McKENNY, DR. STEPHANIE BARONE - 2008

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performs the services which are the subject matter of this Agreement. Speaker shall be responsible for all applicable withholding taxes. 5. INDEMNIFICATION Speaker agrees to and shall indemnify and hold harmless the City, its officers, agents and employees from liability for personal injury, damages, just compensation, restitution, judicial or equitable relief arising out of claims for personal injury, including health, and claims for property damage, which may arise from the direct or indirect operations of the Speaker which relates to the services described in section 1 of this Agreement. 6. CONFIDENTIALITY If Speaker receives from the City information which due to the nature of such information is reasonably understood to be confidential and/or proprietary, Speaker agrees that she shall not use or disclose such information except in the performance of this Agreement, and further agrees to exercise the same degree of care she uses to protect her own information of like importance, but in no event less than reasonable care. 7. CONFLICT OF INTEREST CLAUSE Speaker covenants that she presently has no interests which would conflict in any manner with performance of services specified under this Agreement. 8. NOTICE Any notice, tender, demand, delivery, or other communication pursuant to this Agreement shall be in writing and shall be deemed to be properly given if delivered in person or mailed by first class or certified mail, postage prepaid, to the following persons: To City: Santa Ana Police Department To Speaker: Dr. Stephanie Barone McKenny Training Division Los Angeles Police Department 60 Civic Center Plaza (M-97) Behavioral Science Services P.O. Box 1988 977 N. Broadway, Ste #300 Santa Ana, CA 92702-1988 Los Angeles, CA 90012 9. EXCLUSIVITY AND AMENDMENT This Agreement represents the complete and exclusive statement between the City and Speaker, and supersedes any and all other agreements, oral or written, between the parties. This Agreement may not be modified except by written instrument signed by the City and by an authorized representative of Speaker. Each party to this Agreement acknowledges that no representations, inducements, promises or agreements, orally or otherwise, have been made by any party, or anyone acting on behalf of any party, which are not embodied herein.