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foregoing obligations of non-use and nondisclosure shall not apply to any information that (a) has
<br />been disclosed in publicly available sources; (b) is, through no fault of the Vendor disclosed in a
<br />publicly available source; (c) is in rightful possession of the Vendor without an obligation of
<br />confidentiality; (d) is required to be disclosed by operation of law; or (e) is independently
<br />developed by the Vendor without reference to information disclosed by the City.
<br />11. CONFLICT OF INTEREST CLAUSE
<br />a. Vendor covenants that it presently has no interests and shall not have interests, direct
<br />or indirect, which would conflict in any manner with performance of services specified
<br />under this Agreement.
<br />b. No immediate family members of either the Mayor, City Council Member, or any
<br />appointed City Official, including appointed board and commission members, as
<br />defined under the City's Municipal Code, whose position with the City shall award or
<br />influence the award of this Agreement, or any competing contract or amendment
<br />thereof, shall be employed in any capacity by the Vendor or have any other direct or
<br />indirect financial benefit or interest in this Agreement.
<br />c. The section also prohibits the awarding of any agreement, contract, grant, or any
<br />amendment to those awards, to any former full-time employee for one-year from date
<br />of employee separation except for any CalPERS retiree as authorized by City Council
<br />resolution
<br />d. The Vendor must comply with all conflict of interest laws, ordinances, and regulations
<br />now in effect or hereafter to be enacted during the term of this Agreement, The Vendor
<br />warrants that it is not now aware of any facts which conflict with the prohibitions
<br />defined above. If the Vendor hereafter becomes aware of any facts that might
<br />reasonably be expected to create a conflict of interest, it must immediately make full
<br />written disclosure of such facts to the City. Full written disclosure must include, but is
<br />not limited to, identification of all persons implicated and a complete description of all
<br />relevant circumstances. Failure to comply with the provisions of this paragraph will be
<br />a material breach of this Agreement.
<br />e. Vendor covenants that none of its directors, officers, employees, or agents ,shall
<br />participate in selecting or administrating any subcontract supported (in whole or in part)
<br />by City funds stemming from the Agreement where the awarding of the subcontract
<br />has any direct or indirect financial benefit or interest to any individual, as defined in
<br />subsections (b) and (c) above,
<br />12. NON-DISCRIMINATION
<br />Vendor shall not discriminate because of race, color, creed, religion, sex, marital status,
<br />sexual orientation, gender identity, gender expression, gender, medical conditions, genetic
<br />information, or military and veteran status, age, national origin, ancestry, or disability, as defined
<br />and prohibited by applicable law, in the recruitment, selection, teaching, training„ utilization,
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