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CONFIDENTIALITY <br />If Contractor receives from the City information which, due to the nature of such <br />information, is reasonably understood to be confidential and/or proprietary, Contractor <br />agrees that it shall not use or disclose such information except in the performance of this <br />Agreement, and further agrees to exercise the same degree of care it uses to protect its own <br />information of like importance, but in no event less than reasonable care. "Confidential <br />Information" shall include all nonpublic information. Confidential information includes not only <br />written information, but also information transferred orally, visually, electronically, or by other <br />means. Confidential information disclosed to either party by any subsidiary and/or agent of <br />the other party is covered by this Agreement. The foregoing obligations of non-use and <br />nondisclosure shall not apply to any information that (a) has been disclosed in publicly <br />available sources; (b) is, through no fault of the Contractor, disclosed in a publicly available <br />source; (c) is in rightful possession of the Contractor without an obligation of confidentiality; <br />(d) is required to be disclosed by operation of law; or (e) is independently developed by the <br />Contractor without reference to information disclosed by the City. <br />8. CONFLICT OF INTEREST CLAUSE <br />Contractor covenants that it presently has no interests and shall not have interests, <br />direct or indirect, which would conflict in any manner with performance of services specified <br />under this Agreement. <br />9. NOTICE <br />Any notice, tender, demand, delivery, or other communication pursuant to this <br />Agreement shall be in writing and shall be deemed to be properly given if delivered in person <br />or mailed by first class or certified mail, postage prepaid, or sent by telefacsimile or other <br />telegraphic communication in the manner provided in this Section, to the following persons: <br />To City: Clerk of the City Council <br />City of Santa Ana <br />20 Civic Center Plaza (M-30) <br />P.O. Box 1988 <br />Santa Ana, CA 92702-1988 <br />telefacsimile (714) 647-6956 <br />With courtesy copies to: <br />and <br />Executive Director of Parks, Recreation and Community Services <br />City of Santa Ana <br />26 Civic Center Plaza (M-75) <br />P.O. Box 1988 <br />Santa Ana, California 92702 <br />17 <br />25A-38 <br />