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operation of law; or (e) is independently developed by one of the Parties without reference to information disclosed
<br />by the other Party.
<br />8. CONFLICT OF INTEREST. The Parties shall ensure compliance with all applicable conflict of interest laws
<br />including, without limitation, the Fair Political Practices Act and Government Code section 1090, et seq. In
<br />addition, each Parties agrees that it will not hire or permit the hiring of any person to fill a position funded through this
<br />Agreement if a member of that person's immediate family is employed in an administrative capacity by that Party. For
<br />the purposes of this section, the term "immediate family" means spouse, child, aunt, uncle, niece, nephew, stepparent and
<br />stepchild. The term "administrative capacity" means having selection, hiring, supervisor or management responsibilities.
<br />9. DRUG FREE WORKPLACE. The Parties confirm that both comply with Government Code Sections 8350 et
<br />seq., the Drug -Free Workplace Act of 1990 and shall take diligent actions to ensure that there is no unlawful
<br />manufacture, distribution, dispensing, possession or use of a controlled substance.
<br />10. ANTI - DISCRIMINATION. It is the policy of the Parties that there be no discrimination against any
<br />employee engaged in the work, including work under contract, because of race, color, ancestry, national origin, or
<br />religious creed, and therefore each Party agrees to comply with applicable Federal and California laws including, but
<br />not limited to the California Fair Employment Practice Act beginning with Government Code Section 12900 and
<br />Labor Code Section 1735. In addition, the District agrees to require like compliance by all its contractor(s) and
<br />subcontractor(s) on the Significant Repairs.
<br />11. ATTORNEY'S FEES. During any dispute(s) between the Parties related to this Agreement, if any, each Party
<br />shall pay their own attorneys fees and related expenses incurred and shall not have a right to recover any of those
<br />fees from the other Party.
<br />12, FORCE MAJEUR'E. Neither Party shall be held responsible or liable for an inability to fulfill any obligation
<br />under this Agreement by reason of an act of God, natural disaster, rationing or restrictions on the use of utilities or
<br />public transportation whether due to energy shortages or other causes, war, civil disturbance, riot, or terrorism
<br />(`Force Majeure "). Any Party relying on a Force Majeure shall give the other Party reasonable notice thereof, and
<br />the Parties shall use their best efforts to minimize potential adverse effects from such Force Majeure, including,
<br />without limitation, subcontracting the obligations of the Party claiming such Force Majeure to a third party and
<br />extending the time periods for performance.
<br />13. ASSIGNMENT. Neither Party may, without the other Party's prior written consent, assign its rights or
<br />delegate its duties pursuant to this Agreement. This provision does not apply to the District's contracting with
<br />contractor(s), consultant(s), or others to perform services or provide other items related to the planning, approval,
<br />design, or construction of the Significant Repairs. The District's contracting with others shall not alter the District
<br />obligations pursuant to this Agreement.
<br />la. SUCCESSORS AND ASSIGNS. This Agreement shall bind the successors and assigns of the Parties hereto.
<br />15. FURTHER ASSURANCES. Each Party to this Agreement shall at its own expense perform all acts and
<br />execute all documents and instruments that may be necessary or convenient to carry out its obligations under this
<br />Agreement.
<br />16. MODIFICATIONS. The terms and conditions of this Agreement may be modified or changed only by written
<br />mutual consent of the Parties.
<br />17. NOTICES. Any notices that either Party desires to or is required to give to the other Party or to any other
<br />person shall be in writing and either served personally or sent by prepaid first class mail. Such notices shall be
<br />addressed to the other Party at the address set forth below. Either Party may change its address by notifying the
<br />other Party of the change of address. Notice shall be deemed communicated within seventy -two hours from the date
<br />of mailing, if mailed as provided in this paragraph.
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