <br />5 <br />