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A party may change its address by giving notice in writing to the other party. Thereafter, any
<br />communication shall be addressed and transmitted to the new address. If sent by mail, communication
<br />shall be effective or deemed to have been given three (3) days after it has been deposited in the United
<br />States mail, duly registered or certified, with postage prepaid, and addressed as set forth above. If sent by
<br />telefacsimile, communication shall be effective or deemed to have been given twenty-four (24) hours
<br />alter the time set forth on the transmission report issued by the transmitting facsimile machine, addressed
<br />as set forth above. For purposes of calculating these time frames, weekends, federal, state, County or City
<br />holidays shall be excluded.
<br />10. CONTRACT ADMINISTRATOR
<br />The Executive Director of Parks, Recreation and Community Services, or his designee, shall be
<br />City's Contract Administrator for this Agreement and all approval and notices required to be given herein
<br />shall be so directed and addressed. Saul Garcia shall be Event Producer's Contract Administrator for this
<br />Agreement.
<br />H. EXCLUSIVITY AND AMENDMENT
<br />This Agreement represents the complete and exclusive statement between the City and Event
<br />Producer, and supersedes any and all other agreements, oral or written, between the parties. In the event
<br />of a conflict between the terms of this Agreement and any attachments hereto, the terms of this
<br />Agreement shall prevail. This Agreement may not be modified except by written instrument signed by
<br />the City and by an authorized representative of Event Producer. The parties agree that any terms or
<br />conditions of any purchase order or other instrument that are inconsistent with, or in addition to, the terms
<br />and conditions hereof, shall not bind or obligate Event Producer or the City. Each party to this Agreement
<br />acknowledges that no representations, inducements, promises or agreements, orally or otherwise, have
<br />been made by any party, or anyone acting on behalf of any party that are not embodied herein.
<br />12. NON-DISCRIMINATION ?
<br />Event Producer shall not discriminate because of race, color, creed, religion, sex, marital status,
<br />sexual orientation, age, national origin, ancestry, or disability, as defined and prohibited by applicable
<br />law, in the recruitment, selection, training, utilization, promotion, termination or other employment
<br />related activities. Event Producer affirms that it is an equal opportunity employer and shall comply with
<br />all applicable federal, state and local laws and regulations.
<br />13. JURISDICTION — VENUE
<br />This Agreement has been executed and delivered in the State of California and the validity,
<br />interpretation, performance, and enforcement of any of the clauses of this Agreement shall be determined
<br />and governed by the laws of the State of California. Both parties further agree that Orange County,
<br />California, shall be the venue for any action or proceeding that may be brought or arise out of, in
<br />connection with or by reason of this Agreement.
<br />14. CONFLICT OF INTEREST CLAUSE
<br />Event Producer covenants that it presently has no interests and shall not have interests, direct or
<br />indirect, which would conflict in any manner with performance of services specified under this
<br />Agreement.
<br />15. BREACII
<br />Inasmuch as this Agreement is intended to secure the specialized services of the Event Producer
<br />to perform all necessary functions and activities for the Cinco de Mayo and Fiestas Patrias festivals in
<br />Downtown Santa Ana, failure by Event Producer to perform the Scope of Work, at a minimum specified
<br />in Section I and Exhibit A, shall be considered a material breach of this agreement. The CITY shall be
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