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9. CONFLICT QF INTEREST CLAUSE Attorneys covenant that it presently has no <br />interests and shall not have interests, direct or indirect, that would conflict in any manner with <br />performance of services specified under this Agreement. <br />10. NOTICE 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 or <br />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 Council <br />City of Santa Ana <br />20 Civic Center Plaza (M -30) <br />P.O. Box 1988 <br />Santa Ana, California 92702 -1988 <br />Telefacsimile (714) 647 -6956 <br />Courtesy Copy: City Attorney <br />City of Santa Ana <br />20 Civic Center Plaza (M -29) <br />P.O. Box 1988 <br />Santa Ana, California 92702 <br />Telefacsimile (714) 647 -6515 <br />To Attorneys: Atkinson, Andelson, Loya, Ruud & Rome <br />12800 Center Court Drive, Suite 300, <br />Cerritos, CA. 90703 <br />Telefacsimile: (562) 653 -3333 <br />A party may change its address by giving notice in writing to the other party. Thereafter, any <br />notice, tender, demand, delivery, or other communication shall be addressed and transmitted to <br />the new address. If sent by mail, communication shall be effective or deemed to have been given <br />three (3) days after it has been deposited in the United States mail, duly registered or certified, <br />with postage prepaid, and addressed as set forth above. If sent by telefacsimile, communication <br />shall be effective or deemed to have been given twenty -four (24) hours after the time set forth on <br />the transmission report issued by the transmitting facsimile machine, addressed as set forth <br />above. For purposes of calculating these time frames, weekends, federal, state, County or City <br />holidays shall be excluded. <br />11. EXCLUSIVITY AND AMENDMENT This Agreement represents the complete and <br />exclusive statement between the City and Attorneys, and supersedes any and all other <br />agreements, oral or written, between the parties, In the event of a conflict between the terms of <br />this Agreement and any attachments hereto, the terms of this Agreement shall prevail. This <br />Agreement may not be modified except by written instrument signed by the City and by an <br />authorized representative of Attorneys. The parties agree that any terms or conditions of any <br />purchase order or other instrument that are inconsistent with, or in addition to, the terms and <br />conditions hereof, shall not bind or obligate Attorneys or the City. Each party to this Agreement <br />acknowledges that no representations, inducements, promises or agreements, orally or otherwise, <br />25D -5 <br />