FIESTA DE CARNIVAL 5 - Laserfiche WebLink

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28. EXCLUSIVITY AND AMENDMENT This Agreement represents the complete and exclusive statement between the City and Promoter, and supersedes any and all other agreements, oral or written, between the parties. In the event of a conflict between the terms of this Agreement and any attachments hereto, including the RFP. the terms of this Agreement shall prevail. This Agreement may not be modified except by written instrument signed by the City and by an authorized representative of Promoter. Each party to this Agreement acknowledges that no representations, inducements, promises or agreements. orally or otherwise. have been made by an - party, or anyone acting on behalf of any parties, which are not embodied herein. 29. ASSIGNMENT Inasmuch as this Agreement is intended to secure the specialized services of Promoter. Promoter may not assign. transfer, delegate. or subcontract any interest herein without the prior written consent of the Citv and any such assignment. transfer, delegation or subcontract without the City's prior written consent shall be considered null and void. Nothing in this Agreement shall be construed to limit the City's ability to have any of the services which are the subject to this Agreement performed by City personnel or by other Promoters retained by City. 30. NON-DISCRIMINATION Promoter shall not discriminate because of race, color, creed, religion, sex, marital status, sexual orientation. age.. national origin, ancestry. or disability, as defined and prohibited by applicable law, in the recruitment. selection, training utilization, promotion, termination or other employment related activities. Promoter affirms that it is an equal opportunity employer and shall comply with all applicable federal, state and local laws and regulations. 31. JURISDICTION - VENUE This Agreement has been executed and delivered in the State of California and the validity. interpretation_ performance, and enforcement of any of the clauses of this Agreement shall be determined and governed by the laws of the State of Califomia. Both parties further agree that Orange County, California, shall be the venue for any action or proceeding that may be brought or arse out of. in connection with or by reason of this Agreement. 32. ATTORNEY'S FEES Except as otherwise provided in this Agreement. in the event suit is brought by either party to enforce the terms and provisions of this Agreement or to secure the performance hereof, each party shall bear its own attorney's fees. 33. PROFESSIONAL LICENSES Promoter shall, throughout the term of this Agreement, maintain all necessary licenses, permits, approvals. waivers. and exemptions necessary for the provision of the services hereunder and required by the laws and regulations of the United States. the State of California, the City of Santa Ana and all other governmental agencies. Promoter shall notify the City immediately and in writing of her inability to obtain or maintain such permits_ licenses. approvals, waivers. and exemptions. Said inability_ shall be cause for termination of this Agreement. 0