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11. CONFLICT OF INTEREST CLAUSE a. Attorneys covenants that they presently have no interests and shall not have interests, direct or indirect,which would conflict in any manner with performance of services specified under this Agreement. b. Attorneys acknowledge that Santa Ana Municipal Code § 2-112 prohibits the City, and any person authorized to act on behalf of the City from awarding any agreement,contract, grant, or any amendments) to said awards to an immediate family member of the Mayor, Council Member, or City Officials, including appointed board and commission members for the purposes of receipt of a financial benefit or interest. Financial benefit or interest shall include any direct or indirect financial interest on the specific contact, agreement, or grant, including any commissions, fees, share of the proceeds, prospect of a promotion or future employment, a profit, or any other form of financial aware. C. Attorneys must comply with all conflict of interest laws, ordinances, and regulations now in effect or hereafter to be enacted during the term of this Agreement. Attorneys warrant that it is not now aware of any facts which conflict with the prohibitions defined above.If the Attorneys hereafter becomes aware of any facts that might reasonably be expected to create a conflict of interest,it must immediately make full written disclosure of such facts to the City. Full written disclosure must include, but is not limited to, identification of all persons implicated and a complete description of all relevant circumstances, Failure to comply with the provisions of this paragraph will be a material breach of this Agreement. d. Attorneys covenants that none of its directors, officers, employees, or agents shall participate in selecting or administrating any subcontract supported (in whole or in part) by City funds stemming from the Agreement where the awarding of the subcontract has any direct or indirect financial benefit or interest to any individual, as defined in subsections (b) and (c)above. 12. 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,or sent by telefacsimile or other telegraphic communication in the manner provided in this Section,to the following persons: To City: City Cleric City of Santa Ana 20 Civic Center Plaza (M-30) P.O.Box 1988 Santa Ana, California 92702-1988 Facsimile (714) 647-6956 6